Notice to Shareholders – Designation of member of the Board of Directors by non-controlling shareholder – 04/11/2014


Minerva S.A. (“Company“), a leader in South America in the production and sale of fresh beef, live cattle and cattle byproducts, with operations also in the beef, pork and poultry processing segments, hereby informs its shareholders and the market in general, in accordance with Official Letter CVM/SEP/N.º 01/2014, of February 6, 2014, that the Company‘s minority shareholders represented by administrator SUL AMÉRICA INVESTIMENTOS DISTRIBUIDORA DE TÍTULOS E VALORES MOBILIÁRIOS S.A., a financial institution inscribed in the corporate roll of taxpayers (CNPJ/MF) under number 32.206.435/0001-83, appointed Mr. ROBERTO RODRIGUES, Brazilian, divorced, bearer of ID card no. 2.829.820-2 SSP-SP, inscribed in the individual roll of taxpayers of the Ministry of Finance under number 012.091.598-72, resident and domiciled in the City and State of São Paulo at Alameda Ministro Rocha Azevedo, n.º 38, apto. 1.704, CEP 01.410-000, as a candidate for the election in a separate vote process for the position of member of the Company‘s Board of Directors, to be conducted in the Annual Shareholders‘ Meeting to be held on April 24, 2014, at 9:30 a.m. (“Annual Shareholders‘ Meeting“).

The candidate‘s résumé, including information required by Article 10 of CVM Instruction 481, of December 17, 2009, and the letter submitted to the Company by the minority shareholders are attached hereto as Exhibit I and II, respectively.

If any other minority shareholder wishes to appoint candidates to compose the Company‘s Board of Directors, they must submit in writing their names, qualification and bios to the Company‘s Investor Relations Department, including all information necessary related to items 12.6 to 12.10 of the reference form, as well as a copy of the clearance certificate or declaration from the appointed person stating that he/she is under conditions to sign said document and indicating any reservations, in accordance with Article 3 of CVM Instruction 367, of May 29, 2002.

Lastly, pursuant to the applicable legislation, the name and résumé of the candidates appointed by the Company‘s controlling shareholders to compose the Board of Directors are available in the management proposal to the Annual Shareholders‘ Meeting, which has been at your disposal at the Company‘s headquarters and on the websites of the Company (, BM&FBOVESPA and CVM (Brazil‘s Securities and Exchange Commission) since March 24, 2014.

The Investor Relation‘s Department is at your disposal for any clarifications.

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