MARFRIG ALIMENTOS S.A.
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Public company – authorized share capital
Taxpayer ID (CNPJ/MF) 03.853.896/0001-40
State registration (NIRE) 35.300.341.031
MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS HELD ON FEBRUARY 27, 2012
Date, Time and Place: Meeting of the board of directors of Marfrig Alimentos S.A, with registered office at Avenida
Chedid Jafet 222, Block A, 5th floor, Suite 01, district of Vila Olímpia, Postal Code (CEP) 01451-065, in the City of
São Paulo, State of São Paulo ("Company"), held via conference call on February 27, 2012, at 8 a.m. Call notice and
attendance: Call notice regularly given to all directors. Attending via conference call were Mr. Marcos Antonio
Molina dos Santos – Chairman of the Board, Messrs. Alain Emilie Henry Martinet, Antonio Maciel Neto, Carlos
Geraldo Langoni, Marcelo Maia de Azevedo Correa, Ms. Marcia Aparecida Pascoal Marçal dos Santos and Mr.
Rodrigo Marçal Filho. Presiding Officers: Marcos Antonio Molina dos Santos - Chairman; Heraldo Geres - Secretary.
Agenda: Decision about a proposal contemplating the organizational restructuring of Marfrig Alimentos S.A.
Decisions: Following a debate concerning the motion in the order of business, the members of the board of
directors approved by unanimous affirmative vote the organizational restructuring proposal, pursuant to which a new
operating unit, i.e., the Seara Foods division, is created and structural adjustments implemented within the scope of
the Group’s holding company and of Marfrig Beef, a division created pursuant to the Company’s October 2011
announcement. The purpose of creating the Seara Foods division is to ensure its deeper integration into the
Group’s organizational structure in order to better capture operating synergies within the poultry, pork and
processed food segment, which thus comprises the Seara, Moy Park and Keystone Foods units. Each of these
units will continue to operate as individual business units with their own identities, as the goal of the organizational
changes now implemented within the scope of the holding company is to concentrate focus on strategic decisions.
Accordingly, the financial information reporting process will observe the same standards by segment currently
adopted by Marfrig Alimentos S.A. Thus, going forward, the organizational structure of the Company will be as
follows: Marcos Antonio Molina dos Santos, Marfrig Group CEO and Acting CEO Seara Foods; Ricardo Florence
dos Santos, Marfrig Group Vice President for Finance and IR Officer; Célia Silvério, Marfrig Group Vice President
for Human Resources; Heraldo Geres, Marfrig Group Vice President for Legal Affairs; James Cruden, CEO Marfrig
Beef and COO Marfrig Beef; Alexandre José Mazzuco, CFO Marfrig Beef; Luís Roberto Firmino da Silva, Controller
Marfrig Beef; Andrew Murchie, CEO Beef Brazil & Exports; Martin Secco, CEO Beef Uruguay; Martin Carignani,
CEO Beef Argentina; David Alan Palfenier, CEO Seara Brazil and COO Seara Foods; José Eduardo de Oliveira
Miron, Seara Foods Vice President for Finance; Larry McWilliams, CEO Keystone Foods; Nigel Dunlop, CEO Moy
Park; Ivo José Dreher, COO Seara Brazil. This structure will not modify the legal representation and board of
executive officers as established under the bylaws, all which are unchanged from the structure adopted pursuant to
the board of directors’ meeting dated March 25, 2010. Closing: There being no further business to transact, these
minutes were drawn up in the proper register, subsequently read, found to conform, approved and signed by all
directors in attendance. São Paulo, February 27, 2012. Signatures: Presiding Officers: Marcos Antonio Molina dos
Santos, Chairman; Heraldo Geres, Secretary. Directors: Marcos Antonio Molina dos Santos, Alain Emilie Henry
Martinet, Antonio Maciel Neto, Carlos Geraldo Langoni, Marcelo Maia de Azevedo Correa, Marcia Aparecida
Pascoal Marçal dos Santos and Rodrigo Marçal Filho.
This is a true copy of the minutes drawn up in the proper register.
__________________________________
Heraldo Geres
Secretary
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