MARFRIG ALIMENTOS S.A. TAXPAYER ID (CNPJ/MF): 03.853.896/0001-40 STATE REGISTRY (NIRE): 35.300.341.031 Public Company MINUTES OF THE BOARD OF DIRECTORS' MEETING HELD ON JUNE 9, 2013

Date, Time and Place: Meeting of the Board of Directors of Marfrig Alimentos S.A. ("Company"), located at Avenida Chedid Jafet 222, Tower A, 5th floor, Suite 01, district of Vila Olímpia, in the city and state of São Paulo, Postal Code (CEP) 04551-065, held on June 9, 2013, at 5 p.m. via conference call.

Call Notice and Attendance: The call notice was duly sent to all Directors of the Company. The meeting was attended by Messrs. Marcos Antonio Molina dos Santos - Chairman of the Board of Directors, Marcia Aparecida Pascoal Marçal dos Santos, Sérgio Agapito Lires Rial, Rodrigo Marçal Filho, Alain Emilie Henry Martinet, Antonio Maciel Neto, David G. McDonald, Marcelo Maia de Azevedo Correa and Carlos Geraldo Langoni. Presiding: Chairman: Mr. Marcos Antonio Molina dos Santos; Secretary: Mr. Heraldo Geres. Agenda: To decide on the execution of the agreement establishing the terms and conditions for: (i) the divestment, by the Company, of the Seara Brasil business to JBS S.A. ("JBS"); and (ii) the divestment, by the Company, of the leather business of the Company outside of Brazil to JBS.

Decisions: The members of the Board of Directors convened to discuss certain alternatives available for the Company to achieve its goals of rebalancing the capital structure and enhancing the strategic repositioning the food service business segment. After thoroughly examining and debating the matters on the agenda, the Directors decided, by unanimous voting of the attendees, to approve the execution of the Agreement for the Purchase and Sale of Equity Interest and Other Covenants, which established the terms and conditions for: (i) the divestiture through sale, by the Company to JBS, of ownership interests in certain companies belonging to the group, which own the Seara Brasil business unit; and (ii) the divestiture through sale, by the Company to JBS, of the ownership interest in 100% of the share capital of the company which owns the leather business outside Brazil (Zenda). The Agreement, which is contingent on approval being granted for the divestment by the relevant authorities of competent jurisdiction, including the Brazilian Administrative Council for Economic Defense (Conselho Administrativo de Defesa Econômica), or CADE, also contemplates transferring to JBS the full ownership interest Marfrig holds both directly and indirectly in 64.57% (sixty-four point fifty-seven percent) of the shares representing the capital stock of the public company named Excelsior Alimentos S.A.

Closure: There being no further matters to address, the meeting was adjourned for the drawing up of these Minutes, which were then read, approved and signed by all present in the minutes book. Signatures: Presiding: Chairman: Marcos Antonio Molina dos Santos; and Secretary: Heraldo Geres. Directors: Marcos Antonio Molina dos Santos, Marcia Aparecida Pascoal Marçal dos Santos, Sergio Agapito Lires Rial, Rodrigo Marçal Filho, Alain Emilie Henry Martinet, Antonio Maciel Neto, David G. McDonald, Marcelo Maia de Azevedo Correa and Carlos Geraldo Langoni.

I certify that this is a true copy of the minutes drawn up in the proper register.
São Paulo, June 9, 2013

Heraldo Geres

Secretary

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