Call Notice of the Special Shareholders' Meeting held on August 18, 2011
The shareholders of JBS S.A. ("Company") are hereby invited to attend the Special Shareholders' Meeting to be held on August 18, 2011, at 9:30
a.m., at the Company's headquarters, located at Avenida Marginal Direita do Tietê, 500, Vila Jaguará, CEP 05118-100, in the City and State of São
Paulo, to resolve on the following agenda:
1. To examine, discuss and approve the Protocol and Justification of Merger of Cascavel Couros Ltda.("C( ascavel Couros") into the
Company, signed by the managements of the Company and Cascavel Couros on July 13, 2011 ("Protocol and Justification"), as well as the
related acts and measures;
2. To ratify the appointment and hiring of APSIS Consultoria Empresarial Ltda. to evaluate the shareholders' equity of Cascavel Couros, for the
purposes of Article 226 and 227 and Article 8 of the Brazilian Corporate Law 6404/76, and the preparation of the respective valuation report
3. To examine, discuss and approve the Valuation Report;
4. To approve the merger of Cascavel Couros into the Company;
5. To change the address of the Company's headquarters to Avenida Marginal Direita do Tietê, 500, Bloco I, 3º Andar, Vila Jaguara, CEP
05118-100, in the City and State of São Paulo; and
6. To amend the Company's Bylaws as follows: to include the change of the address of the Company's headquarters and (ii) include the
activities carried out by Cascavel Couros in the Company's corporate purposes.
The documents and information referred to in this call notice and others set forth in CVM Rule 481 of December 17, 2009 were presented to the
Brazilian Securities and Exchange Commission (CVM) via the Periodical Information System (IPE), in accordance with Article 6 of said Rule. This
documentation is available to shareholders at the Company's headquarters and on the websites of the Company's Investor Relations department
), BM&FBOVESPA S.A.
Securities, Commodities and Futures Exchange (
) and CVM
Pursuant to Article 10, Paragraph 5, of the Company's Bylaws, and in accordance with Article 126 of Brazilian Corporate Law 6404/76,
Shareholders are requested to present, at least 72 hours in advance, their identification and/or pertinent corporate acts testifying legal
representation, if applicable:
(i) proof of ownership of Company issued shares sent by the depositary institution; (ii) power of attorney with the certified signature of the
grantor (those which are drawn-up in a foreign language, must be translated into Portuguese prior to being sent to the Company, and the
translation must be registered at the Registry of Deeds); and/or (iii) for those shareholders whose shares are held in custody by the stock
exchange, the statement containing the respective shareholder interest issued by the competent body. A copy of the documentation may still be
sent through email to
, or alternatively by fax on (11) 3144-4279.
São Paulo, August 10, 2011.