EXCERPT FROM THE MINUTES OF THE BOARD OF DIRECTORS’ MEETING HELD ON MAY 20, 2015, AT 8:00 P.M.


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                   JBS S.A.
      Corporate Taxpayer's ID (CNPJ/MF):
              02.916.265/0001-60
   Company Registry (NIRE): 35.300.330.587
   Authorized Capital Publicly-Held Company

   EXCERPT FROM THE MINUTES OF THE BOARD OF
              DIRECTORS' MEETING
      HELD ON MAY 20, 2015, AT 8:00 P.M.

Date, Time and Venue: May 20, 2015,  at  8:00
p.m.,  at  the  headquarters  of  JBS   S.A.,
located  at  Avenida  Marginal   Direita   do
Tietê, 500, Bloco I, 3º andar, Vila  Jaguara,
CEP 05118-100, in the City and State  of  São
Paulo ("Company").

Call Notice and Attendance: The  call  notice
was sent via e-mail to  all  members  of  the
Board of Directors, pursuant  to  Article  18
of the Company's Bylaws. All members  of  the
Board  of  Directors  attended  the  meeting,
thereby achieving  the  necessary  quorum  to
install the  Company's  Board  of  Directors'
Meeting.

Presiding:    Joesley    Mendonça    Batista,
Chairman;  and  Luiz  Henrique  de   Carvalho
Vieira Gonçalves, Secretary.

Agenda: (i) to  approve  the  issue,  by  the
Company's subsidiaries JBS USA, LLC and  JBS
USA Finance, Inc., both  of  which  organized
under the laws of the state of  Delaware,  in
the United States of America ("Issuers"),  of
debt securities (senior notes), in the  total
amount of nine hundred million  U.S.  dollars
(US$900,000,000.00)  for  placement  on   the
international  market  to   be   offered   to
qualified institutional  investors,  resident
and  domiciled  in  the  United   States   of
America, based on the regulations  issued  by
the  Securities  and   Exchange   Commission,
specifically  Rule  144A    and,   in   other
countries,  except  in  Brazil  and  in   the
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