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MESSAGE FROM MANAGEMENT

Dear Shareholders,

Marfrig Global Foods S.A., in keeping with its corporate governance policies and its

commitment to transparency in its relations with investors, cordially invites you to attend the

Annual Shareholders’ Meeting set to convene on April 27, 2018, at 10:00 a.m., at our

registered office at Avenida Queiroz Filho, no 1560, Block 5 (Tower Sabiá), 3rd floor, Suite

301, Vila Hamburguesa, City and State of São Paulo, Postal Code (CEP) 05319-000, in

accordance with the Call Notice published in the newspaper Valor Econômico and in the São

Paulo state register Diário Oficial do Estado de São Paulo.

The effective participation of all shareholders in the Annual Shareholders’ Meeting is

extremely important and will give you an opportunity to discuss and vote on the matters on

the agenda so that you can make an informed decision based on the information available.

As such, with the purpose of facilitating and encouraging the participation of its shareholders

and reiterating its commitment to fostering the best practice of corporate governance, the

Corporation voluntarily adopted the remote voting system established by Instruction

481/2009 amended by 561/15 and 570/15 issued by the Securities and Exchange

Commission of Brazil (CVM), as amended. The instructions for exercising your vote using a

remote voting ballot are detailed over the course of this document.

The matters to be decided in the Meeting are described in this Guide as well as in the Call

Notice and Management Proposal. The pertinent documents are available at the registered

office of the Company, on our Investor Relations website (www.marfrig.com.br/ri) and on the

websites of the Brazilian Stock Exchange (BM&FBovespa) (www.bmfbovespa.com.br) and

of the Securities and Exchange Commission of Brazil (www.cvm.gov.br). We hope this Guide

contributes to the effective participation of all shareholders.

Cordially,

Marcos Antonio Molina dos Santos

Chairman of the Board

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TABLE OF CONTENTS

Date, Time, Place and Preliminary Clarifications ........................................................... 04

Management Proposal ...................................................................................................... 05

How to Participate in the Annual Shareholders Meeting .............................................. 12

Documents Made Available……………………………………………………………………..16

Appendix I – Proxy Appointment Form without Voting Instructions ............................ 17

Appendix II – Proxy Appointment Form with Voting Instructions ................................. 18

Appendix III – Remote Voting Intructions Form .............................................................. 20

Appendix IV – Section 10 of the Reference Form .......................................................... 24

Appendix V – Section 12.5 to 12.10 of the Reference Form ........................................... 61

Appendix VI – Section 13 of the Reference Form .......................................................... 79

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ANNUAL SHAREHOLDERS MEETING

• Date, Time and Place:

The Annual Shareholders’ Meeting was called to convene as follows:

Date: April 27, 2018

Time: 10:00 a.m.

Place: Avenida Queiroz Filho, no 1560, Block 5 (Tower Sabiá), 3rd floor, Suite 301, Vila

Hamburguesa, City and State of São Paulo, Postal Code (CEP) 05319-000.

• Call Notice:

The Call Notice for the Extraordinary Shareholders Meeting will be published as follows:

Three times, in the issues of March 28, 29 and 30, 2018 of the newspaper Valor

Econômico, and in the issues of March 28, 29 and 30, 2018 of the São Paulo state register

Diário Oficial do Estado de São Paulo.

• Preliminary Clarifications:

Consistent with Article 125 of Brazilian Corporation Law (Federal Law 6,404/76), attendance

by shareholders of record representing at least one quarter (¼) of the capital stock

outstanding constitutes valid quorum for convening the Annual Shareholders Meeting. If

quorum is not achieved, the Company will announce a new date for convening the Meeting

on second call with the attendance of any number of shareholders.

Shareholders may attend the Meeting in person or through a duly appointed proxy. To

facilitate participation, the Company is attaching two proxy appointment forms to this Guide.

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PROPOSAL OF THE MANAGEMENT OF MARFRIG GLOBAL FOODS S.A.

TO THE ANNUAL SHAREHOLDERS’ MEETING TO BE HELD ON APRIL 27, 2018.

In accordance with Brazilian Corporation Law, the Corporation is required to hold an Annual

Shareholders’ Meeting within four months of the end of the fiscal year to consider and vote

on the financial statements, the allocation of net income for the fiscal year, the aggregate

compensation of the managers and, if applicable, to elect the Directors and the Members of

the Fiscal Council.

We, the Management of Marfrig Global Foods S.A., submit for your consideration at the

Annual Shareholders’ Meeting called to convene at 10:00 a.m. on April 27, 2018, the following

Management Proposal (“Proposal”), as follows.

1. Receiving the management accounts and reviewing, discussing and voting on

the Financial Statements for the fiscal year ended December 31, 2017.

The Company’s Management Report, Financial Statements and respective Notes, which

were prepared by the Board of Executive Officers and approved by the Board of Directors in

a meeting held on March 27, 2018, accompanied by the independent auditors’ report, and

the report of the Fiscal Council and Audit Committee for the fiscal year ended December 31,

2107, the pertinent documents are available at the registered office of the Company, on our

Investor Relations website (www.marfrig.com.br/ri) and on the websites of the Brazilian Stock

Exchange (BM&FBovespa) (www.bmfbovespa.com.br) and of the Securities and Exchange

Commission of Brazil (www.cvm.gov.br). The Fiscal Council issued a report to the effect that

said financial states and respective notes present adequate conditions for being examined

by the shareholders of the Company convened in the Annual Shareholders Meeting.

The Financial Statements present the financial position and results of operations of the

Company, as well as the changes in shareholders’ equity in the fiscal year, which enable

shareholders to assess the financial situation and results of operations of the Company.

The Financial Statements are prepared in accordance with the International Financial

Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB),

where were implemented in Brazil through the Accounting Pronouncements Committee

(CPC) and its technical interpretations and guidelines and approved by the Securities and

Exchange Commission of Brazil (CVM). Such Statements comprise the Balance Sheet,

Statement of Income, Statement of Comprehensive Income, Statement of Changes in

Shareholders’ Equity, Statement of Cash Flow and Statement of Value Added. The Financial

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Statements are complemented by the respective notes, whose purpose is to support

shareholders in their analysis and understanding of such Statements.

The Financial Statements are also accompanied by the Management Report, which provides

financial information, such as the main lines of the Income Statement for the fiscal year and

non-financial, statistical and operational information, such as information related to the

employees of the Company, the activities of its subsidiaries, its social responsibility practices,

its corporate governance and the capital markets on a comprehensive basis.

The audit firm Grant Thornton Auditores Independentes has audited our financial statements

and issued a report indicating that, in their opinion, the financial statements fairly present, in

all material respects, the financial position and results of operations of the Company and its

subsidiaries.

Appendix IV to this Proposal presents Management’s Discussion and Analysis of Financial

Condition and Results of Operations required by Section 10 of the Reference Form in

accordance with Instruction 480 issued by the Securities and Exchange Commission of Brazil

(CVM) on December 7, 2009, as amended (“CVM Instruction 480”). The Financial Statements

and related notes for the year ended December 31, 2017, are available to shareholders at

our registered office and on our investor relations website (www.marfrig.com.br/ri) and on the

websites of São Paulo Stock Exchange - BM&FBOVESPA (www.bmfbovespa.com.br) and

of the CVM (www.cvm.gov.br).

Given the net loss reported for the fiscal year ended December 31, 2015, we are not

presenting a proposal for the allocation of profits, as otherwise would be required in

accordance with Appendix 9-1-II of CVM Instruction 481 of December 17, 2009, as amended

(“CVM Instruction 481”).

The following documents related to this item of the agenda are available at the Corporation’s

registered office, on its Investor Relations website (www.marfrig.com.br/ri) and on the

websites of the São Paulo Stock Exchange (BM&FBOVESPA) (www.bmfbovespa.com.br)

and of the Securities and Exchange Commission of Brazil (CVM) (www.cvm.gov.br): a)

Management Report; b) Financial Statements for the fiscal year ended December 31, 2017;

c) Independent Auditors’ Report; d) Fiscal Council Report; e) Audit Committee Report; f)

Management’s Comments on the Company’s financial situation in accordance with Item 10

of the Reference Form, as required by Instruction 480 issued by the CVM on December 7,

2009, (“CVM Instruction 480”); e) Standardized Financial Statements (DFP).

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2. Election of the members of the Fiscal Council.

The current members of the Fiscal Council of Marfrig Global Foods S.A. were elected at the

Annual Shareholders Meeting held on April 28, 2017, for a unified term expiring on the date

of the Annual Shareholders Meeting held in 2018. In accordance with Article 27 of the

Corporation’s Bylaws, the Fiscal Council functions on a permanent basis.

The members of the Fiscal Council will have a term of one year, which expires on the date of

the Annual Shareholders Meeting to be held in 2019.

According to the Brazilian Corporate Governance Institute (IBGC), a Fiscal Council is an

independent body that oversees the board of executive officers and board of directors and

that seeks, through the principles of transparency, equitable treatment and accountability, to

contribute to the organization's performance. It can serve as a legal instrument for

implementing an active policy of good corporate governance practices aimed in particular at

improving the transparency and control of a company’s internal acts.

Management proposes to the Corporation’s shareholders the following ticket of nominees to

serve as members of the Fiscal Council.

Nominees to effective members of the Fiscal Council:

Eduardo Augusto Rocha Pocetti

Mr. Eduardo Pocetti has been an effective member of the Fiscal Council of Marfrig Global

Foods S.A. since April 2014. He holds a B.S. in Accounting Sciences and an MBA from the

Getúlio Vargas Foundation (FGV). He is currently chairman of the board of the Brazilian

Institute of Independent Auditors (IBRACON) and, in February 2016, he was elected to hold

a chair on the Brazilian Academy of Accounting Sciences. He was a partner at KPMG

Auditores Independentes and has 40 years of experience at audit firms. From 2004 to 2011,

he was president of BDO Auditores Independentes, where he represented BDO Brasil at all

member firms of the international BDO network. He has vast experience in finance,

accounting, external audits, economic and financial planning and coordinating the managerial

and executive levels of various large Brazilian and multinational companies in the industrial

and financial sectors. He served as lead partner on various IPO journeys and on special

corporate finance projects for acquisitions and divestments. He also serves as member of

the Board of Directors at the public corporation Mahle Metal Leve S.A. and at Centro de

Integração Empresa Escola (CIEE).

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Carlos Roberto de Albuquerque Sá

Mr. Albuquerque Sá has been an effective member of the Fiscal Council of Marfrig Global

Foods S.A. since April 2016, having served as alternate member from 2011 to 2013. He holds

a bachelor’s degree in Accounting and Economics and a graduate degree in Finance from

Pontifical Catholic University of Rio de Janeiro (PUC-RJ). He was professor of Corporate

Risk Management and Internal Controls in the MBA program of Armando Álvares Penteado

Foundation (FAAP) until 2012, and of Corporate Risk Management in the Director programs

offered by the Brazilian Corporate Governance Institute (IBGC). Mr. Albuquerque Sá has

been a member of the Fiscal Council of J. Câmara de Goiânia since July 2011.

Marcelo Silva

Mr. Marcelo Silva served as alternate member of the Fiscal Council of Marfrig Global Foods

S.A. in 2011. He holds a bachelor’s degree in Law from Universidade Paulista (UNIP); a

technical degree in Accounting from SENAC-SP; a graduate degree in Tax Law from the

Brazilian Institute of Tax Studies (IBET); and completed various continuing learning programs

at APET, IOB, FISCOSOFT and other institutions. He holds 18 years of experience in tax

planning and coordinating teams at midsized and large companies, with a focus on analyzing

and recovering tax credits.

Nominees to alternate members of the Fiscal Council:

Ely Carlos Perez

Mr. Ely Carlos Perez received a B.S. in Accounting from Universidade São Marcos and an

MBA from the Getúlio Vargas Foundation (FGV). His career has focused on the Financial,

Accounting and Process Management areas, with the last 17 years spent as a business and

process consultant for implementing Enterprise Resource Planning (ERP) systems. During

this period, he has specialized in mapping processes, adapting processes to the system,

implementing ERP and training/accompanying post-implementation processes. He worked

for more than 10 years at Datasul S.A.

Roberto Perozzi

Mr. Perozzi holds a bachelor’s degree in Business Administration from the Business School

(ESAN) at the FEI University Center (1986) and an Executive MBA from the University of São

Paulo - USP (1993) and completed the Director Development Program (PDC) at the Dom

Cabral Foundation - FDC (2011). He has vast experience in the fields of Business

Administration, Finance and Management, having served over the last 19 years in senior

executive positions at midsized and large Brazilian and multinational companies, where he

actively participated in restructurings, acquisitions, divestments, joint ventures and mergers

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of local and foreign multinationals. He coordinated the rebuilding of the valuation bases for

the divestment of the logistics operations of the Philips Group to Swiss-based Danzas Group,

serving as the Interim Controller. Previously he served as CFO at Swatch Group do Brasil

Ltda. (1999-2000) and as CFO at Daruma Telecomunicações e Informática S.A. of Italian-

based Urmet Group (2003-2008). He served as a member on the Fiscal Council of the

publicly traded company Lupatech S.A. from 2014 to 2015.

Marcílio José da Silva

Mr. Marcílio José da Silva holds a B.S. in Accounting from the Candido Rondon School of

Economic and Accounting Sciences (FACEC). Previously, he served in various positions in

the accounting departments of meatpackers, including Quatro Marcos Ltda. (1996-2000) and

Frigorífico Tangará Ltda. (2000-2003). He is an accounting consultant and served as effective

member of the Corporation’s Fiscal Council from April 2010 to April 2014.

In connection with the Shareholders’ Agreement dated as of August 05, 2010 entered into by

and between BNDES Participações S.A. – BNDESPAR and MMS Participações Ltda., the

parent controlling company of the Corporation, considering the current BNDESPAR

shareholding, BNDESPAR is entitled to elect and maintain two members of the Company's

Board of Directors. Moreover, the nominations of Messrs. Carlos Roberto de Albuquerque

and Roberto Perozzi are contingent on formal consent being obtained from shareholder

BNDES Participações S.A

Detailed information on the nominees proposed by the Management, as required by items

12.5 to 12.10 of the Reference Form in accordance with CVM Instruction 480, are presented

in the Appendix V to the Management Proposal made available to shareholders.

3. Proposal for the Aggregate Compensation of the Directors, Officers and Fiscal

Council Members for fiscal year 2018.

The compensation proposal put forward to the Annual Shareholders Meeting is for the

Corporation to pay the directors, officers and members of the Fiscal Council an aggregate

annual amount of up to twenty-four million, six hundred eighty thousand and thirty-six reais

and fifty four (R$24,680,036.54), which includes all benefits and related payroll charges. Said

amounts are for the period from January to December 2018.

Of the proposed aggregate compensation of R$24,680,036.54, R$ 15,991,971.82 is

attributable to the Board of Executive Officers, R$7.840.732,00 is attributable to the Board of

Directors and the remaining R$847.332,72 is attributable to the Fiscal Council. See the

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following table:

Fixed compensation

The fixed compensation of the Statutory Board of Executive Officers is composed of 13

monthly salaries per year and the corresponding vacation pay and payroll charges. The

members of the Board of Directors are entitled to fixed monthly compensation and an

additional fixed monthly compensation for members participating on the advisory committees

of the Board of Directors. The compensation of the members of the Fiscal Council is

composed only of a fixed monthly portion.

Benefits

The package of benefits offered to the Statutory Board of Executive Officers includes a health

plan, life insurance, meal vouchers, fuel vouchers, the use of a corporate mobile phone and

other legal benefits. Members of the Board of Directors and Fiscal Council are entitled to life

insurance.

Short-Term Variable Compensation

Short-term variable compensation is determined based on the following performance

indicators: (i) individual performance reviews; and (ii) the following global performance

indicators of the Corporation, as described below:

Net Revenue: Corporation’s revenue net of direct taxes, cancellations and discounts.

EBITDA Margin: percentage value obtained by dividing EBITDA by the net revenue of the

Corporation.

Free Cash Flow: the Corporation’s operating cash flow, less capital expenditure and financial

expenses.

CAPEX Deviation: the percentage attainment of the amount invested by the Corporation in

property, plant and equipment, as well as intangible and biological assets in the period.

Said global performance indicators are based on the guidance announced to the market by

the Corporation through the material fact notices dated March 02, 2015.

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Long-Term Incentives

The Corporation has a Stock Option Plan approved by the Extraordinary Shareholders'

Meeting held on May 29, 2009, whose beneficiaries are executives and employees in

management positions.

Options are granted based on the Corporation’s global result indicators and individual

performance, and aim to align the interests of managers with the interests of the Corporation

and its shareholders in the long term, as well as to retain key personnel.

The options granted under the terms of the Stock Option Plan will vest over four consecutive

years, at the rate of 25% each year as of the execution of the corresponding Stock Option

Agreement and also observing the terms and conditions stipulated by the Board of Directors

and the respective Grant Agreements.

The Corporation’s stock option plan includes the possibility of granting long-term incentives

to the Board of Directors. However, no variable compensation and/or long-term incentives

were granted to the Board in fiscal year 2017 or will be granted in fiscal year 2018. All

compensation packages offered by the Corporation are aligned with the market standards for

similar functions.

Consistent with the reporting requirements of Section 13 of the Reference Form provided for

in CVM Instruction 480, the executive compensation information related to this proposal can

be found in the Appendix VI to the Management Proposal made available to shareholders.

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HOW TO PARTICIPATE IN THE ANNUAL SHAREHOLDERS’ MEETING

To participate in the Annual Shareholders’ Meeting, shareholders must deliver the following

documents preferably at least two (2) business days prior to the Meeting (i.e. no later than

6:00 p.m. on April 25, 2018) to the address Avenida Queiroz Filho, no 1560, Block 5, (Tower

Sabiá), 3rd floor, Ofice 301, Vila Hamburguesa, São Paulo / SP – CEP 05319-000, care of

the Investor Relations Department. Shareholders may attend the Meeting in person, through

a duly appointed proxy or by submitting a remote voting ballot, in accordance with CVM

Instruction 481.

For Shareholders that are Natural Persons

• Identity document with photograph;

• Updated statement issued by the transfer agent or custody agent attesting to the

ownership of shares of record.

For Shareholders that are Legal Persons

• Certified copy of the current bylaws or consolidated articles of association and the

corporate documents attesting to the capacity as legal representative (i.e. minutes of

meeting appointing the representative, as applicable);

• Identity document with photograph of the legal representative(s);

• Updated statement issued by the depositary institution or custodian attesting to the

ownership of shares of record.

Note: For investment funds: a copy of the latest consolidated fund regulations, the bylaws or

articles of association of the fund administrator, the corporate documents attesting to the

capacity to act as legal representative and an identity document with a photograph of the

legal representative(s).

For Shareholders Represented by Proxy

• In addition to the aforementioned documents, a valid and authenticated proxy

appointment, which must be granted to a representative who is either a shareholder, a

manager of the Corporation or a lawyer;

• Identity document with a photograph of the proxy.

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In accordance with Paragraph 1, Article 126 of the Brazilian Corporate Law, a shareholder

must be represented by a proxy duly appointed within a maximum of one year, who must be

a shareholder, lawyer, financial institution or manager of the Corporation.

In the case of shareholders who are legal persons, in accordance with the decision of the

Board of Commissioners of the CVM in a meeting held on November 4, 2014 (CVM Process

RJ2014/3578), the Corporation does not require the agent to be a: (i) shareholder, (ii)

attorney, (iii) financial institution or (iv) manager of the Company, and such shareholders may

be represented in accordance with their corporate documents. However, the corporate

documents must attest to the capacity as legal representative of the person appointing the

proxy.

For Foreign Shareholders

Foreign shareholders must present the same documents as Brazilian shareholders, except

that the corporate documents and proxy appointments must be notarized and consularized.

Registration

In the case of the granting of physical proxies, said documents must be delivered to the

Corporation’s headquarters before the start of the Shareholders' Meeting.

However, to facilitate shareholders’ access to the Shareholders’ Meeting, we request that

these documents be submitted as early as possible at any time after Marchl 28, 2018.

The documents must be delivered to the Investor Relations Department at the address

Avenida Queiroz Filho, no 1560, Block 5, Tower Sabiá, 3rd floor, Office 301, Vila

Hamburguesa, São Paulo/SP, CEP 05319-000.

Public Proxy Solicitation

Shareholders holding at least zero point five percent (0.5%) of the capital stock may include

a proxy solicitation, pursuant to Brazilian Corporation Law and CVM Instruction 481.

Public proxy solicitations must be accompanied by a draft of the proxy and the information

and other documents required under CVM 481, in particular its Appendix 23, and be delivered

to the Investor Relations Department at the address Avenida Queiroz Filho, no 1560, Block

5 (Tower Sabiá), 3rd floor, Office 301, Vila Hamburguesa, São Paulo / SP – CEP 05319-000.

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Pursuant to the applicable regulations, the Company shall comply with the public proxy

solicitations made by shareholders within two (2) business days as from the receipt of said

solicitation, giving it the same attention as the other documents made available by the

Corporation pertaining to this Shareholders’ Meeting. The Corporation and its management

undertake no liability for the information contained in public proxy solicitations made by

shareholders.

Participation by Submitting a Remote Voting Ballot

The Corporation voluntarily adopted the remote voting system established in Article 21-A of

CVM Instruction 481, as amended by CVM Instruction 561/2015. In 2017, in addition to CVM

Instruction 481, the Corporation also shall comply with the special procedures established by

CVM Resolution 741/2015 regarding remote voting. As such, shareholders may submit their

voting instructions on the matters of the Meeting: (i) by completing the instructions submitted

to their custody agents who provide this service, in the case of shareholders whose shares

are held at a depositary institution; or (ii) by sending the remote voting instructions form

directly to the Company, in accordance with Appendix III hereto, in the case of any

shareholder. Excluding the exception established in CVM Instruction 481, if there is any

divergence between a remote voting instructions form received directly by the Corporation

and a voting instruction contained in the consolidated voting map submitted by the depositary

institution related to the same CPF or CNPJ number, the voting instructions contained in the

voting map shall prevail, and the voting form received directly by the Corporation shall be

disregarded. During the voting period, shareholders may change their voting instructions as

many times as they deem necessary, and the last voting instruction submitted shall be the

one considered in the Corporation’s voting map. Once the voting period ends, shareholders

will no longer be able to change their previously submitted voting instructions. If a shareholder

deems it necessary to make a change, they must attend the Shareholders' Meeting bearing

the documents required above and request that the voting instructions submitted via their

voting form be disregarded.

Voting via Service Providers – Remote Voting System

Shareholders who opt to exercise their right to vote remotely via a service provider must

submit their voting instructions to the respective custodian agents, in accordance with the

rules established by the latter, which, in turn, must forward the instructions to the Depositary

Institution of the Corporation. To adopt this process, shareholders must contact their custody

agents and verify the procedures established for issuing voting instructions via a voting form,

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as well as the documents and information required for such purpose. In accordance with CVM

Instruction 481, as amended, shareholders must submit the completed voting instruction form

to their custody agents at least 7 days prior to the date of the Meeting, i.e., April 20, 2018

(inclusive), unless a different deadline is established by the custody agents. Note that, in

accordance with CVM Instruction 481, the Corporation’s Depositary Institution, upon

receiving the voting instructions from shareholders through their respective custody agents,

shall disregard any instructions different from those issued by persons with the same CPF or

CNPJ number.

Voting Forms Submitted Directly by Shareholders to the Corporation

Shareholders who opt to exercise their right to vote remotely may alternatively do so directly

at the Company by submitting the following documents to the Investor Relations Department,

at the address Avenida Queiroz Filho, no 1560, Block 5 (Tower Sabiá), 3rd floor, Office 301,

Vila Hamburguesa, São Paulo / SP – CEP 05319-000.

(i) physical copy of Appendix III to this Guide, duly completed, initialed and signed;

and

(ii) authenticated copy of the aforementioned documents, as applicable.

If they prefer, shareholders also may submit digital copies of the documents cited in items (i)

and (ii) above to the e-mail ri@marfrig.com.br, in which case they also must submit, by April

20, a copy of the voting form and an authenticated copy of the other documents required to

Avenida Queiroz Filho, no 1560, Block 5 (Tower Sabiá), 3rd floor, Office 301, Vila

Hamburguesa, São Paulo / SP - CEP 05319-000.

Once the documents cited in items (i) and (ii) above are received, the Corporation shall notify

the shareholder of their receipt and if they were accepted, in accordance with CVM Instruction

481, as amended.

If the voting form is submitted directly to the Company and is not completely filled out or not

accompanied by the supporting documents described in item (ii) above, it will be disregarded

and such information will be submitted to the shareholder via the e-mail informed in item 3 of

the voting form.

The documents referred to in items (i) and (ii) above must be lodged at the Company at least

7 days prior to the Shareholders’ Meeting, i.e., by April 20, 2018 (inclusive). Any voting forms

received by the Company after said date shall also be disregarded.

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DOCUMENTS MADE AVAILABLE

The following documents related to the matters to be discussed at the Meeting are available

at the Company’s registered office at Avenida Queiroz Filho, no 1560, Block 5 (Tower Sabiá),

3rd floor, Office 301, Vila Hamburguesa, São Paulo / SP - CEP 05319-000, on the Investor

Relations website of Marfrig Global Foods S.A. (www.marfrig.com.br/ri), and on the websites

of the São Paulo Stock Exchange (BM&FBovespa S.A.) (www.bmfbovespa.com.br) and the

Securities and Exchange Commission of Brazil (CVM) (www.cvm.gov.br):

(I) Call Notice;

(II) Management Report;

(III) Financial Statements and accompanying notes for the fiscal year ended December 31,

2017, accompanied by the independent auditors’ report and the reports of the Fiscal Council

and Audit Committee of the Corporation;

(IV) Management Proposal, which comprises: a) Proxy Form without voting instructions; b)

Proxy Form with voting instructions– Remote Voting Instruction Form; c) Practical Guide to

participate in the Annual Shareholders’ Meeting; d) Comments from Officers on the

Corporation’s financial situation; e) Information on the nominees to serve on the Fiscal

Council; f) Proposal for the aggregate compensation of Management for fiscal year 2018;

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APPENDIX I

PROXY FORM WITHOUT VOTING INSTRUCTIONS

Please find below the Proxy Form without voting instructions that you may use to appoint

a delegate to attend the meeting on your behalf.

PROXY APPOINTMENT

[SHAREHOLDER], [IDENTIFICATION INFORMATION] (“Appointor”) hereby grants full

power of substitution to [NAME], [NATIONALITY], [MARITAL STATUS], [OCCUPATION],

bearer of Identity Document (RG) number [●], Taxpayer ID (CPF/MF) number [●], resident

and domiciled in the City of [●], State of [●], at [street address], to represent the Appointor in

the capacity of shareholder of Marfrig Global Foods S.A. (“Company”) at the Company’s

Annual Shareholders’ Meeting called to convene on April 27, 2018, at 10:00 a.m., at Avenida

Queiroz Filho, no 1560, Block 5 (Tower Sabiá), 3rd floor, Office 301, Vila Hamburguesa, São

Paulo / SP – CEP 05319-000, with powers to examine, discuss and vote on behalf of the

Appointor on the matters on the agenda, in short, with powers to practice any acts required

to faithfully execute this proxy appointment.

This proxy appointment is valid for sixty (60) days as from the date hereof.

[City], [Month] [Date], [2018]

_____________________________

Appointor

(authenticated signature)

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APPENDIX II

PROXY FORM WITH VOTING INSTRUCTIONS

Please find below the Proxy Form with voting instructions that you may use to appoint a

delegate to attend the meeting on your behalf.

PROXY APPOINTMENT

[SHAREHOLDER], [IDENTIFICATION INFORMATION] (“Appointor”) hereby grants full

power of substitution to [NAME], [NATIONALITY], [MARITAL STATUS], [OCCUPATION],

bearer of Identity Document (RG) number [●], Taxpayer ID (CPF/MF) number [●], resident

and domiciled in the City of [●], State of [●], at [street address], to represent the Appointor in

the capacity of shareholder of Marfrig Global Foods S.A. (“Company”) at the Company’s

Annual Shareholders’ Meeting called to convene on April 27, 2018, at 10:00 a.m., at Avenida

Queiroz Filho, no 1560, Block 5 (Tower Sabiá), 3rd floor, Office 301, Vila Hamburguesa, São

Paulo / SP – CEP 05319-000, with powers to examine, discuss and vote on behalf of the

Appointor on the matters on the Agenda in strict conformity with the following voting

instructions.

Annual Shareholders Meeting:

1. Approval of the management accounts and examination, discussion and voting

on the Financial Statements for the fiscal year ended December 31, 2017.

For [ ] Against [ ] Abstain [ ]

2. Election of the members of the Fiscal Council.

For [ ] Against [ ] Abstain [ ]

3. Approval of the Proposal for the Aggregate Compensation of the Directors,

Officers and Fiscal Council Members for fiscal year 2018.

For [ ] Against [ ] Abstain [ ]

For the purposes of this proxy appointment, the powers granted herein are meant only for the

appointed proxies to attend the Annual Shareholders’ Meeting of the Company and to vote

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in accordance with the voting instructions herein. This instrument neither includes nor

assumes any right or obligation for any proxy to take any action other than as strictly required

for the faithful performance hereof. The delegates are hereby authorized to abstain from

considering or voting on any matter for which, at their discretion, they have not received

sufficiently specific voting instructions.

This proxy appointment is valid for sixty (60) days as from the date hereof.

[City], [Month] [Date], [2018]

_____________________________

Appointor

(authenticated signature)

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APPENDIX III

REMOTE VOTING INSTRUCTIONS FORM – ANNUAL SHAREHOLDERS’ MEETING OF

MARFRIG GLOBAL FOODS S.A. ON APRIL 27, 2018

1. Shareholder’s name

2. Shareholder’s CNPJ or CPF

3. E-mail for the Corporation to send to the shareholder confirmation of receipt of the

voting form

4. Instructions for completion

This voting form must be completed if the shareholder opts to exercise their right to vote

remotely, in accordance with CVM Instruction 481, as amended.

In this case, the above fields must be completed with the shareholder’s full name (or

corporate name) and corporate taxpayer ID (CNPJ) or individual taxpayer ID (CPF), as well

as an e-mail address for contact.

For this voting form to be considered valid and for the voting instructions to be tallied towards

the quorum of the Shareholders’ Meeting:

- all of the following fields must be duly completed;

- all pages must be initialed;

- at the end, the shareholder or their representative(s), as applicable and in

accordance with the law, must sign the voting form; and

- authentication or consularization of the voting form is not required.

5. Instructions for submitting the voting form

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Shareholders that opt to exercise their right to vote remotely may: (i) complete and submit

this voting form directly to the Corporation, or (ii) transmit the instructions for its completion

to the authorized service providers, as per the following instructions:

5.1 Voting via a service provider – Remote voting system

Shareholders who opt to exercise their right to vote remotely via a service provider must

submit their voting instructions to the respective custodian agents, in accordance with the

rules established by the latter, which, in turn, must forward the instructions to the Depositary

Institution of the Corporation To adopt this process, shareholders must contact their custody

agents and verify the procedures established for issuing voting instructions via a voting form,

as well as the documents and information required for such purpose.

In accordance with CVM Instruction 481, as amended, shareholders must submit the

completed voting instruction form to their custody agents at least 7 days prior to the date of

the Meeting, i.e., April 20, 2018 (inclusive), unless a different deadline is established by the

custody agents.

Note that, in accordance with CVM Instruction 481, the Corporation’s Depositary Institution,

upon receiving the voting instructions from shareholders through their respective custody

agents, shall disregard any instructions different from those issued by persons with the same

CPF or CNPJ number.

5.2. Voting form submitted directly by the shareholder to the Corporation

Shareholders who opt to exercise their right to vote remotely may alternatively do so directly

at the Company by submitting the following documents to the Investor Relations Department,

at the address Avenida Queiroz Filho, no 1560, Block 5 (Tower Sabiá), 3rd floor, Office 301,

Vila Hamburguesa, São Paulo / SP – CEP 05319-000.

(iii) physical copy of this ballot, duly completed, initialed and signed; and

(iv) authenticated copy of the following documents:

(a) for natural persons:

• identity document with a photograph of the shareholder;

(b) for legal persons:

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• the latest consolidated bylaws or articles of organization, which must attest to the

representation powers of the shareholder; and

• an identity document with a photograph of the legal representative.

(c) for investment funds:

• the latest consolidated regulations of the fund;

• the bylaws or articles of organization of the fund administrator or manager, as

applicable, in compliance with the fund’s voting policy and corporate documents

attesting to the powers of representation; and

• an identity document with a photograph of the legal representative.

If they prefer, shareholders also may submit digital copies of the voting form and of the

documents cited to the e-mail ri@marfrig.com.br, in which case they also must submit the

original copy of the voting form and an authenticated copy of the other documents required

by April 20, 2018, to Avenida Queiroz Filho, no 1560, Block 5 (Tower Sabiá), 3rd floor, Office

301, Vila Hamburguesa, São Paulo / SP - CEP 05319-000.

The Company does not require a legal translation of documents originally drawn up in

Portuguese, English or Spanish, or that are accompanied by a translation into such

languages. The following identity documents shall be accepted, provided they include a

photo: RG, RNE, CNH, Passport or officially recognized professional cards.

Once the voting form and required documents are received, the Corporation shall notify the

shareholder of their receipt and if they were accepted, in accordance with CVM Instruction

481, as amended.

If this voting form is submitted directly to the Company and is not completely filled out or not

accompanied by the supporting documents described in item (ii) above, it will be disregarded

and the shareholder will be notified of such via the e-mail informed in item 3 above.

The voting form and supporting documents must be lodged at the Company at least 4 days

prior to the Shareholders’ Meeting, i.e., by April 20, 2018 (inclusive). Any voting forms

received by the Company after said date shall also be disregarded.

Decisions / Matters related to the Annual Shareholders’ Meeting

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1. Approval of the management accounts and examination, discussion and voting

on the Financial Statements for the fiscal year ended December 31, 2017.

For [ ] Against [ ] Abstain [ ]

2. Election of the members of the Fiscal Council;

For [ ] Against [ ] Abstain [ ]

3. Approval of the Proposal for the Aggregate Compensation of the Directors,

Officers and Fiscal Council Members for fiscal year 2018.

For [ ] Against [ ] Abstain [ ]

[City], [date] __

________________________________________

Shareholders’ Name

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APPENDIX IV

OFFICER’S COMMENTS ON MARFRIG’S GLOBAL FOODS S.A.

FINANCIAL PERFORMANCE

Section 10 of the Reference Form

10.1 General financial and equity conditions

(a) Comments of Executive Officers on the general financial and equity conditions

According to Marfrig’s officers, the evolution in the Company’s main financial indicators reflects the commitment

to optimize its capital structure and the efforts to improve operating performance. The information on its

consolidated financial performance and position are for the fiscal years ended December 31, 2016, 2015 and

2014.

In 2016, due to the conclusion of the divestment of certain units in Argentina, the 2015 financial statements

were restated, with the operations recorded for comparison purposes.

However, for analyzing the data for 2015 and 2014, due to the divestment of Moy Park and the decision to

divest: (i) the beef jerky assets of Marfood in the United States, (ii) the assets in Argentina, and (iii) the company

MFG Agropecuária, the Executive Board believes the best analysis is to consider the financial statements for

2015, i.e. comparative data for 2015 and 2014 include the previously mentioned operations, which were

discontinued.

The following table presents the evolution in Marfrig’s key financial indicators:

2016 2015 2014

Net Debt / LTM EBITDA 3.73x 2.26x 4.98x

Current Liquidity 1.78x 1.82x 1.79x

Average Debt Term (in months) 47 50 49

Long-Term Debt (%) 87.0% 83.4% 85.0%

Debt in R$ (%) 6.0% 6.7% 8.4%

Debt in Other Currencies (%) 94.0% 93.3% 91.6%

The Company closed the fiscal year ended December 31, 2016 with consolidated gross debt of R$ 11.2 billion,

compared to R$12.1 billion on December 31, 2015 and R$11.1 billion on December 31, 2014.

This debt does not include the Private Instrument of Indenture of the 5th Issue of Convertible Debentures of the

Company (which replaced the 2nd issue), as amended (“Mandatory Convertible Deed”), since, unlike other items

in the Company’s liabilities, the Mandatory Convertible Deed cannot be settled through cash and equivalents,

but only through common shares issued by the Company.

At the end of 2016, of the total gross debt, which comprises loans and interest on convertible and non-

convertible debentures, only 13.0% represented maturities in the short term and 87.0% in the long term. In line

with the goal to lengthen the maturity profile and reduce the cost of its debt, the Company issued US$1 billion

in 2023 senior notes (bonds) in the year, whose proceeds were allocated primarily to repaying shorter-dated,

higher-cost bonds.

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Of the total debt, 6.0% is denominated in Brazilian real and 94.0% in other currencies, while 21% of the Group’s

revenues are generated in Brazilian real and 79% in foreign currencies. The weighted average cost of

consolidated debt was 7.3% p.a. The leverage ratio (net debt / LTM EBITDA) was 3.73, while the current

liquidity ratio was 1.78, considering the balance of cash and equivalents at December 31, 2016, of R$5.3

billion.

For the purpose of bank financing and market funding operations, the calculation of the leverage ratio, given

the clauses that exclude impacts from exchange variation, stood at 2.40 at December 31, 2016.

On December 31, 2015, the breakdown of gross debt (loans and interest on convertible and non-convertible

debentures) by currency was 6.7% in Brazilian real and 93.3% in other currencies. The weighted average cost

of our consolidated debt was 7.9% p.a. The leverage ratio (net debt/LTM EBITDA) stood at 2.26x, while the

current liquidity ratio stood at 1.82x, considering cash and cash equivalents at December 31, 2015 of R$5.0

billion. For the purpose of bank and market financing operations, the calculation of the leverage ratio, given the

clauses that exclude impacts from exchange variation, was 0.54 times at December 31, 2015.

On December 31, 2014, the breakdown of gross debt (loans and interest on convertible and non-convertible

debentures) by currency was 8.4% in Brazilian real and 91.6% in other currencies. The weighted average cost

of the Company’s consolidated debt at December 31, 2014 was 7.7% p.a. The leverage ratio (net debt / LTM

EBITDA) was 4.98 times, while the current liquidity ratio was 1.79 times, considering the balance of cash and

equivalents at December 31, 2014 of R$2.7 billion.

The Executive Officers inform that the Company does not contract leveraged operations involving derivatives

or similar instruments that do not have the objective of providing minimum protection against its exposure to

other currencies, and maintains a conservative policy of not contracting operations that could compromise its

financial position.

(b) Comments of the Executive Officers on the capital structure

Below is the capital structure of the Company in the periods indicated. In the opinion of the Executive Officers,

the capital structure of the Company currently represents an adequate balance between equity and debt:

• On December 31, 2016, the capital structure of the Company consisted of 5.4% equity and 94.6% debt.

• On December 31, 2015, the capital structure of the Company consisted of 4.1% equity and 95.9% debt.

• On December 31, 2014, the capital structure of the Company consisted of 10.3% equity and 89.7%

debt.

The Executive Officers also inform that the Company has not issued any redeemable shares.

The capital structure was kept in line in 2016 and 2015, with small capital increase of 553.349 new shares,

representative of R$ 1.449.038, in face to the valid stock option program (“Stock Option”), as described in Note

27 of the December 31, 2016 Financial Report.

(c) Comments of the Executive Officers on the payment capacity regarding financial commitments

assumed

The Executive Officers believe that the Company’s capacity to pay its financial commitments is considered

comfortable, considering its level of cash and equivalents, debt profile, and expectation of future cash flow

generation.

At the end of 2016, of the total debt, only 13.0% matured in the short term, while 87.0% matured in the long

term. The cash position of R$5.3 million corresponds to a short-term liquidity ratio (Cash and Equivalents /

Short-Term Debt) of 3.63. Furthermore, the Officers inform that the Company is seeking to optimize its debt

maturity profile to prevent the concentration of payments in any given period.

Of the total gross debt at the end of 2015, only 16.6% matures in the short term, while 83.4% matures in the

long term. The cash position of R$5.0 billion corresponded to a short-term liquidity ratio (Cash and Equivalents

/ Short-Term Debt) of 2.49x.

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Of the total gross debt at the end of 2014, only 15.0% matured in the short term and 85.0% in the long term.

The cash position of R$2.7 billion corresponded to a short-term liquidity ratio (Cash and Equivalents / Short-

Term Debt) of 1.60x.

(d) Comments of the Executive Officers on sources of working capital and capital expenditure financing

The Executive Officers believe that in the last three fiscal years, the Company’s main sources of cash were: (i)

cash flow generated by our operating activities; (ii) short and long term bank debt; (iii) asset divestment; and

(iv) issuances of debt (bonds and debentures).

These financing sources are used by the Company mostly to cover costs, expenses and investments related

to: (i) operating its business, (ii) capital disbursements including investment in new plants, expansions and/or

modernizations of existing plants and (iii) reducing debt (deleveraging) and the corresponding interest rates.

The Executive Officers believe that these sources of financing are appropriate to the debt profile of the

Company, meeting the working capital and capex needs, while always preserving the long-term profile of

financial debt and, consequently, the payment capacity of the Company.

(e) Comments of the Executive Officers on sources of working capital and capital expenditure financing

that the Company plans to use to cover liquidity deficiencies

In the opinion of the Officers, the Company’s current levels of cash and equivalents and operating cash

generation reduce the need to take out new loans in the short term. However, the Officers inform that Marfrig

could carry out funding operations at more competitive costs and lengthen its debt maturity profile, in keeping

with the process to improve its capital structure and debt profile. As a result, the Company has been carrying

out operations to repurchase a portion of its debt or exchange it for new longer-term operations in the capital

markets or with financial institutions.

As mentioned in the previous item, the Executive Officers are of the opinion that the capital market is also an

important source of funding for future growth of the Company, either organically or through acquisitions.

In the next item 10.1(f) of this Reference Form, we describe the main financing lines taken out by the Company

and the characteristics of each.

(f) Comments of the Executive Officers on debt levels and characteristics of such debts, indicating:

i. Relevant loan and financing contracts;

The following table shows the consolidated debt as of December 31, 2016, 2015 and 2014, described by type,

with the respective weighted average rates and terms:

Credit Line Charges

Weighted

average

interest

rate

Weighted

average

maturity

Balance on December 31,

2016 2016 2016 2015 2014

(% p.a.) (p.a.) (years) (R$ ‘000) (R$ ‘000) (R$ ‘000)

Local Currency

FINAME / FINEP TJLP + Fixed Rate 4.01% 3.17 18,836 26,641 38,577

NCE / Working Capital /

CDCA’S Fixed Rate + %CDI 16.63% 1.31 388,348 547,965 695,781

Interest on debentures IPCA + CDI 256,563 236,807 190,582

Total Local Currency 16.04% 663,747 811,413 924,940

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Foreign Currency

Prepayment (US$) / NCE /

ACC (US$)

Libor + Fixed Rate

+ E.V. 6.38% 0.65 695,011 385,341 909,981

Bonds(US$) Fixed Rate + E.V. 8.10% 4.21 7,725,506 8,845,300 7,749,702

Bank Loan (US$) Fixed Rate + E.V. 2.90% 4.68 1,629,040 1,400,299 871,760

Revolving Credit Line Libor + 2.75 1.87% 3.22 411,331 605,515 556,781

PAE (US$) Fixed Rate + E.V. 2.14% 0.39 25,766 58,360 26,160

Negotiable Liabilities Fixed Rate - - - 15,879 21,601

Total Foreign Currency 6.92%

10,486,65

4 11,310,694 10,135,985

Total Debt 7.26%

11,150,40

1 12,122,107 11,060,925

Current Liabilities 1,454,602 2,009,218 1,660,819

Noncurrent Liabilities 9,695,799 10,112,889 9,400,106

Among the loans and financing shown above, the table below shows the individual contracts of the senior notes

in the consolidated balance sheet whose balance due as on December 31, 2016, exceeded R$ 100.0 million.

Counterparty Type of Contract Principal

Date of

Contract Annual Cost Balance

(million)

(R$

million)

Senior Notes Senior Notes US$850.0 6/24/2014 6.9% 2,004.2

Senior Notes Senior Notes US$400.0 9/20/2013 11.3% 87.1

Senior Notes Senior Notes US$750.0 5/9/2011 8.4% 932.1

Senior Notes Senior Notes US$1,000.0 6/8/2016 8.0% 3,165.4

Senior Notes Senior Notes US$775.0 5/4/2010 9.5% 1,602.2

As officers of the Company, we believe the most relevant loan and financing operations were the following:

These are long-term funding operations denominated in foreign currencies involving the issue of debt

securities abroad (Bonds) exclusively to qualified institutional investors (Rule 144A/Reg S), not registered

at the Securities and Exchange Commission of Brazil (CVM), in accordance with the Securities Act of

1933, as amended.

The Company, through its subsidiaries, has conducted eight funding operations of this nature since 2006,

as detailed below:

• The first bond operation was concluded in November 2006, upon the issue by Marfrig Overseas Ltd.,

a wholly-owned subsidiary of the Company, of US$375 million in Senior Notes, with a 9.625% p.a.

coupon, semi-annual interest payment beginning in May 2007 and maturity of principal in 10 years

(November 2016), which were assigned foreign currency risk ratings of B1 by Moody’s and B+ by

Standard & Poor’s and Fitch. The proceeds from the issue were used for the acquisition by the

Company of business units in Argentina and Uruguay.

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In March 2010, Senior Note holders approved the amendment of certain clauses included in the

Indenture that governs this issue, including the change in and/or omission of restrictions applicable

to the guarantees provided by the Company and its subsidiaries. Said amendment did not comprise

any change in the financial conditions of this debt, which maintained the same maturity term and

interest rate originally established (this addendum, jointly with the indenture, the “First Issue”). The

First Issue is guaranteed by Marfrig Global Foods S.A. and Marfrig Holdings (Europe) BV.

In September 2013, based on the conclusion of the fifth operation, the Company repurchased Bonds

in the approximate amount of US$191 million, corresponding to 50.97% of the outstanding Senior

Notes of the First Issue. As a result of the tender offer, the First Issue was amended through a

complementary indenture that sets forth, among other things, the elimination of virtually all the

restrictive covenants of the Indenture;

In May 2016, based on the conclusion of the eighth operation, the Company repurchased the principal amount

of approximately US$43.4 million, or 23.58% of remaining outstanding Notes of the First Issue.

In November 2016, the Company fully settled the principal of the outstanding Senior Notes from the First Issue,

in the aggregate amount of US$140.5 million, plus the respective interest of US$6.7 million, representing an

aggregate amount of US$147.2 million.

• The second operation was conducted in April 2010, upon the issue by Marfrig Overseas Ltd. of

US$500 million in Senior Notes, with a coupon of 9.50% p.a., semiannual interest payments

beginning in November 2010 and maturity of principal in 10 years (November 2020), which were

assigned foreign currency risk ratings of B1 by Moody’s and B+ by Standard & Poor’s and Fitch.

This operation also was guaranteed by Marfrig Global Foods S.A. and Marfrig Holdings (Europe)

B.V. and its proceeds were used to lengthen the debt profile of the Company (“Second Issue”). In

March 2014, the Company concluded the re-tap of its Senior Notes linked to the Second Issue in

the aggregate amount of US$275 million (“Additional Notes”). The Additional Notes were

consolidated into a single series with the Senior Notes of the Second Issue, with coupon of 9.50%

p.a. (yield of 9.43% p.a. for the issue). The additional notes were assigned foreign currency risk

ratings of B2 by Moody’s and B by Standard & Poor’s and Fitch. The issue of Additional Notes issue

is guaranteed by Marfrig Global Foods. S.A. and its subsidiary Marfrig Holdings (Europe) B.V. On

October 28, 2015, Marfrig Global Foods S.A. announced the conclusion of a cash tender offer for

the Senior Notes issued by Marfrig Overseas Ltd., with the principal amount of US$94.5 million of

the 2020 Senior Notes, or approximately 12.20% of the notes outstanding, duly offered under the

terms of the Joint Tender Offer. The holders of the 2020 Senior Notes tendered received US$980.00

for each US$1,000.00 in principal of the notes, which includes the prepayment of US$30.00 plus any

accrued and unpaid interest through the settlement date;

In April 2016, the Company announced the repurchase and cancellation of notes in the aggregate

amount of US$10.7 million through purchases made in the market between October 2015 and

February 2016.

In May 2016, based on the conclusion of the eighth operation, the Company repurchased the

principal amount of approximately US$185.0 million, or 27.62% of the remaining outstanding Notes

of the Second Issue.

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• The third operation was concluded in May 2011 and comprised the issue by Marfrig Holdings

(Europe) B.V. of US$750 million in Senior Notes, with a coupon of 8.375% p.a., semiannual interest

payment beginning in November 2011 and maturity of principal in 7 years (May 2018), which were

assigned foreign currency risk ratings of B1 by Moody’s and B+ by Standard & Poor’s and Fitch. The

operation was guaranteed by Marfrig Global Foods S.A. and Marfrig Overseas Limited and the

proceeds were used to lengthen the debt profile of the Company and to strengthen its working capital

(“Third Issue”). On October 28, 2015, Marfrig Global Foods S.A. announced the conclusion of a cash

tender offer for the Senior Notes issued by Marfrig Holdings (Europe) B.V, with the principal amount

of US$150.8 million of the 2018 Senior Notes, or approximately 20.81% of the notes outstanding,

duly offered under the terms of the Joint Tender Offer. The holders of the Senior Notes tendered

received US$937.50 for each US$1,000.00 in principal of the notes, which includes the prepayment

of US$30.00 plus any accrued and unpaid interest through the settlement date;

In April 2016, the Company announced the repurchase and cancellation of notes in the aggregate

amount of US$6.9 million through purchases made in the market between October 2015 and

February 2016.

In May 2016, based on the conclusion of the eighth operation, the Company repurchased the

principal amount of approximately US$285.2 million, or 50.29% of the remaining outstanding Notes

of the Third Issue.

The fourth operation was concluded in January 2013 and comprised the issue by Marfrig Holdings

(Europe) B.V. of US$600 million in Senior Notes, with a coupon of 9.875% p.a., semiannual interest

payments beginning in July 2013 and maturity of the principal in 4.5 years (July 2017), which were

assigned foreign currency risk ratings of B2 by Moody’s and B+ by Standard & Poor’s and Fitch.

This operation was guaranteed by Marfrig Global Foods S.A. and Marfrig Overseas Ltd. and the

proceeds were used to lengthen the debt profile of the Company and to strengthen its working capital

(“Fourth Issue”); In connection with the Additional Notes of the Second operation, the Company

carried out a tender offer to acquire the Bonds of the Fourth Issue maturing in 2017 and the Fifth

Issue maturing in 2021. Based on the conclusion of this offering, the Company repurchased Bonds

in the approximate amount of US$72.8 million, or 12.14% of the outstanding Notes of the Fourth

Issue.

Based on the conclusion of the seventh operation, the Company repurchased the principal in the approximate

amount of US$371.8 million, or 70.54% of the outstanding Notes of the Fourth Issue. Due to the results of the

early repurchase, the Fourth Issue was amended through an additional indenture, providing, among other

things, the elimination of practically all covenants from the Indentures;

In April 2016, the Company announced the repurchase and cancellation of notes in the aggregate amount of

US$2.1 million through purchases made in the market between October 2015 and February 2016.

In May 2016, based on the conclusion of the eighth operation, the Company repurchased the

principal amount of approximately US$57.5 million, or 37.58% of the remaining outstanding Notes

of the Fourth Issue.

In July 2016, the Company announced the full redemption of the remaining outstanding Senior Notes

arising from the Fourth Issue, in the aggregate outstanding amount of US$95.6 million. In August

2016, after the effective payments, the Notes were duly canceled by the Bank of New York Mellon

(“Trustee”).

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• The fifth operation was concluded in September 2013 and comprised the issue by Marfrig Holdings

(Europe) B.V. of US$400 million in Senior Notes, with a coupon of 11.25% p.a., semiannual interest

payments beginning in March 2014 and maturity of the principal in 8 years (September 2021), which

were assigned foreign currency risk ratings of B2 by Moody’s and B by Standard & Poor’s and Fitch.

This operation was guaranteed by Marfrig Global Foods S.A. and Marfrig Overseas and the

proceeds were used to lengthen the debt profile of the Company and to strengthen its working capital

(“Fifth Issue”). Also in connection with the Fifth Issue, the Company carried out a consent solicitation

and tender offer to acquire the Bonds of the First Issue, which mature in 2016;

In March 2014, in connection with the Additional Notes of the Second operation, the Company

carried out a tender offer to acquire the Bonds of the Fifth Issue, maturing in 2021. Based on the

conclusion of this offering, the Company repurchased Bonds in the approximate amount of US$57.1

million or 14.28% of the outstanding Bonds of the Fifth Issue;

In June 2014, in connection with the Seventh Issue, the Company carried out a tender offer together

with a consent solicitation, for 2021 Bonds of the Fifth Issue. Based on the conclusion of these offers,

the Company repurchased a total principal amount of about (i) US$291.5 million, or 85.03% of the

outstanding Notes of the Fifth Issue. As a result of the early tender offer, the Fifth Issue was amended

through a complementary indenture that set forth, among other things, the elimination of virtually all

the covenants in the Indenture.

On September 29, 2015, Marfrig Holdings (Europe) B.V. announced the cash tender offer for Senior

Notes from the Fifth Issue, in the aggregate principal of US$51.3 million ("Offer I").

On October 28, 2015, Marfrig Global Foods S.A. announced the conclusion of a cash tender offer

for the Senior Notes issued by Marfrig Holdings (Europe) B.V, with the principal amount of US$22.2

million of the 2021 Senior Notes, or approximately 43.30% of the notes outstanding, duly offered

under the terms of the Joint Tender Offer. The holders of the 2021 Senior Notes tendered received

US$970.00 for each US$1,000.00 in principal of the notes, which includes the prepayment of

US$30.00 plus any accrued and unpaid interest through the settlement date;

In April 2016, the Company announced the repurchase and cancellation of notes in the aggregate

amount of US$1.3 million through purchases made in the market between October 2015 and

February 2016.

• The sixth operation was carried out on September 28, 2015, due to the settlement of the transaction

governed by the Agreement for the Purchase and Sale of Ownership Interest and Other Covenants dated June

19, 2015, which formalized, among other things, the sale by the Company to JBS S.A. of certain rights and

ownership interest in companies in its group that owned the Moy Park business unit, the Sixth Issue,

together with Additional Notes linked thereto, are no longer recorded on the Company's consolidated

balance sheet;

• The seventh operation was carried out in June 2014 and comprised the issue by Marfrig Holdings

(Europe) B.V. of US$850 million in Senior Notes, with a coupon of 6.875% p.a., semiannual interest

payments starting in December 2014 and maturity of the principal in 5 years (June 2019), which

were assigned foreign currency risk ratings of B2 by Moody’s and B by Standard & Poor’s. This

operation was guaranteed by Marfrig Global Foods S.A. and Marfrig Overseas Ltd., with the

proceeds used to reduce the cost and lengthen the profile of debt (“Seventh Issue”).

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On September 29, 2015, Marfrig Holdings (Europe) B.V. and Marfrig Overseas Limited also

announced the cash tender offer for Senior Notes from the Seventh Issue ("Offer II") and the Third

Issue (“Offer III”), both issued by Marfrig Holdings (Europe) B.V.; and by Marfrig Overseas, for the

Second Issue (“Offer IV”), Offer II, Offer III and Offer IV in the total amount of up to US$500 million,

with the possibility of increasing the offer by up to US$150 million. Offer I, Offer II, Offer III and Offer

IV, jointly referred to as “Offers;”

On October 28, 2015, the Company notified the market of the settlement of the Cash Tender Offers

for Senior Notes, and total principal amount of R$406.5 million was accepted for acquisition and paid

under the terms of the Tender Offers of September 29, 2015 and October 14, 2015. Of this amount,

the Company settled US$138.9 million maturing 2019, issued by the subsidiary Marfrig Holdings

(Europe) B.V.

In April 2016, the Company announced the repurchase and cancellation of notes in the aggregate

amount of US$50.7 million through purchases made in the market between October 2015 and

February 2016.

• The eighth operation was concluded in May 2016 and comprised the issue by Marfrig Holdings

(Europe) B.V. of US$750 million in Senior Notes, with a coupon of 8.00% p.a. and yield of 8.25%

p.a., semiannual interest payments beginning in December 2016 and maturity of the principal in 7

years (June 2023), which were assigned foreign currency risk ratings of B2 by Moody’s and B+ by

Standard & Poor’s and Fitch. This operation was guaranteed by Marfrig Global Foods S.A. and

Marfrig Overseas and the proceeds were used to reduce costs and lengthen the debt profile of the

Company (“Eighth Issue”).

• On June 29, 2016, Marfrig Global Foods S.A. announced an additional issue of Senior Notes in

connection with the Eighth Issue, in the aggregate amount of US$250 million. The Additional Notes

due on June 8, 2023 were issued with yield of 7.625% p.a. and were assigned foreign-currency

credit-risk ratings of “B2” by Moody’s and “B+” by Standard & Poor's (S&P) and Fitch, both with a

positive outlook. The transaction carried out in late June was settled in July 2016.

Maturity schedule of debt in any currencies (consolidated)

Balance (R$ thousands) Consolidated

31/12/2016 31/12/2015 31/12/2014

2015

1,660,819

2016

2,009,219 714,354

2017 1,454,602 1,011,436 659,247

2018 1,221,747 2,330,304 2,526,727

2019 2,131,263 2,591,132 2,014,335

2020 1,906,145 3,215,980 2,552,990

2021 84,608 104,330 932,453

2022 1,205,773 858,817

2023 3,146,263 890

2024 - -

Total Current and non Current 11,150,401 12,122,108 11,060,925

32/126

Mandatory Deed Convertibles into Shares

According to the “Indenture for the Second Issue of Debentures Convertible into Shares of (Mandatory Deed)

Marfrig Global Foods S.A.”, the Company issued two hundred and fifty thousand (250,000) debentures, mainly

convertible into shares, with unit par value of R$10, amounting to R$2,500,000. The Mandatory Deed was

issued on July 15, 2010 through private subscription, with maturity within 60 months, annually restated at the

interest rate at 100% of the accumulated variation of average interbank deposit rates of a day, plus spread of

one per cent (1%). Remuneration of the Mandatory Deed is recognized as current liabilities and collateralized

by a bank guarantee provided by Banco Itaú BBA S/A. The total amount of the two hundred and fifty thousand

(250,000) debentures was subscribed to, and the main debenture holder is BNDES Participações S.A.

As defined in said Indenture and except for the cases of voluntary conversion, the conversion price will be lower

than the following items: (i) R$21.50, plus the percentage of interest paid to debenture holders over the par

value of the issues, less earnings distributed to each share, both restated at CDI as from the actual payment,

in the case of interest on debentures, or the date of debentures less earnings, in the case of earnings, until the

conversion date; and (ii) the higher between the market price and R$24.50, the latter without adjustment for

earnings in cash or monetary restatement.

The Company, based on the essence of the operation (equity) and on the characteristics thereof, initially

recorded the Mandatory Deed (principal) as Capital Reserve, under Shareholders' Equity. However, the

Securities and Exchange Commission of Brazil (CVM), through Official Letter CVM/SEP/GEA-5/no. 329/2012

dated October 10, 2012, stated its opinion of this instrument and ordered: (i) the accounting reclassification of

the Mandatory Deed; and (ii) the re-filing of the 2011 financial statements with comparisons to the 2010 financial

instatements.

The Company abided by the order of the CVM, proceeding with the full reclassification of the Mandatory Deed

to the specific accounting line non-current liabilities. The previous method of accounting was based on

accounting and legal opinions issued specifically regarding this matter.

Said reclassification did not affect any terms and conditions of the Mandatory Deed and there is no effect on

the current financial indebtedness of the Company, on the servicing of its debt or on its financial covenants,

since, unlike others items under the liabilities of the Company, the Mandatory Deed may not be liquidated into

cash or cash equivalents, but only into common shares issued by the Company.

The Company spent R$12,328 to issue the Mandatory Deed, which was initially recorded as a valuation

allowance to the Capital Reserve account. The surety was renewed annually bringing the expenses with the

issue of the Mandatory Deed to R$41,180 on June 30, 2014. These expenses were 7also reclassified under

non-current liabilities, as a deduction from the account “Mandatory Deed Convertible into Shares.” As

determined by the Company, the value started to be amortized on a monthly basis.

Because of the paying in of such debentures made by BNDES Participações S/A, MMS Participações Ltda. and

BNDES Participações S.A. have entered into a Shareholders' Agreement with the purpose of regulating the

relationship between the parties as shareholders of Marfrig Global Foods S.A.

On February 5, 2013 the Company conducted a capital increase, within the authorized limit due to the

conversion of thirty-five thousand (35,000) debentures from the 2nd Issue of Convertible Debentures of the

Company that were held by BNDES Participações S.A. – BNDESPAR into forty-three million, seven hundred

and fifty thousand (43,750,000) common shares issued by the Company, in accordance with Item III.16.11 of

the “Private Deed of the 2nd Issue of Debentures Convertible Into Shares of Marfrig Global Foods S.A.” that

was entered into by the Company and Planner Trustee DTVM Ltda. on July 22, 2010, and as per the Material

Fact published on October 24, 2012.

33/126

The Shares resulting from the conversion have the same characteristics and conditions and enjoy all of the

same rights and advantages ascribed by law and by the bylaws that are attributed to the existing common

shares issued by the Company.

As a result of the abovementioned conversion of debentures, there was a material increase in the ownership

interest held by the shareholder BNDESPAR, which now holds common shares representing 19.63% of the

Share Capital of the Company.

On January 6, 2014, the Board of Directors of the Company approved the submission to the Meeting of

Shareholders of the proposal for Fifth (5th) Issue of Unsecured Convertible Debentures in a Single Series in the

aggregate amount of R$2,150,000 (5th Issue of Convertible Debentures of the Company).

On January 22, 2014, the shareholders of the Company, assembled in an Extraordinary Shareholders' Meeting,

approved said Firth Issue of Convertible Debentures of the Company in the aggregate amount of R$2,150,000,

in a single series, upon the issue of 215,000 thousand debentures at the unit face value of R$10, restated by

an interest rate corresponding to 100% of the cumulative variation in the average overnight rate for one day,

plus a spread of one percent (1%). The interest will be paid annually on the following dates: January 25, 2015,

January 25, 2016; with the last payment date coinciding with the maturity date, on January 25, 2017. The Fifth

Issue had the objective, within the limits of its indenture, of fully redeeming the debentures of the Second Issue

of Convertible Debentures of the Company.

Likewise, the debentures of the Fifth Issue of Convertible Debentures of the Company are mandatorily

convertible into shares of the Company on the Maturity Date, with the conversion price corresponding to the

lowest of the following amounts: (i) R$21.50, restated annually by an interest rate corresponding to the overnight

rate plus one percent (CDI+1%), less any and all payments received by shareholders (dividends or interest on

equity); or (ii) the highest between the market price, as defined in the indenture as the weighted average market

price of MRFG3 stock quoted in the spot market of the BM&FBovespa in the sixty (60) trading sessions

immediately prior to the conversion date, and R$21.50 (without adjustment for cash dividends or monetary

restatement).

On March 17, 2014, the Company released a Notice to the Market addressing the conclusion of the process of

issue and subscription of its 5th Issue of Convertible Debentures, in which 214,955 Debentures were subscribed

to, with unit face value of R$10, as per the information received from the agent bank Itaú Unibanco S.A., and

45 unsubscribed debentures were canceled by the Company.

On March 28, 2014, the Company published a Notice to the Market informing that, as decided in the Meeting of Debenture

Holders of the Second Issue of Convertible Debentures of the Company, held on January 22, 2014, of a total of 215,000

debentures of the Second Issue: a) 214,900 were used by the respective debenture holders to pay up the debentures of the

Fifth Issue of Convertible Debentures of the Company; and b) 100 outstanding debentures were fully redeemed, on the

date hereof, which resulted in the cancelation of all 215,000 debentures of the Second Issue of Convertible

Debentures of the Company and the consequent conclusion of said Second Issue of Debentures.

Lastly, on January 25, 2017, the mandatory deeds held by BNDES were fully converted, as per Note 39 of the Financial

Statements for the fiscal year ended December 31, 2016.

ii. Other long-term relationships with financial institutions

The Executive Officers confirm that the Company does not have any long-term relationship with financial institutions other

than those resulting from financing, loans and guarantees described above.

iii. Degree of debt subordination

“The Officers declare that the debts of the Company do not have a degree of subordination among them and

therefore have equal payment rights. Note, however, that the FINAME credit facilities contracted by the

Company from the Brazilian Development Bank (BNDES) feature security interests on the assets acquired using

the credit, and certain export prepayment credit facilities feature assignment of receivables. Marfrig further

34/126

clarifies that, during the last three fiscal years, no degree of subordination has existed among the unsecured

debts of the Company. Debts with security interest enjoy the preferences and prerogatives provided for by law.”

iv. Any restrictions imposed on the Company, especially those relating to limits on debt and the

contracting of new debt, the distribution of dividends, the disposal of assets, the issuance of new

securities and the transfer of control, as well as whether the issuer has been complying with such

restrictions.

According to the Executive Officers, the main restrictions imposed on the Company regarding the debt limits

and the contracting of new debts, disposal of assets, issue of fresh securities and the sale of shareholding

control, are:

Debt limits

Loans and financing agreements are ruled by covenant of 4.75x, in its most restrictive form, in relation to

consolidated indebtedness level, as maximum quotient of Net Debt/LTM EBITDA ratio (last twelve months).

The penalty for breach of this covenant is the same as generally applied in the financial markets, which is the

early maturity of the debt, which is then reclassified as current liabilities.

The leverage ratio is calculated as follows:

12/31/16

Consolidated gross debt 11,150,401

(-) Consolidated cash and cash equivalents 5,278,641

Consolidated net debt 5,871,760

LTM EBITDA in the year ended December 31, 2016 1,574,529

EBITDA ratio 3.73

Consolidated net debt 5,871,760

(-) Effect from exchange variation (carve-out) 2,094,275

Consolidated adjusted net debt 3,777,485

Leverage ratio 2.40

Due to the contractual provisions (carve-out) that allow the exclusion of foreign exchange variation effects from

the calculation of leverage ratio (net debt/EBITDA LTM), the Company clarifies that based on this methodology,

the current leverage ratio (net debt/EBITDA LTM) stood at 2.40 at December 31, 2016.

Disposal of assets

There are restrictions to the disposal of assets that may lead to default with the obligations under certain

instruments in certain Advances on Exchange Contracts (ACC).

In the case of FINAME of BNDES, there is a prohibition to placing encumbrance on the Company’s permanent

assets, after contracting the operation, without prior express authorization from BNDES, pursuant to clause XII,

article 34 of the Provisions Applicable to Agreements with BNDES.

The Second Issue, Third Issue and Seventh Issue of Senior Notes include a clause prohibiting the divestment

of assets, except: (1) at fair market value; (2) 75% of the price is paid in cash/liquid investments or

assets/properties related to the Company’s businesses; and (3) if within 360 days of receipt, such funds are

used to repay debts or acquire assets in businesses related to the Company’s activities.

Issue of securities

35/126

The agreements executed through the BNDES FINAME credit lines include a restriction on the issue of

debentures and beneficiaries by the borrower, after contracting the operation, without prior express

authorization from BNDES, pursuant to clause IX, article 34 of the Provisions Applicable to Agreements with

BNDES.

Sale of control

The agreements executed through the BNDES FINAME credit lines include a restriction on the alteration of

direct or indirect control, of the borrower, after contracting the operation, without prior express authorization from

BNDES, pursuant to clause III, article 39 of the Provisions Applicable to Agreements with BNDES.

There are restrictions also on the sale of control of the beneficiary of the credits in the financing from NCEs,

Finame, NPRs, CCBs and certain ACCs.

(g) Comments of the Executive Officers on financing line use limits already contracted

The Executive Officers inform that all the financing agreements were fully released after the respective approval

and formalization with the creditors.

(h) Comments of Executive Officers on Material changes in each item of the financial statements

The following sections present a summary of our financial and operational information for the periods indicated.

The following information should be read and analyzed in conjunction with the Company’s consolidated financial

statements and the consolidated interim quarterly financial information of the Company and accompanying

notes, which are available on the Company’s website (www.marfrig.com.br/ri) and on the website of the

Securities and Exchange Commission of Brazil - CVM (www.cvm.gov.br).

BALANCE SHEETS

12/31/2016 AV 12/31/2015 AV 12/31/2014 AV

2016 vs

2015

2015 vs

2014

(in R$ thousand, except %)

Current Assets

Cash and cash equivalents

3,291,70

5 125% 1,630,368 7.91%

1,091,68

5 5.41%

101.90

% 49.34%

Financial investments

1,986,93

6 9.81% 3,373,842 16.38%

1,567,11

2 7.76%

-

41.11

%

115.29

%

Trade accounts receivable – domestic

396,887 1.96% 528,010 2.56% 941,277 4.66%

-

24.83

%

-

43.90%

Trade accounts receivable – foreign

393,581 1.94% 475,707 2.31% 677,483 3.36%

-

17.26

%

-

29.78%

Inventories of goods and merchandise

1,257,61

6 6.21% 1,496,964 7.27%

2,027,91

9

10.05

%

-

15.99

%

-

26.18%

Biological assets

112,454 0.56% 160,174 0.78% 352,200 1.74%

-

29.79

%

-

54.52%

Recoverable taxes

1,240,32

8 6.12% 1,289,571 6.26%

1,361,63

5 6.75% -3.82% -5.29%

Prepaid expenses

132,242 0.65% 197,733 0.96% 167,030 0.83%

-

33.12

%

18.38%

36/126

12/31/2016 AV 12/31/2015 AV 12/31/2014 AV

2016 vs

2015

2015 vs

2014

Notes receivable

353,548 1.75% 48,034 0.23% 58,261 0.29%

636.04

%

-

17.55%

Advances to suppliers

23,988 0.12% 45,274 0.22% 57,204 0.28%

-

47.02

%

-

20.86%

Assets held for sale

- 0.00% 529,981 2.57% - 0.00%

-

100.00

%

0.00%

Other receivables 113,893 0.56% 66,797 0.32% 66,711 0.33%

70.51

% 0.13%

Total current assets

9,303,17

8

45.92

% 9,842,455 47.77%

8,368,51

7

41.46

% -5.48% 17.61%

Non-current Assets

Financial investments 851 0.00% 911 0.00% 970 0.00% -6.59% -6.08%

Court deposits 65,427 0.32% 50,834 0.25% 64,972 0.32%

28.71

%

-

21.76%

Notes receivable

96,768 0.48% 360,868 1.75% 345,664 1.71%

-

73.18

%

4.40%

Deferred income and social contribution

taxes

2,135,39

5

10.54

% 1,657,342 8.04%

1,708,43

7 8.46%

28.84

% -2.99%

Recoverable taxes

1,723,66

0 8.51% 1,595,672 7.74%

1,509,16

9 7.48% 8.02% 5.73%

Other receivables

41,493 0.20% 53,036 0.26% 42,773 0.21%

-

21.76

%

23.99%

Investments

16,268 0.08% 26,024 0.13% 36,934 0.18%

-

37.49

%

-

29.54%

Property, plant and equipment

4,009,39

7

19.79

% 4,311,263 20.92%

4,961,62

3

24.58

% -7.00%

-

13.11%

Biological assets

51,236 0.25% 59,804 0.29% 142,140 0.70%

-

14.33

%

-

57.93%

Intangible assets

2,815,13

0

13.90

% 2,645,270 12.84%

3,004,70

9

14.89

% 6.42%

-

11.96%

Total non-current assets

10,955,6

25

54.08

%

10,761,02

4 52.23%

11,817,3

91

58.54

% 1.81% -8.94%

Total assets

20,258,8

03

100.0

0%

20,603,47

9

100.00

%

20,185,9

08

100.0

0% -1.67% 2.07%

Current Liabilities

Trade accounts payable

1,853,42

6

9.15% 1,734,425

8.42% 2,028,30

3

10.05

% 6.86%

-

14.49%

Supply chain finance 149,331

0.74% 84,566

0.41% - -

76.59

% 0.00%

37/126

12/31/2016 AV 12/31/2015 AV 12/31/2014 AV

2016 vs

2015

2015 vs

2014

Payroll and related charges 346,837 1.71% 338,015 1.64% 341,979 1.69% 2.61,% -1.16%

Taxes 175,801 0.87% 182,961 0.89% 200,312 0.99% -3.91% -8.66%

Loans and financing

1,198,03

9

5.91%

1,772,411

8.60% 1,470,23

7 7.28%

-

32.41

%

20.55%

Notes payable 372,607

1.84% 323,645

1.57% 129,895 0.64%

15.13

%

149.16

%

Lease payable

11,936

0.06%

38,166

0.19%

69,229 0.34%

-

68.73

%

-

44.87%

Interest on debentures 256,563 1.27% 236,807 1.15% 190,582 0.94% 8.34% 24.25%

Advances from customers 695,046

3.43% 378,304

1.84% 72,645 0.36%

83.73

%

420.76

%

Mandatory convertible deed

2,147,39

2

10.60

% -

- - - 0.00% 0.00%

Liabilities related to assets held for sale -

0.00% 163,711

0.79% - -

100.00

% 0.00%

Other payables 175,991

0.87% 153,638

0.75% 159,283 0.79%

14.55

% -3.54%

Total current liabilities

7,382,96

9

36.44

% 5,406,649

26.24% 4,662,46

5

23.10

%

36.55

% 15.96%

Non-current Liabilities

Loans and financing

9,695,79

9

47.86

%

10,112,88

9

49.08% 9,400,10

6

46.57

% -4.12% 7.58%

Taxes 723,435 3.57% 699,116 3.39% 706,545 3.50% 3.48% -1.05%

Deferred income and social contribution

taxes 269,616

1.33% 294,683

1.43% 635,758 3.15% -8.51%

-

53.65%

Tax, labor and civil provisions 87,739

0.43% 46,219

0.22% 40,448 0.20%

89.83

% 14.27%

Lease payable 26,560

0.13% 23,520

0.11% 70,745 0.35%

12.93

%

-

66.75%

Advances from customers

-

0.00%

2,129,720

10.34% 2,121,47

0

10.51

%

-

100.00

%

0.39%

Mandatory convertible deed 375,448 1.85% - - - - 0.00% 0.00%

Notes payable

488,261

2.41%

931,474

4.52%

353,570 1.75%

-

47.58

%

163.45

%

Other 108,174 0.53% 115,577 0.56% 123,076 0.61% -6.41% -6.09%

Total non-current liabilities

11,775,0

32

58.12

% 14,353,19

8

69.66% 13,451,7

18

66.64

%

-

17.96

%

6.70%

Total Liabilities

19,158,0

01

94.57

%

19,759,84

7

95.91% 18,114,1

83

89.74

% -3.05% 9.08%

Shareholders' Equity

Share capital

5,278,12

7

26.05

% 5,276,678

25.61% 5,276,67

8

26.14

% 0.03% 0.00%

38/126

12/31/2016 AV 12/31/2015 AV 12/31/2014 AV

2016 vs

2015

2015 vs

2014

(-) Share issue expenses -108,210

-

0.53% -108,210

-0.53% -108,210

-

0.54% 0.00% 0.00%

Capital reserve 184,642 0.91% 184,642 0.90% 184,642 0.91% 0.00% 0.00%

Acquisition of shares in subsidiaries -158 0.00% -158 0.00% -158 0.00% 0.00% 0.00%

Issue of common shares 184,800 0.91% 184,800 0.90% 184,800 0.92% 0.00% 0.00%

Profit reserve 40,122 0.20% 39,580 0.19% 36,449 0.18% 1.37% 8.59%

Legal reserve 44,476 0.22% 44,476 0.22% 44,476 0.22% 0.00% 0.00%

Retained earnings 7,348 0.04% 7,348 0.04% 7,348 0.04% 0.00% 0.00%

Treasury shares

-12

0.00%

-554

-0.00%

-3,685 -

0.02%

-

97.83

%

-

84.97%

Canceled treasury shares -11,690

-

0.06% -11,690

-0.06% -11,690

-

0.06%

0.00% 0.00%

Other comprehensive income -241,972

-

1.19%

-

1,174,029

-5.70% -438,071

-

2.17%

79.39

%

168.00

%

Asset valuation adjustment

-

2,054,15

1

-

10.14

%

-

3,913,161

-

18.99%

-

1,713,19

8

-

8.49%

-

47.51

%

128.41

%

Cumulative translation adjustment

1,812,17

9

8.95%

2,830,019

13.74% 1,275,12

7 6.32%

-

35.97

%

121.94

%

Equity amounts related to assets held for

sale

-

-

0.00% -90.887

-0.44%

- -

-

100.00

%

-

Accumulated losses

-

4,246,09

3

-

20.96

%

-

3,575,403

-

17.35%

-

2,998,02

3

-

14.85

%

18.76

% 19.26%

Non-controlling interest 194,186 0.96% 200,374 0.97% 118,260 0.59% -3.09 69.44%

Total shareholders' equity

1,100,80

2 5.43% 843,632 4.09%

2,071,72

5

10.26

%

30.48

%

-

59.28%

Total liabilities and shareholders' equity

20,258,8

03

100.0

0%

20,603,47

9

100.00

%

20,185,9

08

100.0

0% -1.67% 2.07%

Comparative analysis of the Balance Sheets as of December 31, 2016 and 2015

Current Assets

Current assets amounted to R$9,303.2 million at December 31, 2016, compared to R$9,842.4 million at

December 31, 2015, which represents a decrease of 5.5%. As a percentage of total assets, current assets

represented 45.9% and 47.8% at December 31, 2016 and 2015, respectively.

Cash and cash equivalents. The Company’s cash and cash equivalents amounted to R$5,278.6 million at

December 31, 2016, increasing 5.5% from R$5,004.2 million at December 31, 2015. Cash and equivalents as

a percentage of total assets stood at 26.1% at December 31, 2016, compared to 24.3% at December 31, 2015.

The Company's Officers believe that the increase in cash and cash equivalents is due to the results generated

by the Keystone Division, the decline in interest expenses resulting from the Liability Management actions,

increased cost discipline and working capital improvements.

39/126

Trade Accounts Receivable. The Company’s trade accounts receivable amounted to R$790.4 million at

December 31, 2016, representing a decrease of 21.3% from R$1,003.7 million at December 31, 2015. As a

percentage of total assets, trade accounts receivable represented 3.9% at December 31, 2016, compared to

4.9% at December 31, 2015. The Company's officers believe that the 21.2% decrease in the line Trade Accounts

Receivable was driven by the better management of and negotiations with clients, which reduced the

receivables period and optimized the cash conversion cycle, and by the effects from exchange variation on

clients pegged to currencies other than the Brazilian real.

Inventory and Biological Assets. The Company’s inventory and biological assets amounted to R$1,370.0 million

at December 31, 2016, compared to R$1,657.1 million at December 31, 2015, representing a decrease of

17.3%. As a percentage of total assets, inventory and biological assets corresponded to 6.8% and 8.0% at

December 31, 2016 and 2015, respectively.

Non-Current Assets

Non-current assets amounted to R$10,955.6 million at December 31, 2016, representing an increase of 1.8%

from R$10,761.0 million at December 31, 2015. As a percentage of total assets, non-current assets

corresponded to 54.1% at December 31, 2016, compared to 52.2% at December 31, 2015. Property, Plant and

Equipment and Biological Assets. Property, plant and equipment and biological assets amounted to R$4,060.6

million at December 31, 2016, compared to R$4,371.0 million at December 31, 2015, representing a decrease

of 7.1%. As a percentage of total assets, property, plant and equipment and biological assets corresponded to

20.1% and 21.2% at December 31, 2016 and 2015, respectively. The Company's Officers believe that the 7.1%

decrease in the line Property, Plant and Equipment and Biological Assets was mainly explained by effects from

exchange variation on assets pegged to currencies other than the Brazilian real.

Intangible assets. The Company’s Intangible assets amounted to R$2,815.1 million at December 31, 2016,

compared to R$2,645.3 million at December 31, 2015, representing an increase of 6.4%. As a percentage of

total assets, intangible assets corresponded to 13.9% and 12.8% at December 31, 2016 and 2015, respectively.

The Officers of the Company believe the 6.4% increase in the line Intangible Assets is explained by effects from

exchange variation on the goodwill from the acquisitions of equity interests abroad, which are expressed in the

functional currency of the business unit and translated at the settlement rate, in accordance with accounting

standard NBC TH 02/R2 (CVM Resolution 540/10) – Effects of exchange rate variation and translation of

financial statements.

Current Liabilities

Current liabilities increased 36.4%, from R$5,406.6 million at December 31, 2015 to R$7,382.9 million at

December 31, 2016. As a percentage of total liabilities, current liabilities corresponded to 36.5% at December

31, 2016, compared to 26.2% at December 31, 2015.

Trade accounts payable. At December 31, 2016, trade accounts payable amounted to R$2,002.7 million,

increasing 10.1% from R$1,819.0 million at December 31, 2015. As a percentage of total liabilities, trade

accounts payable corresponded to 9.7% at December 31, 2016, compared to 8.8% at December 31, 2015.

According to the Officers of the Company, the 10.1% increase in the line Trade accounts payable reflects the

better management and negotiations of payment terms with suppliers, which optimized the cash conversion

cycle of the Company and is a practice that it will maintain in order to continue optimizing its cash conversion

cycle.

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Loans and Financing. At December 31, 2016, loans amounted to R$1,198.0 million, decreasing 32.4% from

R$1,772.4 million at December 31, 2015. From the total liabilities, the loans and financing line corresponded to

6.3% at December 31, 2016, and 9.0% at December 31, 2015. The Officers believe that the decrease is

explained by the US$1 billion issue of 2023 senior notes (bonds), whose proceeds were allocated primarily to

repaying shorter-dated, higher-cost bonds.

Interest on Debentures. At December 31, 2016, interest on debentures amounted to R$256.5 million,

representing an increase of 8.3% from R$236.8 million at December 31, 2015. As a percentage of total liabilities,

the cost of interest on debentures corresponded to 1.3% at December 31, 2016, compared to 1.2% at December

31, 2015.

Mandatory convertible deed. At December 31, 2016, the mandatory convertible deed amounted to R$2,147.4

million (classified as current liabilities), representing a decrease of 0.8% from R$2,129.7 million (classified as

non-current liabilities) at December 31, 2015. As a percentage of total liabilities, the cost of the mandatory

convertible deed corresponded to 10.3% at December 31, 2015, compared to 10.2% at December 31, 2015.

Note that, on January 25, 2017, the mandatory deeds held by BNDES were fully converted, as per Note 39 of

the Financial Statements for the fiscal year ended December 31, 2016.

Noncurrent Liabilities

Non-current liabilities amounted to R$11,775.0 million at December 31, 2016, representing a decrease of 17.9%

from R$14,353.2 million at December 31, 2015. As a percentage of total liabilities, noncurrent liabilities

corresponded to 58.2% at December 31, 2016, compared to 69.7% at December 31, 2015.

Loans and Financing. At December 31, 2016, loans amounted to R$9,695.8 million, representing a decrease of

4.12% from R$10,112.9 million at December 31, 2015. As a percentage of total liabilities, loans and financing

including debentures corresponded to 50.6% at December 31, 2016, compared to 51.2% at December 31, 2015.

The Officers believe the decrease is due to the effects from exchange variation on debt denominated in

currencies other than the Brazilian real and to the reduction in interest expenses resulting from the Liability

Management actions.

Shareholders' Equity

The shareholders’ equity of the Company increased 30.5%, from R$843.6 million at December 31, 2015 to

R$1,100.8 million on December 31, 2016.

Comparative analysis of the Balance Sheets as of December 31, 2015 and 2014

Current Assets

Current assets were R$9,842.5 million at December 31, 2015, compared to R$8,368.5 million at December 31,

2015, an increase of 17.6%. As a percentage of total assets, current assets represented 47.1% and 41.5% at

December 31, 2015 and 2014, respectively.

Cash and cash equivalents. The cash and cash equivalents of the Company amounted to R$5,004.2 million at

December 31, 2015, increasing 88.2% from R$2,658.8 million at December 31, 2014. Cash and equivalents as

a percentage of total assets came to 23.9% at December 31, 2015, compared to 13.2% at December 31, 2014.

The Company’s Officers believe the increase in cash and equivalents reflects the higher balance of cash and

marketable securities from the sale of the ownership interests, as explained in Note 13.3 to the Financial

Statements.

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Trade Accounts Receivable. The trade accounts receivable of the Company amounted to R$1,003.7 million at

December 31, 2015, a decrease of 38.0% from R$1,618.8 million at December 31, 2014. As a percentage of

total assets, trade accounts receivable represented 4.8% at December 31, 2015, compared to 8.0% at

December 31, 2014. The Officers of the Company believe this 38.0% decrease in Trade Accounts Receivable

was due to the sale of ownership interests, as per note 13.3 to the financial statements.

Inventory and Biological Assets. The inventory and biological assets of the Company amounted to R$1,657.1

million at December 31, 2015, compared to R$2,380.1 million at December 31, 2014, representing a decrease

of 30.4%. As a percentage of total assets, inventory and biological assets represented 7.9% and 11.8% at

December 31, 2015 and 2014, respectively.

Non-Current Assets

Non-current assets amounted to R$10,761.0 million at December 31, 2015, a decrease of 8.9% from

R$11,817.4 million at December 31, 2014. As a percentage of total assets, non-current assets represented

52.2% at December 31, 2015, compared to 58.5% at December 31, 2014.

Property, Plant and Equipment and Biological Assets. Property, plant and equipment and biological assets

amounted to R$4,371.0 million at December 31, 2015 compared to R$5,103.8 million at December 31, 2014,

representing a decrease of 14.4%. As a percentage of total assets, Property, Plant and Equipment and

Biological Assets represented 20.9% and 25.3% at December 31, 2015 and 2014, respectively. The Officers of

the Company believe that the 14.4% decrease in Property, Plant and Equipment and Biological Assets was due

to the sale of ownership interests, as per note 13.3 to the financial statements.

Intangible assets. The Intangible assets of the Company amounted to R$2,645.3 million at December 31, 2015

compared to R$3,004.7 million at December 31, 2014, representing a decrease of 12.0%. As a percentage of

total assets, intangible assets represented 12.8% and 14.9% at December 31, 2015 and 2014, respectively.

The Officers of the Company believe the 12.0% decrease in Intangible Assets was due to the sale of ownership

interests, as per note 13.3 to the financial statements.

Current Liabilities

Current liabilities increased 16.0%, from R$5,406.6 million on December 31, 2015 to R$4,662.5 million on

December 31, 2014. As a percentage of total liabilities, current liabilities represented 26.2% at December 31,

2015, compared to 23.1% at December 31, 2014.

Trade accounts payable. At December 31, 2015, trade accounts payable amounted to R$1,819.0 million, a

decrease of 10.3% from R$2,028.3 million at December 31, 2014. As a percentage of total liabilities, trade

accounts payable represented 8.8% at December 31, 2015, compared to 10.0% at December 31, 2014. The

O7fficers of the Company believe the decrease of 10.3% in Trade Accounts Payable was due to the sale of

ownership interests, as per note 13.3 to the financial statements.

Loans and Financing. At December 31, 2015, loans amounted to R$1,772.4 million, increasing 20.6% from

R$1,470.2 million at December 31, 2014. As a percentage of total liabilities, the loans and financing represented

9.0% at December 31, 2015, compared to 8.12% at December 31, 2014. The Officers believe the increase is

due to the effect from exchange variation on debt denominated in currencies other than the Brazilian real, the

increase in the portion of debt maturing in the short term.

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Interest on Debentures. At December 31, 2015, interest on debentures amounted to R$236.8 million, an

increase of 24.3% from R$190.6 million at December 31, 2014. As a percentage of total liabilities, the cost of

interest on debentures represented 1.2% at December 31, 2015, compared to 1.0% at December 31, 2014.

Noncurrent Liabilities

Non-current liabilities amounted to R$14,353.1 million at December 31, 2015, increasing 6.7% from R$13,451.7

million at December 31, 2014. As a percentage of total liabilities, noncurrent liabilities represented 69.7% at

December 31, 2015, compared to 66.6% at December 31, 2014.

Loans and Financing. At December 31, 2015, loans amounted to R$10,112.9 million, increasing 7.6% from

R$9,400.1 million at December 31, 2014. As a percentage of total liabilities, loans and financing including

debentures represented 51.2% at December 31, 2015, compared to 51.9% at December 31, 2014. The Officers

attribute this increase to the exchange variation of debt denominated in currencies other than the Brazilian real

(especially Bonds).

Mandatory convertible deed. At December 31, 2015, the amount of the mandatory convertible deeds amounted

to R$2,129.7 million, representing a decrease of 6.1% from R$2,121.5 million at December 31, 2014. As a

percentage of total liabilities, the cost of the mandatory convertible deed represented 10.2% at December 31,

2015, compared to 10.5% at December 31, 2014.

Shareholders' Equity

The shareholders’ equity of the Company decreased 59.3%, from R$2,071.7 million at December 31, 2014 to

R$843.6 thousand on December 31, 2015.

10.2 Comments of the Executive Officers on the operating and financial results

(a) Results of the operations of Marfrig Global Foods, particularly:

i. Description of any important revenue components;

ii. Factors that materially affect the operating results

In the fiscal years ended December 31, 2017, 2016 and 2015, the main sources of revenue

of Marfrig Global Foods were sales of food products made from animal proteins, especially

beef and poultry, and the distribution of various food products, such as vegetables and

desserts to the food service and retail segments and to food producers.

In 2017, due to the Company's decision to make the Villa Mercedes refrigeration unit

available for sale, in Argentina, the 2016 financial statements were restated in 2017 for

comparison purposes. However, for the 2016 and 2015 data analysis, the Executive Board

believes the best alternative is to consider the financial statements for each fiscal year. In

other words, comparative data for 2016 and 2015 reflect the Company's decision to maintain

an asset in Argentina. The same happens in the data analysis of 2015 and 2014, where the

comparative data reflects the asset divestments in Argentina, which were discontinued in

2015.

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Marfrig has 50 production units, distribution centers and offices located in South America,

North America, Europe, Oceania and Asia. Therefore, the Company’s revenues come from

both the domestic markets where it operates and from exports to various countries, which the

Company accesses through its distribution network.

The main factors affecting the Company’s revenue were:

(a) variations in volumes, mainly as a result of adjustments in plants capacity in

addition to new investments;

(b) variations in sales volume and average prices in the domestic and international

markets, mainly due to changes in the supply-demand balance and to taking advantage of

opportunities in each of the Company’s markets

(c) variations in the prices of its main inputs;

(d) exchange variation, inflation and fluctuations in interest rates;

(e) capture of efficiency gains in the production process;

(f) performance of the world economy and of the local economies in the countries

where the Company maintains production units; and

(g) commercial or sanitary barriers, such as the temporary suspension of some

markets for Brazilian beef in natura which, in 2017, momentarily impacted the sector's exports

and, consequently, the Company.

More detailed comments on the aforementioned factors follow.

Supply and demand for our products

On the supply side, these factors include the availability and price of the raw materials to

which we have exposure, which include cattle and grains in the countries where we

concentrate production operations. The low availability of raw materials could increase our

acquisition costs and subsequently compromise our margins if we are unable to pass through

these cost increases to the prices of our final products.

On the demand side, one example is a global economic crisis in which employment levels

contract and consequently impact the disposable income and consumption of households

related to food, which could significantly impact our operations. On the other hand, the

opening of new markets to the Company’s products could positively impact its results.

The Executive Officers inform that disease outbreaks in animals may lead to trade and

sanitary barriers by other countries and consequently our access to international markets and

our sales.

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Global GDP growth in countries where we have operations and the demand for our

products

The Executive Officers believe that growth in foods and animal-protein consumption is

directly linked to population and income growth. The performance of GDP in the countries

where we sell our products could adversely affect our operating results.

Effects from fluctuations in the prices of raw materials

The Executive Officers believe that the main component of our production costs is the

purchase of raw materials, which includes the purchase of animals (especially cattle and

poultry) and inputs for animal feed (grains). Any fluctuations in grain, poultry and cattle prices

in the domestic and export markets significantly affect our net operating revenue and cost of

goods sold. The Company does not control these prices, which fluctuate in accordance with

supply and demand.

Sales prices in domestic and export markets

According to the Executive Officers, the prices of our products in the domestic and exports

markets where we operate are generally established by the market conditions, over which

we have no control. Our prices in the domestic market are also affected by the prices we are

able to charge our various wholesale and retail customers that resell our products.

Impacts from foreign exchange volatility

Our operating results and financial situation have been and will continue to be affected by

volatility in the currencies with which we operate. A good portion of our revenues are

originated in currencies other than the Brazilian real. Furthermore, we hold a part of our debt

in U.S. dollar that requires us to pay principal and interest in this currency.

The Executive Officers inform that Brazilian exports and the relevant international operations,

which allow us to generate receivables in foreign currency, tend to have approximately the

same share of foreign currencies as our debt, which gives us a so-called “cash flow hedge

or natural hedge” on the significant portion of our dollar denominated debt-service obligations.

According to the Executive Officers, inflation and anti-inflation measures adopted by the

governments of countries where we operate could have considerable impacts on the

economies of these countries and consequently on our business. Inflationary pressures may

lead to intervention by governments in the economy, including the implementation of

government policies that could have adverse impacts on us and our clients. Additionally, if

we face high inflation rates in the countries where we operate, we may not be able to

sufficiently increase our product prices to offset the inflationary impacts on our cost structure,

which could adversely affect our results.

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(b) Revenue variations attributable to changes in prices, exchange rates, inflation, volumes

and the launch of new products and services

As mentioned above, according to the Executive Officers, several factors influenced the

revenues of Marfrig.

In the last twelve months ended in December 31, 2017, the Executive Officers understand

the Company´s consolidated net revenues were impacted by (i) the exchange variation, as a

considerable Marfrig´s revenues amount relates to foreign currency and (ii) the lower price of

beef in the Brazilian domestic market, which accompanied the downward trend in the cost of

cattle; partially offset by the expansion of the sales volume of both divisions, Keystone and

Beef.

In 2017, the performance from divisions were as follows:

I. Keystone posted net revenue of US$2.8 billion in 2017, an increase of 3.2%

from 2016. This performance is mainly explained by the growth in sales volume in the

foodservice channels at the operations in APMEA, which posted a net revenue of US$ 867

million, expanding 11% compared to 2016.

In the United States, net revenue came to US$1.9 billion, stable compared to the prior year.

The stronger demand from the foodservice channel, which supported a 5.5% increase in

sales volume, was offset by lower sales to the industrial channel and to the convenience &

retail, reflecting its strategy to focus its mix on higher-value products and to grow volumes to

strategic accounts.

A receita líquida da Divisão Beef totalizou R$ 9,7 bilhões, uma alta de 2,6% na comparação

com o ano anterior, o que representou 52% da receita consolidada da Companhia. A

expansão de 11% do volume de vendas foi parcialmente compensada pelo menor preço

médio de venda, influenciado pela apreciação do real frente ao dólar e pelo menor do custo

de gado. In 2017, the Beef Division posted net revenue of R$9.7 billion, advancing 2.6% on

the prior year to account for 52% of the Company’s consolidated revenue. The 11% growth

in sales volume was partially offset by the lower average sales price, which was influenced

by the appreciation in the Brazilian real against the U.S. dollar and by lower cattle costs.

Marfrig Global Foods posted consolidated net revenue of R$19 billion in 2017, down slightly

(-1.3%) on the prior year. The main factors were the 8.5% depreciation in the U.S. dollar and

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the lower domestic price in Brazil at the Beef Division, which accompanied the downward

trend in cattle costs, with these factors partially offset by the higher sales volume at both

Keystone and Beef division.

Marfrig is a global company, with a large share of its revenue generated in currencies other

than the Brazilian real. The international operations (Keystone and Beef International)

accounted for 60% of total revenue in 2017. Considering the exports from the Brazilian Beef

division, the international market accounted for 77% of the Company’s total sales. Meanwhile,

sales in Brazil’s domestic market accounted for 23% of the total.

Marfrig Global posted consolidated net revenue reached R$19 billion in 2016, down slightly

(-1.1%) on the prior year. Despite the positive impact from (i) the 4.8% appreciation in the

U.S. dollar against the Brazilian real; and (ii) the 5% growth in Keystone’s sales volume;

revenue was adversely affected by (iii) the lower average price at the Keystone Division,

influenced by lower grain and fresh beef prices, given its pricing model, in which sales prices

are pegged to commodity prices; and (iv) the 8% drop in sales volume at the Beef Division.

In 2015, consolidated net operating revenue from continuing operations increased by 24.2%,

from R$15,209 million in the fiscal year ended December 31, 2014 to R$18,892 million in the

fiscal year ended December 31, 2015. The main factors supporting this performance were:

(i) the 41.6% depreciation in the Brazilian real against the U.S. dollar; (ii) the 7.6% increase

in Keystone’s revenue in U.S. dollar, mainly due to the higher volume of processed products;

which were partially offset by (iii) the weaker sales volume at the Marfrig Beef Brazil division.

(c) Impact of inflation, variations in the main input and product prices and foreign exchange

and interest rates on the operational and financial results of the issuer

The Officers inform that the results of operations are influenced by various factors, such as

variations in the price of raw materials and labor costs.

Comparative analysis of the fiscal years ended December 31, 2017 and 2016

In 2017, COGS amounted to R$16 billion, down 1.8% from the previous year, which is

explained by (i) the average appreciation in the Brazilian real against the U.S. dollar; and (ii)

the lower average price of fed cattle in Brazil, which fell 9.2% compared to 2016, according

to ESALQ; with these factors partially offset (iii) by the higher production cost in the beef

operation, due to the reactivation of industrial facilities.

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The item raw materials continued to be the main component of COGS, accounting for 73%

of the total in 2017, compared to 74% in 2016. Labor expenses accounted for 12% of the

total cost in 2017, in line with 2016.

Gross profit came to R$2.2 billion in 2017, up 2.6% from 2016, reflecting the growth of the

Beef division and the continued solid performance of Keystone. Gross margin stood at 12.0%,

improving 50 bps on the prior year, supported by significant margin expansion in the Keystone

division.

SG&A expenses amounted to R$968 million (5.2% of net revenue), down 4.8% compared to

2016, reflecting lower expenses at both divisions and the effects from the translation into

Brazilian real of amounts from the international units.

Selling expenses increased R$9 million, due to higher logistics costs on the higher sales

volumes at the Beef division, which were partially offset by actions to capture efficiency gains

and streamline the sales team in Brazil.

Meanwhile, general and administrative expenses fell 13% from 2016, reflecting the

Company’s ongoing efforts to capture productivity gains and manage fixed expenses.

In 2017, consolidated adjusted EBITDA amounted to R$1.7 billion, up 5.8% on the prior year.

In 2017, adjusted EBITDA margin was 9.2%, up 60 bps from the 8.6% margin in 2016. The

main factors explaining this performance were (i) the recovery in growth at the beef

operations in Brazil, with gains in productivity, better operational efficiency and margin

recovery which followed the industry spreads trend; and (ii) for another record result at

Keystone; partially offset (iii) by the effects from the appreciation in the Brazilian real against

the U.S. dollar.

Comparative analysis of the fiscal years ended December 31, 2016 and 2015

In 2016, cost of goods sold (COGS) amounted to R$17 billion, in line with the previous year,

which is explained by: (i) the 4.8% depreciation in the average price of the Brazilian real

against the U.S. dollar; and (ii) higher fed cattle prices in Brazil; which were offset by (iii) lower

grain costs in the Keystone operation.

The item raw materials continued to be the main component of COGS, accounting for 74%

of the total in 2016, compared to 73% in 2015. Labor expenses accounted for 12% of the

total cost in 2016, compared to 11% in 2015. In 2016, gross profit amounted to R$2.2 billion,

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down 5.4% from 2015. One of the highlights was the 80 bps expansion in the contribution by

Keystone, which contributed R$873 million or 40% of consolidated gross profit.

Selling, general and administrative (SG&A) expenses from continuing operations amounted

to R$1 billion, increasing 5.6% on the prior year, reflecting the effects from the translation into

Brazilian real of amounts from the international operations. Note that the total increase in

these expenses lagged the IPCA inflation in the year, of 6.3%.

Selling expenses increased by R$28 million, which is explained by higher logistics expenses

with exports on higher fuel prices, reflecting the rise in crude oil prices in international

markets, and by the effects from the weaker Brazilian real in the period.

General and administrative expenses increased 6.5% from 2015, mainly due to the effect

from currency translation on international expenses, which was partially offset by the

decrease in personnel expenses at the Beef Division, reflecting the efforts to increase

productivity.

In 2016, consolidated adjusted EBITDA amounted to R$1.6 billion, down 8.5% on the prior

year. In 2016, Adjusted EBITDA margin was 8.2%, down 70 bps from the 8.9% margin in

2015. The main factors explaining this performance were: (i) lower spreads in the Beef

Division; and (ii) lower sales volume in the Beef Division; with these factors partially offset by

(iii) the 16% growth at the Keystone Division; and (iv) the depreciation in the Brazilian real

against the U.S. dollar.

Comparative analysis of the fiscal years ended December 31, 2015 and 2014

In 2015, cost of goods sold (“COGS”) from continuing operations amounted to R$17 billion,

25.4% more than in 2014, which is explained by (i) sales volume growth at Keystone; (ii) the

average depreciation in the Brazilian real against the U.S. dollar; and (iii) the higher average

price of fed cattle in Brazil, which rose 15%, according to ESALQ; which were partially offset

by (iv) lower fixed costs due to the closures of slaughtering capacity in Brazil; and (v) lower

grain costs in the international operations.

The item raw materials continued to be the main component of COGS, accounting for 72.8%

of the total in 2015, compared to 73.8% in 2014. Labor expenses accounted for 11.1% of the

total cost in 2015, compared to 10.7% in 2014.

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Gross profit from continuing operations amounted to R$2.3 billion in the year, advancing

16.2% from 2014. Of this amount, 42% came from the International Operations (Keystone

and Marfrig Beef International). One of the highlights was the expansion of 110 basis points

in the contribution from Keystone, which accounted for R$732 million or 32% of consolidated

gross profit.

Selling, general and administrative (SG&A) expenses from continuing operations amounted

to R$944 million in the year, down 1.3% from December 31, 2014.

Selling expenses from continuing operations decreased R$72 million, reflecting the reduction

in marketing expenses, which in 2014 were affected by the sponsorship of the World Cup.

General and administrative expenses from continuing operations increased 17.2% from

2014, mainly due to the effects from the translation of amounts from the international units to

Brazilian real, which is the Company’s functional currency.

In 2015, consolidated adjusted EBITDA from continuing operations amounted to R$1.8

billion, growing 32.3% on the prior year. In 2015, Adjusted EBITDA margin from continuing

operations was 9.5%, expanding 60 basis points from the margin of 8.9% in 2014. The main

factors supporting this performance were: (i) the recovery in beef spreads at the Brazil

operation, combined with the reduction in selling, general and administrative expenses; (ii)

the growth of 17.2% in EBITDA in U.S. dollar at Keystone; and (iii) the depreciation in the

Brazilian real against the U.S. dollar; which were partially offset by (iv) the lower sales volume

at the Brazil operation; and (v) the margin contraction in the Uruguay operation in the second

half of 2015.

Considerations regarding the impact of the exchange rate on the financial result

As of December 31, 2017, 98% of the debt was linked to currencies other than the Real

(mainly the US dollar). On the other hand, revenues from international operations, including

Brazilian exports, represented 77% of the Company's sales. The Keystone Division, which

reports its results in dollars, accounted for more than half of the Company's consolidated

adjusted EBITDA.

At the end of 2016, 94% of the Company’s debt was denominated in currencies other than

the Brazilian real (mainly the U.S. dollar). On the other hand, revenue from international

operations, including exports from Brazil, corresponded to 78% of the Company’s sales. In

2016, Keystone, whose results are reported in U.S. dollar, accounted for 55% of Adjusted

EBITDA, compared to 42% in 2015.

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In the fiscal year ended December 31, 2015, 93.3% of debt was pegged to currencies (mostly

the U.S. dollar) other than the Brazilian real. Consequently, the effect from the 47.0%

depreciation in the Brazilian real against the U.S. dollar on the consolidated net exposure

had a negative impact of R$1.1 billion on the financial result, leading the net financial result

in 2015 to amount to an expense of R$3.1 billion, compared to an expense of R$2.1 billion in

2014.

10.3 - Actual or expected events with material effects on the financial statements

(a) Introduction or disposal of an operational segment

On April 6, 2016, Marfrig announced to the market, through a Material Fact notice, the execution of an

agreement for the divestment of certain units in Argentina to Black Bamboo Enterprises S.A. (Foresun Group –

People’s Republic of China). The units are located in a) Hughes (Santa Fé Province); b) Vivoratá (Buenos Aires

Province); c) Unquillo (Córdoba Province); and d) Monte Ralo (Córdoba Province).

The total amount of the Transaction was around US$75 million and payment will be made gradually as the units

are transferred.

The Company decided to keep the meatpacking unit of Vila Mercedes in the Province of São Luís. The operation

was previously recognized, measured and evidenced in the financial statements as “Non-current assets held

for sale” and, due to the decision, it was reclassified as “Continuing operation” in the statements for the period

ended June 30, 2016 and 2015.

The Officers believe that the transaction helped improve the Company’s capital structure, as well as its future

results and cash generation.

(b) Constitution, acquisition or disposal of stockholdings

Second sale of ownership interests to JBS S.A.

The Officers inform that, on September 28, 2015, the Company concluded the sale of the ownership interest

held in Moy Park Holdings Europe Ltd., after compliance with all conditions precedent for closing the

Transaction, including by the antitrust agencies of the European Union, and thus the control of said entity was

transferred to JBS on said date. The Transaction was settled as follows: (i) a cash payment to Marfrig in the

amount of US$1.21 billion; and (ii) the assumption of the net debt of Moy Park by JBS in the amount of £193

million.

Acquisition of ownership interest in Mercomar Empreendimentos Ltda.

The Officers inform that, on May 25, 2015, Marfrig acquired a business formed by the following assets: (a)

acquisition of all shares of Mercomar Empreendimentos e Participações Ltda, including the previously leased

units of Capão do Leão (Rio Grande do Sul), Mato Leitão (Rio Grande do Sul), Pirenópolis (Goiás), Tucumã

(Pará) and Nova Londrina (Paraná). In consideration, Marfrig will pay the amount of R$428.2 million. The

payment of the amount of R$428.2 million will be divided in two phases: a down payment of R$4 million and the

remaining balance of R$424.2 million divided into 24 quarterly installments with a grace period of three years

for the payment of principal. Interests will be restated at the CDI overnight rate plus 1.5% per year and will be

paid in 36 quarterly installments.

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(c) Atypical events or transactions

The Executive Officers inform that there were no atypical or unusual events or transactions involving the

Company or its activities during the fiscal years ended on December 31, 2014, 2015 and 2016, that caused or

are expected to cause material impacts on the financial statements or results of our Company.

10.4 Material changes in accounting practices – qualifications and emphasis of matter paragraphs in

the auditor’s report

(a) Material changes in accounting practices

The Officers inform that, in the fiscal years ended December 31, 2016, 2015 and 2014, there were no significant

changes in the accounting practices of the Company.

(b) Material effects of the changes in accounting practices

The Officers inform that, in the fiscal years ended December 31, 2016, 2015 and 2014, there were no significant

changes in the accounting practices of the Company that affected or could affect its financial statements or

results.

(c) Qualifications and emphasis of matter paragraphs in the auditor's report

The reports issued by the independent auditors regarding the reviewed financial statements for the fiscal years

ended December 31, 2016, 2015 and 2014 did not contain any qualifications.

10.5 – Comments of our Officers on critical accounting policies adopted, particularly in relation to

Management estimates of uncertain and relevant events to describe the financial situation and results,

which require subjective or complex judgment, such as: provisions, contingencies, revenue

recognition, tax credits, long-lives assets, useful life of non-current assets, pension plans, adjustments

of balance sheet translation, environmental recovery costs, criteria for testing asset impairment and

financial instruments:

The Officers believe that the preparation of the financial statements in accordance with the accounting practices

adopted in Brazil includes the policies provided for by Brazilian Company Law, Brazilian Accounting Standards

(NBCs) and the decisions and instructions of the Securities and Exchange Commission of Brazil (CVM).

According to the Executive Officers, apart from the standard and usual accounting practices, considering the

agribusiness industry in which the Company operates, and the characteristics and diversity of the Company,

the following policies are of critical importance for the preparation of consolidated financial statements:

Revenue

Revenue arising from the sale of goods is recognized when the Group transfers all risks and benefits of

ownership of the asset to the buyer and it is probable that the Group will receive the agreed payment. The

property of risks and benefits is transferred when the products are shipped with the corresponding sales invoice,

taking into account the incoterms. These conditions are met when the goods are delivered to the buyer,

complying with main freights modalities used by the Company.

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Revenue is shown net of taxes on returns, rebates and discounts and the consolidated financial statements are

also net of intercompany sales eliminations and unrealized profits on inventories.

Financial revenue and expenses

Revenue comprises gains on changes in the value of financial assets and liabilities measured at fair value

through profit or loss, as well as interest income obtained with the effective interest method.

They include interest income on invested amounts (including financial assets/liabilities available for sale), gains

on the disposal of financial assets available for sale and changes in the fair value of financial assets measured

at fair value through profit or loss. Interest income is recognized in the statement of operations using the effective

interest method.

Financial expenses basically comprise interest on loans. Loan costs directly attributable to acquisition,

construction or manufacture of a qualified asset are capitalized jointly with the investment.

Accounting estimates

The preparation of the parent company and consolidated financial statements in accordance with Brazilian

accounting practices and IFRS requires Management to make estimates and assumptions that, in its best

judgment, affect the reported amounts of assets and liabilities. These estimates and assumptions include, when

applicable, the determination of the residual value of property, plant and equipment, allowance for estimated

doubtful accounts, estimated inventory losses, deferred Income and Social Contribution tax assets and

provisions for tax, labor and civil contingencies. Transaction settlement involving those estimates may result in

values different from estimates, due to the inherent inaccuracy of the process. The Company and its subsidiaries

review estimates and assumptions at least quarterly.

The issues requiring Company’s estimates are as follows:

• Useful life of property, plant and equipment and intangible assets with finite useful lives;

• Measurement of the fair value of biological assets;

• Impairment of taxes;

• Loss on impairment of intangible assets with undefined life, including goodwill;

• Measurement of items arising from business combinations at fair value;

• Fair value of financial instruments and derivatives;

• Losses on doubtful accounts;

• Estimated losses with inventory obsolescence;

• Deferred Income and Social Contribution tax assets;

• Provisions (legal, tax, labor and civil proceedings);

• Stock option plan;

• Present Value Adjustment (PVA).

•

Financial instruments

Non-derivative financial instruments include financial investments, debt and equity instruments, accounts

receivable and other receivables, cash and cash equivalents, loans and financing, as well as accounts payable

and other debts.

Non-derivative financial instruments are initially recognized at their fair values plus, for instruments which are

not recognized at fair value through profit or loss, any directly attributable transaction costs. Regarding financial

investments and instruments classified as cash and cash equivalents, after initial recognition, non-derivative

financial instruments are measured according to their respective classification, as follows:

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Measured at fair value through profit or loss

An instrument is measured at fair value through profit or loss if it is held for trading, i.e. designated as such upon

initial recognition. Financial instruments are designated at fair value through profit or loss if the Company

manages these investments and makes decisions to buy and sell the investments based on the investment’s

fair value according to the Company’s investment and risk Management strategy. After initial recognition,

transaction costs that are attributable to the acquisition of the investment are recognized in the statement of

operations when incurred. Financial instruments stated at fair value through profit or loss are measured at fair

value and changes in fair value are recognized in the statement of operations.

Loans and receivables

Loans and receivables are financial assets with fixed or determinable payments that are not quoted in an active

market, initially recognized at fair value plus any associated transaction costs. After initial recognition, loans and

receivables are measured at amortized cost using the effective interest method, excluding any impairment loss.

Financial liabilities

Financial liabilities are measured at amortized cost using the effective interest method, adjusted for any

reductions in the settlement value.

Derivative financial instruments and hedge accounting

Derivative financial instruments designed in hedge operations are initially recognized at their fair value on the

date of the derivative contract, and subsequently revaluated also at fair value. Derivatives are presented as

financial assets when the fair value of the instrument is positive and as financial liabilities when their fair value

is negative.

Any gains or losses arising from changes in the fair value of derivatives during the year are recorded directly in

the income statement, except for the effective portion of the cash flow hedges, which are recognized directly in

shareholders’ equity as other comprehensive income. The amounts booked under other comprehensive income

are immediately transferred to the income statement when the transaction underlying the hedge affects profit

or loss.

Foreign currency

Management defined the Brazilian real as the Company’s and its Brazilian subsidiaries’ functional currency,

according to the provisions of CVM Resolution 640/10 (CPC 02 (R2) – effects on changes in foreign exchange

rates and translation of financial statements, approved by CVM Resolution No. 640/10. The functional currency

of foreign companies is the legal tender of the country in which they operate, except for companies located in

the Netherlands and in Uruguay, whose functional currency is the US dollar. Translations into the reporting

currency are also in accordance with CVM Resolution 640/10 (CPC 02 (R2) – effects on changes in foreign

exchange rates and translation of financial statements).

Foreign currency transactions, i.e., all transactions not made in the functional currency, are translated using the

exchange rate on the transaction date. Monetary assets and liabilities denominated in foreign currency are

translated into the functional currency at the closing exchange rate. Non-monetary assets and liabilities acquired

or entered into in foreign currency are translated using the exchange rates on the transaction dates or the dates

at which they are stated at fair value when fair value is used. Exchange rate variation gains or losses on

monetary and non-monetary assets and liabilities are recognized in the statement of income.

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Current and non-current assets

Biological assets

According to CVM Resolution 596/09 (CPC 29 – biological assets and agricultural products), agricultural activity

is the management of the biological transformation of assets (living animals and/or plants) for sale, into

agricultural products or into additional biological assets. The Company classifies living cattle and poultry as

biological assets.

The Company recognizes biological assets when it controls these assets as a result of past events and it is

probable that future economic benefits will flow to the Company and the fair value of the asset can be reliably

measured.

Under CVM Resolution 596/09 (CPC 29 – biological assets and agricultural products), biological assets should

be measured on initial recognition and at the end of each reporting period at fair value less costs to sell, unless

fair value cannot be reliably measured.

The Company values cattle at its fair value based on market prices, while poultry is valued at the acquisition

cost since there is no market for poultry.

Impairment

Impairment tests on goodwill and other intangible assets with indefinite economic useful life are annually

conducted at the end of the year. Other non-financial assets, such as property, plant and equipment and

intangible assets are submitted to impairment tests whenever events or changes in circumstances indicate that

its book value may not be recoverable. Once the book value of an asset exceeds its recoverable value (i.e., the

highest between the use and fair value minus selling costs), a loss is recognized to bring the book value to its

recoverable value.

When it is not possible to estimate the impairment of an individual asset, the impairment test is conducted in its

cash generating unit (CGU): the smallest group of assets to which the asset belongs and for which there are

cash flows separately identifiable. The Company adopts as CGU for assessing the recoverable value of an

asset, its segmentation by business unit.

Goodwill recorded in the initial recording of an acquisition is allocated to each BU of the group that expects to

benefit from combination synergies that originated the goodwill, for purposes of impairment testing.

Impairment losses are included in the statement of operations. An impairment loss recorded as goodwill is not

reversed.

Provisions

Provisions are recorded in case of probable exit of future economic benefits resulting from past events and

these can be safely estimated.

Income and Social Contribution taxes

Income Tax is calculated on taxable income. Income and Social Contribution taxes are paid monthly on

estimated calculation bases, at the rates and in the manners provided for in prevailing legislation.

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Deferred tax assets recognized for Income and Social Contribution tax losses and temporary differences are

recognized pursuant to tax legislation and CVM Resolution No. 599/09 (CPC 32 - income taxes). They take into

consideration the Company’s history of profitability and the expected future generation of taxable income

supported by an annually reviewed technical feasibility study.

The Company and its subsidiaries opted for the Transition Tax System (RTT) established by Executive Act No.

449/08, converted into Law No. 11,941 of May 27, 2009, declaring their irrevocable option for RTT in the

Corporate Income Tax Return of 2009.

Deferred tax assets and liabilities are recognized when the carrying amount of an asset or liability differs from

their tax base, except for the differences that arise from:

• The initial recognition of goodwill;

• The initial recognition of an asset or liability in a transaction that is not a business combination and at

the time of the transaction affects neither book income or taxable income; and

• The investments in subsidiaries and joint ventures where the Group is able to control the timing of the

reversal of the difference and it is probable that the reversal will not occur in the foreseeable future.

Deferred tax asset is recognized only if it is probable that taxable income will be available against which the

difference can be utilized.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when

the asset is realized and the liability is settled, based on tax rates and laws that have been enacted or

substantively enacted by the end of the reporting period.

Deferred tax assets and liabilities are offset when the legally enforceable right to offset current tax assets and

liabilities exists and the deferred tax assets and liabilities relate to income taxes levied by the same taxing

authority on the following cases:

• For the same entity of the taxable group;

• For different entities of the group that intend to settle on a net basis or realize the asset and settle the

liability at the same time, in each future year in which significant amounts of deferred tax assets and

deferred tax liabilities are to be realized or settled.

Discount to present value (PVA)

In accordance with CVM Resolution 564/08 (CPC 12 – present value adjustment), non-current assets and

liabilities, as well as current assets and liabilities, when material, are recorded at present value, on the respective

transaction date, according to interest rates that reflect each transaction’s term, currency and risk. The offsetting

entry to discounts to present value is made to the accounts that originated the asset or the liability. The

difference between the present value of a transaction and the face value of an asset or liability is recorded in

the statement of operations during the assets or liabilities’ life according to the amortized cost and effective

interest method.

Discounts to present value were determined using the average between Selic (Central Bank overnight rate) and

the average rate at which funds are raised in financial markets (rate established as that of return on debt capital),

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thus reaching the average rate of 11.99% p.a., as at December 31, 2016 (11.19% p.a. as at December 31,

2015).

The terms adopted for determining Discounts to Present Value (PVA) vary according to the operating activity

and correspond to the average expected period to settle it, for example: average sales collection term, average

payment term and others deemed necessary.

The established rates and periods in relation to the risk factors involved in the Company’s operations are

perfectly reflected on the discount to present value.

Business combination

Business combinations are recognized using the acquisition method. Cost of an acquisition is the sum of the

consideration transferred, measured at fair value on the acquisition date, and any non-controlling interest in the

acquiree. For each business combination, the acquirer should measure the non-controlling interest in the

acquiree at the fair value or based on the acquirer’s share in fair value of the acquiree’s identifiable net assets.

Costs that are directly attributable to the acquisition should be recorded as an expense when incurred.

In a business acquisition, Management, based on expert reports, assesses the assets acquired and the liabilities

assumed with the objective of classifying and allocating them according to contractual provisions, economic

circumstances and relevant conditions on the acquisition date.

Goodwill is initially measured as the excess of the consideration transferred in the business combination over

the fair value of the net assets acquired (identifiable assets and liabilities assumed, net). If the consideration is

less than the fair value of the net assets acquired, the difference should be recognized as a gain in the statement

of operations.

Consolidation

Accounting practices are uniformly applied to all consolidated companies and are consistent with those applied

in previous periods.

Description of the main consolidation procedures:

• Elimination of the balances of intercompany assets and liabilities;

• Elimination of ownership interest, reserves and retained earnings of subsidiaries;

• Elimination of the balances of intercompany revenues and expenses and unrealized profits resulting

from intercompany transactions.

Discontinued operations and assets held for sale

An operation is classified as discontinued operation when it is sold or it complies with criteria for classification

as held-for-sale, if it occurs first. When an operation is classified as a discontinued operation, the statements of

income and cash flows are presented as if the operation was discontinued since the beginning of comparative

period, for which reason the note “reclassified” was included in the statements of previous years.

These assets are measured by the lower between the book value and the fair value less selling expenses.

Once they are classified as held-for-sale, intangible and fixed assets can no longer be amortized or depreciated.

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The result from discontinued operations is presented as a single amount in the statement of income, and

includes the total result after these operations’ Income Tax and Social Contribution less any impairment loss

and is presented in the notes to the financial statements.

10.6 Material items not stated in the financial statements

(a) The assets and liabilities directly or indirectly held by the issuer that are not stated on its balance

sheet (off-balance sheet items)

i. Operating leases, assets and liabilities

The Company, with the exception of operating leases, does not have assets or liabilities, directly or indirectly,

which are not stated in its financial statements of the fiscal years 2016, 2015 and 2014 and the respective notes

to the statements.

The operating leases contracted by the Company are not stated in the financial statements disclosed but only

in the notes. Such contracts do not represent any restrictions or contingencies and, in the opinion of the

Executive Officers, were signed in accordance with the conventional market practices, with readjustment

clauses during the tenure of the contract in a few cases.

The amounts of the assets leased are calculated at a total definitive cost, which includes transport, tax and

documentation costs. The consideration is calculated on the total definitive cost at a percentage predefined for

each agreement.

In case of rescission, the lessor will have the option of cumulatively: (i) rescinding unilaterally the leasing

agreement; (ii) claiming the return of the assets leased; and (iii) declaring the early maturity of the leasing

agreement. In this case, the lessee undertakes to pay the balance amount due of the unpaid installments,

including matured and maturing amounts, apart from unpaid expenses, taxes and duties, plus a fine of 10% on

the balance due. The lessee, without prejudice to the lessor, can claim losses and damages.

The Executive Officers inform that in relation to the option for renewal, the lessee should first inform of their

intention, in the absence of which the leasing operation is renewed automatically under the conditions that

should be agreed to by the parties. If there is no agreement between the parties, the lessee should choose to

buy the assets at market value or return them.

ii. receivables portfolios written off for which the entity maintains risks and responsibilities, indicating

the respective liabilities

The Officers inform that, with regard to the receivables portfolios written off, there are no risks or responsibilities

of associated liabilities.

iii. contracts for the future purchase and sale of products or services;

The Officers inform that there are no contracts for the future purchase or sale of products or services.

iv. contracts for unfinished construction works

The Officers inform that there are no contracts for unfinished construction works.

v. contracts for the future receipt of financings

The Officers inform that there are no contracts for the future receipt of financings.

(b) Other items not stated in the financial statements

The Executive Officers inform that there are no other items not stated in the financial statements.

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10.7 Comments of the Executive Officers on items not stated in the financial statements

(a) How such items change or may change the revenues, expenses, operating income, financial

expenses or other items on the issuer’s financial statement

According to the Executive Officers, as mentioned in item 10.6 of this Reference Form, the Company, with the

exception of operating leases, does not have assets or liabilities, directly or indirectly, which are not stated in

its financial statements of the fiscal years 2016, 2015 and 2014, and the respective notes to the statements.

The Executive Officers inform that the operating leases affect the operating result of the Company every month,

considering the booking of the leasing expense (installment payable).

(b) Nature and purpose of the transaction

The Executive Officers inform that the operating leases refer to agreements with characteristics similar to rent

agreements, and not fitting the criteria for being classified as financial leasing, as envisaged in the Technical

Accounting Pronouncement CPC6 (R1) – Leasing Operations.

The Company has operating lease agreements for IT equipment, machinery and equipment, aircraft and

meatpacking plants, which are used for the operating activities of the Company during the validity of the

agreement. Said agreements may or may not be renewed and any options to buy may or may not be exercised.

(c) Nature and amount of the obligations undertaken and the rights generated on behalf of the issuer

arising from the transaction

The following chart presents operating leases as on December 31, 2016 (obligations assumed) and the main

contractual details:

Financial institution Leased asset Start date

Weighted average

interest rate (p.a)

Weighted average

maturity (years)

Total amount

leased

Expense at

12/31/16

Local currency

BRASIL FOOD SERV. GROUP .SA BFG Meatpacking plant 10/1/14 IGP-M year 3.0 70,848 13,906

URUPA IND E COM DE ALIM LTDA Meatpacking plant 10/1/15 IGP-M year 3.8 19,800 3,960

TOTAL S/A Meatpacking plant 7/1/16 IGP-M year 5.2 105,860 8,409

LEONI EMPREENDIMENTOS IMOB. Meatpacking plant 1/1/14 IGP-M year 3.0 2,520 528

Total local currency 199,028 26,803

Foreign currency

AVN AIR LLC Aircraft 12/1/07 3.04% 1.8 7,823 1,151

Bank of America Aircraft 4/15/11 6.61% 8.0 101,032 7,381

Ford Motor Credit CO. Vehicles 7/28/15 0.19% 0.5 213 204

Sundry leasers Property 11/5/16 Fixed term 9.4 42,182 20,467

Sundry leasers Machinery and Equipment 12/22/16 Fixed term 7.1 280,691 29,599

Sundry leasers Vehicles 12/25/16 Fixed term 6.0 45,438 6,064

Total foreign currency 477,379 64,866

Total local and foreign currency 676,407 91,669

Consolidated

10.8 The officers must inform and comment on the main elements of the business

plan of the issuer, exploring specifically the following topics:

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(a) Investments including:

i. Quantitative and qualitative description of ongoing and projected investments:

According to the Officers, the investments reflect Marfrig’s strategy to grow organically in

higher-value proteins, with a focus on the food service channel, especially through the

Keystone Division, and the maximization of Beef’s Division footprint.

In addition to making strategic investments, the efforts to continually capture efficiency gains,

economies of scale, cost reductions and operational improvements require regular

investments.

Furthermore, the Officers believe that Marfrig will continue to invest in projects aimed at

continually enhancing its practices in the areas of corporate sustainability, social

responsibility (especially in local communities) and environmental preservation.

The following chart reflects the Company’s investment standard:

ii. Sources of investment financing

The main sources of financing for the Company’s investments are: (i) cash flow from

operations; (ii) short and long-term bank debt, (iii) general capital markets transactions.

iii. Relevant ongoing and projected divestments

In the first quarter of 2017, Marfrig’s Management opted to sell the meatpacking unit in Villa

Mercedes, located in San Luis Province, Argentina, after evaluation of the local economy and

sector.

According to the Executive Officers, there is no plan of material divestments to be made by

the Company at this moment.

(b) provided it has already been announced, indicate any acquisition of plants,

equipment, patents or other assets that could materially influence the Company’s

Other* 1%

Growth Projects and Operating Improvements 33%

Maintenance / Reposition** 66%

Total 100%

* mainly environmental projects

** includes biological assets

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production capacity

In the opinion of the Officers, there are no plans or projects involving the acquisition of plants,

equipment, patents or other assets that could materially influence Marfrig’s production

capacity.

(c) New products and services, indicating:

i. description of ongoing research already disclosed;

ii. total amounts expended by the Company on research for the development of

new products or services;

iii. projects under development already disclosed;

iv. total amounts expended by the Company on the development of new products

or services

There is no ongoing research that has already been disclosed to the market.

In further processed products, the highlight was the development of the new line of meat

sauces, in partnership with Nestlé Professional, and of rice products in pouches and cans.

10.9 Comment on other factors that significantly affected operating performance and

were not identified or commented on in the other items of this section

In the year of 2017, in relation to the animal protein sector, the Operation Weak Flash,

launched in the second half of March, temporarily shook domestic consumption and Brazilian

exports, which resumed their normal course in the middle of the second quarter.

This troubled scenario, on the other hand, also accentuated the opportunities of an already

expected positive cattle cycle in the country. Marfrig was able to adjust quickly to this new

scenario and capture the opportunities generated during the second semester.

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APPENDIX V

INFORMATION ON THE NOMINEES TO THE FISCAL COUNCIL ON THE SLATE PROPOSED BY

MANAGEMENT

PER SUBSECTIONS 12.5 to 12.10 OF THE REFERENCE FORM

ITEM 12.5 - For each director, officer and Fiscal Council member of the issuer, indicate, in the form of a table:

FISCAL COUNCIL MEMBERS:

Name Date of Birth Profession

Taxpayer ID

(CPF)

/ Passport No.

Position Election

date

Investiture

date Term of office

Other

positions

Elected by

controlling

shareholder

Consecutive

tenures

Eduardo Augusto

Rocha Pocetti 62 Accountant

837.465.368-

04

Effective Fiscal

Council member April 27,

2018

April 27,

2018

Until the date

of the 2019 annual

meeting

---- Yes

04

Carlos Roberto de

Albuquerque Sá 67 Accountant

212.107.217-

91

Effective Fiscal

Council

member

April 27,

2018

April 27,

2018

Until the date

of the 2019 annual

meeting

---- Yes

02

Marcelo Silva 44 Lawyer 118.990.828-

08

Effective Fiscal

Council member April 27,

2018

April 27,

2018

Until the date

of the 2019 annual

meeting

---- No

00

Ely Carlos Perez 46 Accountant 140.264.678-

05

Alternate Fiscal

Council member April 27,

2018

April 27,

2018

Until the date

of the 2019 annual

meeting

---- Yes

02

Roberto Perozzi 56 Business

Admin.

008.417.618-

09

Alternate Fiscal

Council member April 27,

2018

April 27,

2018

Until the date

of the 2019 annual

meeting

---- Yes

02

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Name Date of Birth Profession

Taxpayer ID

(CPF)

/ Passport No.

Position Election

date

Investiture

date Term of office

Other

positions

Elected by

controlling

shareholder

Consecutive

tenures

Marcílio José da Silva 53 Accountant 329.564.871-

91

Alternate Fiscal

Council member April 27,

2018

April 27,

2018

Until the date

of the 2019 annual

meeting

---- No

00

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ITEM 12.5 - For each director, officer and Fiscal Council member of the issuer, indicate, in the form of a table:

Eduardo Augusto Rocha Pocetti - Taxpayer ID 837.465.368-04

a. Mr. Pocetti has been a member of the Fiscal Council of Marfrig Global Foods S.A. since April 2014. He holds a bachelor’s degree in Accounting

Sciences and an MBA from the Getúlio Vargas Foundation (FGV). He is currently Chairman of the Board of the Brazilian Institute of Independent Auditors

(IBRACON) and in February 2016 he was elected to hold a chair in the Brazilian Academy of Accounting Sciences. He is a partner at KPMG Auditores

Independentes and has 40 years of experience at audit firms. From 2004 to 2011, he was president of BDO Auditores Independentes, where he represented

BDO Brasil at all member firms of the international BDO network. He has vast experience in finance, accounting, external audits, economic and financial

planning and has coordinated the managerial and executive levels of various large Brazilian and multinational companies in the manufacturing and financial

industries. He served as lead partner on various IPO journeys as well as on special corporate finance projects for acquisitions and divestments. He is also a

member of the Fiscal Council of the publicly traded company Mahle Metal Leve S.A. and a member of the Fiscal Council of Centro de Integração Empresa

Escola (CIEE).

b. In the last five (5) years, Mr. Pocetti has not been subject to the effects of (i) any criminal conviction, (ii) any administrative proceeding at the Securities

and Exchange Commission of Brazil (CVM) or (iii) any unappealable judicial or administrative ruling that suspended or prohibited him from practicing any

professional or commercial activity.

Carlos Roberto de Albuquerque Sá - Taxpayer ID 212.107.217-91

a. Mr. Albuquerque Sá has been an alternate member of the Fiscal Council of Marfrig Global Foods S.A. since April 2013, having served in the same

position in 2011. He holds a bachelor’s degree in Accounting and Economics and a graduate degree in Finance from Pontifical Catholic University of Rio de

Janeiro (PUC-RJ). He was professor of Corporate Risk Management and Internal Controls in the MBA program of Armando Álvares Penteado Foundation

(FAAP) until 2012, and of Corporate Risk Management in the Director programs offered by the Brazilian Corporate Governance Institute (IBGC). Mr.

Albuquerque Sá has been a member of the Fiscal Council of J. Câmara de Goiânia since July 2011.

b. In the last five years, Mr. Sá has not been subject to the effects of (i) any criminal conviction, (ii) any administrative process at the Securities and

Exchange Commission of Brazil (CVM) or (iii) any unappealable judicial or administrative ruling that suspended or prohibited him from practicing any

professional or commercial activity.

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Marcelo Silva - Taxpayer ID 118.990.828-08

a. Mr. Silva served as alternate member of the Fiscal Council of Marfrig Global Foods S.A. in 2011. He received a bachelor’s degree in Law from

Universidade Paulista (UNIP); a technical degree in Accounting from SENAC-SP; a graduate degree in Tax Law from the Brazilian Institute of Tax Studies

(IBET). He also completed graduate specialization programs at the São Paulo Association for Tax Studies (APET), the Corporate Education Center (IOB), the

FiscoSoft Continuing Education Center and other institutions. With over 18 years of experience in tax planning and team leadership, he provides consulting

services to midsized and large companies across a number of industries, with a focus on tax credit analysis and recovery.

b. In the last five years, Mr. Silva has not been subject to the effects of (i) any criminal conviction, (ii) any administrative process at the Securities and

Exchange Commission of Brazil (CVM) or (iii) any unappealable judicial or administrative ruling that suspended or prohibited him from practicing any

professional or commercial activity.

Ely Carlos Perez – Taxpayer ID: 140.264.678-05

a. Mr. Perez received a B.S. in Accounting from Universidade São Marcos and an MBA from the Getúlio Vargas Foundation (FGV). His career has focused

on the Financial, Accounting and Process Management areas, with the last 17 years spent as a business and process consultant for implementing Enterprise

Resource Planning (ERP) systems. During this period, he has specialized in mapping processes, adapting processes to the system, implementing ERP and

training/accompanying post-implementation processes. He worked for more than 10 years at Datasul S.A.

b. In the last five years, Mr. Perez has not been subject to the effects of (i) any criminal conviction, (ii) any administrative process at the Securities and

Exchange Commission of Brazil (CVM) or (iii) any unappealable judicial or administrative ruling that suspended or prohibited him from practicing any

professional or commercial activity.

Roberto Perozzi – Taxpayer ID 008.417.618-09

a. Mr. Perozzi holds a bachelor’s degree in Business Administration from the Business School (ESAN) at the FEI University Center (1986) and an Executive

MBA from the University of São Paulo - USP (1993) and completed the Director Development Program (PDC) at the Dom Cabral Foundation - FDC (2011).

He has vast experience in the fields of Business Administration, Finance and Management, having served over the last 19 years in senior executive positions

at midsized and large Brazilian and multinational companies, where he actively participated in restructurings, acquisitions, divestments, joint ventures and

mergers of local and foreign multinationals. He coordinated the rebuilding of the valuation bases for the divestment of the logistics operations of the Philips

Group to Swiss-based Danzas Group, serving as the Interim Controller. Previously he served as CFO at Swatch Group do Brasil Ltda. (1999-2000) and as

CFO at Daruma Telecomunicações e Informática S.A. of Italian-based Urmet Group (2003-2008). He served as a member on the Fiscal Council of the publicly

traded company Lupatech S.A. from 2014 to 2015.

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b. In the last five years, Mr. Perozzi has not been subject to the effects of (i) any criminal conviction, (ii) any administrative process at the Securities and

Exchange Commission of Brazil (CVM) or (iii) any unappealable judicial or administrative ruling that suspended or prohibited him from practicing any

professional or commercial activity.

Marcílio José da Silva – Taxpayer ID 329.564.871-91

a. Mr. Silva holds a B.S. in Accounting from the Candido Rondon School of Economic and Accounting Sciences (FACEC). Previously he has served in various

positions in the accounting departments of meatpackers, including Quatro Marcos Ltda. (1996-2000) and Frigorífico Tangará Ltda. (2000-2003). He is an

accounting consultant and served as a member of the company’s Fiscal Council from April 2010 to April 2014.

b. In the last five years, Mr. Silva has not been subject to the effects of (i) any criminal conviction, (ii) any administrative process at the Securities and

Exchange Commission of Brazil (CVM) or (iii) any unappealable judicial or administrative ruling that suspended or prohibited him from practicing any

professional or commercial activity.

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ITEM 12.6 - For each person who served as director, officer and Fiscal Council member in the last fiscal year, indicate, in the form of a table, their

percentage participation in the meetings held by the respective body in said period after their investiture:

Board of Directors Member Number of Board of Directors

meetings since investiture

% participation in meetings held

after investiture

Marcos Antonio Molina dos Santos Four (4) meetings 100%

Marcia Aparecida Pascoal Marçal dos

Santos Four (4) meetings 100%

Rodrigo Marçal Filho Four (4) meetings 100%

Alain Emile Henri Martinet Four (4) meetings 100%

Marcelo Maia de Azevedo Correa Four (4) meetings 100%

Antonio dos Santos Maciel Neto Four (4) meetings 100%

Carlos Geraldo Langoni Four (4) meetings 100%

Roberto Faldini Four (4) meetings 100%

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Ernesto Lozardo Four (4) meetings

100%

Fiscal Council Member Number of Fiscal Council

meetings since investiture

% participation in meetings held

after investiture

Eduardo Augusto Rocha Pocetti Four (4) meetings 100%

Carlos Roberto de Albuquerque Sá Four (4) meetings 100%

Axel Erhard Brod Four (4) meetings 100%

68/126

ITEM 12.7. Provide the information mentioned in Subsection 12.5 for the members of the statutory committees and of the audit, risk,

financial and compensation committees, even if said committees or structures are not statutory:

- Name

- Taxpayer ID (CPF) / Passport

- Work performed for the issuer in any other capacity

- Committee type

- Description of

other Committees

- Position held

- Description of other

positions held

- Career background;

Liability statement, if any

- Profession or

occupation

- Birth

- Election date

- Investiture

date

- Term of

office

Elected by

controlling

shareholder

Marcelo Maia de Azevedo Correa

425.052.917-72

Audit Committee

Committee Coordinator

Civil Engineer

2/3/1956

April 28, 2017

April 28, 2017

2019

Annual

Meeting

Yes

Independent Director

Marcia Aparecida Pascoal Marçal dos Santos

182.070.698-21 Audit Committee Committee member (sitting

member)

Businesswoman

3/28/1973

April 28, 2017

April 28, 2017

2019

Annual

Meeting

Yes

Non-Independent Director

Non-Independent Director

Antonio dos Santos Maciel Neto

532.774.067-68

Compensation,

Corporate

Governance and

Human Resources

Committee

Audit Committee

Committee Coordinator

Mechanical

Engineer

10/11/1957

April 28, 2017

April 28, 2017

2019

Annual

Meeting

Yes

Independent Director

Member of the Finance and Risk Management Committee

Carlos Geraldo Langoni

110.847.077-72

Finance and

Risk Management

Committee Committee Coordinator

Economist

7/23/1944

April 28, 2017

April 28, 2017

2019

Annual

Meeting

Yes

Independent Director

Member of the Compensation, Corporate Governance and Human Resources Committee

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José Eduardo de Oliveira Miron

042.332.028-90

Finance and

Risk Management

Committee Committee member

Accountant

54

April 28, 2017

April 28, 2017

2019

Annual

Meeting

Yes

Executive Board

Roberto Faldini

070.206.438-68

Member of the

Compensation,

Corporate

Governance and

Human Resources

Committee

Committee member

Business

Administration

68

April 28, 2017

April 28, 2017

2019

Annual

Meeting

Yes

Independent Director

Marcia Aparecida Pascoal Marçal dos Santos - Taxpayer ID 182.070.698-21

a. Ms. Marçal dos Santos has been a member of the Board of Directors of Marfrig Global Foods S.A since March 2007. With long experience in the food

industry, she has been serving the Company for many years first as a management member and since 2007 as director. From 2000 to 2006, she served as

chief financial officer and chief audit executive. In addition, Ms. Marçal dos Santos is an active participant and Executive President of the Instituto Marfrig

Fazer and Ser Feliz de Responsabilidade Social, Marfrig’s social investing institute, and a shareholder and deputy chief executive of MMS Participações S.A.,

the controlling shareholder of the Company.

b. No judgment of guilty (final or otherwise) has been entered in the last five years against Ms. Marçal dos Santos in any criminal proceedings or any

disciplinary proceedings processed before the CVM, or in any other court or administrative proceedings, whose effect could be that of having her banned or

barred from practicing or performing, or disqualified to practice or perform professional or business activities of any kind.

Marcelo Maia de Azevedo Correa - Taxpayer ID 425.052.917-72

a. Mr. Correa has been an independent member of the Board of Directors of Marfrig Global Foods S.A since May 2007. He formerly served as chief

executive officer of Grupo Neoenergia S.A., as a member of the board of governors of ONS (Operador Nacional do Sistema Elétrico) the Brazilian

Electric Power System Operator, and as director of electric power utilities in the Brazilian states of Bahia (Coelba), Rio Gr ande do Norte (Cosern) and

Pernambuco (Celpe), and as director of local power utilities, thermal power stations and small hydropower plants (Itapebi , Termopernambuco, Bahia PCH I,

Afluente, Goiás Sul and Baguari I) operated by the Neoenergia group. Previously, he served as chairman of the board of CPFL – Piratininga (2001 – 2002),

chief executive officer of VBC Energia S.A. (1997 – 2004), member of the fiscal council of RGE – Rio Grande Energia (1997 – 1999) and of CPFL – Paulista

70/126

(2000). Mr. Correa holds a graduate degree in eng ineering (1982) from the Pontifical Catholic University of Rio de Janeiro and a master’s degree in

Finance (1992) from the IBMEC.

b. No judgment of guilty (final or otherwise) has been entered in the last five years against Mr. Correa in any criminal proceedings or any disciplinary

proceedings processed before the CVM, or in any other court or administrative proceedings, whose effect could be that of having him banned or barred from

practicing or performing, or disqualified to practice or perform professional or business activities of any kind.

Antonio dos Santos Maciel Neto - Taxpayer ID 532.774.067-68

a. Mr. Maciel Neto has been an independent member of the Board of Directors of Marfrig Global Foods S.A since May 2007. Additionally, he currently

serves as Chief Executive Officer of the CAOA Group and as a member of the board of directors of Archer Daniels Midland Company, a U.S. -based

global food processing and commodities trading corporation. Previously, he served as chief executive officer of Suzano Papel e Celulose S/A (pulp and

paper producer). In addition, from 1999 to May 2006, Mr. Maciel Neto held various executive positions with the Ford conglome rate, including as

corporate vice president of the Ford Motor Company (2004), President of Ford’s South America Operations (2003 – 2006) and chief executive officer

of Ford Brazil (1999 – 2003). He is a former Chairman of the Itamarati Group (sugarcane, renewable energy; from 1997 to 1999) and of CECRISA -

Revestimentos Cerâmicos (ceramic tiles, from 1993 to 1997). Between 1990 and 1993, he held various positions in the federal government of Brazil,

including as Adjunct Director of the Manufacturing and Commerce Department of the Ministry of Development Manufacturing and T rade, and National

Adjunct Secretary of Economics of the Ministry of Finance, and Vice Minister of the Ministry of Industry, Commerce and Touris m. In the same period

he was technical coordinator of the Brazilian Quality and Productivity Program (Programa Brasileiro de Qualidade e Produtividade) or PBQP. He began

his professional career at Petrobras in 1980, where he worked for ten years. Mr. Maciel Neto holds a graduate degree in Mech anical Engineering

(1979) from the Federal University of Rio de Janeiro.

b. No judgment of guilty (final or otherwise) has been entered in the last five years against Mr. Maciel Neto in any criminal proceedings or any disciplinary

proceedings processed before the CVM, or in any other court or administrative proceedings, whose effect could be that of having him banned or barred from

practicing or performing, or disqualified to practice or perform professional or business activities of any kind.

Roberto Faldini – CPF/MF: 070.206.438-68

a. Mr. Roberto Faldini, 68, born on September 6, 1948, holds a bachelor’s degree in Business Administration from the School of Economics and

Business Administration at the Getúlio Vargas Foundation (EAESP-FGV) and completed a non-degree program in Advanced Management at the Dom

Cabral Foundation and at INSEAD – Fontainebleau, a non-degree program in Entrepreneurship at Babson College – Boston and a non-degree program

in Corporate Governance Board Leadership – TOT (Training of Trainers) at the IFC and Brazilian Corporate Governance Institute (IBGC). He is the co-

founder of the IBGC, an organization dedicated to promoting corporate governance in the country, and is an associate member o f the Brazilian Institute

of Financial Executives (IBEF), an autarchy that promotes professional and social relationships among professionals in the financial industry. He is an

executive director, shareholder and board member at Metal Leve S.A., a producer of automotive components, where he served chi ef financial officer

71/126

and investor relations officer from 1980 to 1992 and as a board member from 1993 to 1996. He served as president of the Securities and Exchange

Commission of Brazil (CVM) in 1992. He also served as the director in São Paulo of the Family Business Center (PDA) at the Do m Cabral Foundation

(FDC). Over the course of his career, he has served on the board of directors or advisory boards of various companies, which include: a) Bovespa –

Bolsa de Valores de São Paulo; b) CPFL – Companhia Paulista de Força e Luz S.A.; c) KlickNet S.A.; d) Inpar S.A.; and e) Sadia S.A./ BRF S.A. He

is an arbiter on the Market Arbitration Chamber of the Brazilian Stock Exchange (BM&FBOVESPA), a member of the Content Develo pment Board of

FBN – Family Business Network in Brazil and a member of the Corporate Governance and Business committees of Amcham - SP. He is currently a

statutory board member of the following companies: a) VULCABRAS|AZALEIA S.A. (since 2011); b) Banco BMG S.A. (since 2013); c) Grupo Everest

de Hotéis (since 2013); d) Metalúrgica Golin SA since April 2016; and e) non-statutory board member of EMIBRA Indústria de Embalagens Gráficas

Ltda. (since 2008).

b. In the last five (5) years, Mr. Faldini has not been subject to (i) any criminal conviction, (ii) any administrative proceeding at the Securities and

Exchange Commission of Brazil (CVM) or (iii) any unappealable judicial or administrative ruling that suspended or prohibited him from practicing any

professional or commercial activity.

Carlos Geraldo Langoni - Taxpayer ID 110.847.077-72

a. Mr. Langoni has been an independent member of the Board of Directors of Marfrig Global Foods S.A since May 2007. He currently serves as a

member of the board of directors of Souza Cruz (a subsidiary of British American Tobacco), member of the Advisory Board of the Guardian Industries

group, President of Projeta Consultoria Economica Ltda. and Senior Adviser to Companhia Vale do Rio Doce. He also served as Chairman of the Board

of Governors of the Central Bank of Brazil between 1980 and 1983. Mr. Langoni holds a graduate degree in Economics (1968) from the Federal University

of Rio de Janeiro, Brazil, and a PhD degree in Economics (1970) from the University of Chicago, United States.

b. No judgment of guilty (final or otherwise) has been entered in the last five years against Mr. Langoni in any criminal proceedings or any disciplinary

proceedings processed before the CVM, or in any other court or administrative proceedings, whose effect could be that of having him banned or barred from

practicing or performing, or disqualified to practice or perform professional or business activities of any kind.

72/126

ITEM 12.8 - For each person who served as a member of the statutory committees and of the audit, risk, financial and compensation

committees, even if said committees or structures are not statutory, indicate, in the form of a table, their percentage participation in

the meetings held by the respective body in said period after their investiture:

Audit Committee Member Number of meetings held on 2017 % participation in meetings held

after investiture

Marcelo Maia de Azevedo Correa Eight (8) meetings

100%

Antonio dos Santos Maciel Neto Eight (8) meetings held 100%

Marcia Ap. Pascoal Marçal dos Santos Eight (8) meetings

100%

Financial and Risk Management Committee

Member Number of meetings held on 2017

% participation in meetings held

after investiture

Carlos Geraldo Langoni Two (2) meetings

100%

Antonio dos Santos Maciel Neto Two (2) meetings

100%

Marcelo Maia de Azevedo Correa Two (2) meetings

100%

José Eduardo de Oliveira Miron Two (2) meetings

100%

73/126

Compensation, Corporate Governance and

Human Resources Committee Member Number of meetings held on 2017

% participation in meetings held

after investiture

Antonio dos Santos Maciel Neto Three (3) meetings

100%

Carlos Geraldo Langoni Three (3) meetings

100%

Roberto Faldini Three (3) meetings

100%

74/126

12.9. Inform the existence of any marital, steady union or family relationship to the second degree between: a) the directors, officers

of Fiscal Council members of the issuer; b) i. the directors, officers of Fiscal Council members of the issuer and ii. the directors,

officers of Fiscal Council members of the direct or indirect subsidiaries of the issuer; c) i. the directors, officers of Fiscal Council

members of the issuer or of its direct or indirect subsidiaries and ii. the direct or indirect controlling shareholders of the issuer; d) i.

the directors, officers of Fiscal Council members of the issuer and ii. the directors, officers of Fiscal Council members of the direct

or indirect parent company of the issuer.

Name

Position

Taxpayer ID

(CPF)

Corporate name of the issuer,

or parent or subsidiary company Taxpayer ID (CNPJ)

Type of relationship with the director /

officer of the issuer or parent or subsidiary

company

Director/officer of the issuer or parent or subsidiary company

Marcos Antonio Molina dos Santos 102.174.668-18 Marfrig Global Foods S.A.

Chairman of the Board 03.853.896/0001-40 Spouse (1st degree relative)

Related person

Marcia Aparecida Pascoal Marçal dos Santos 182.070.698-21 Marfrig Global Foods S.A. 03.853.896/0001-40

Non-independent director

Note

Nihil

Director/officer of the issuer or parent or subsidiary

company

Marcos Antonio Molina dos Santos 102.174.668-18 Marfrig Global Foods S.A. 03.853.896/0001-40 Sibling-in-law (2nd degree relative)

Chairman of the Board

Related person

Rodrigo Marçal Filho 184.346.398-90 Marfrig Global Foods S.A. 03.853.896/0001-40

Non-independent director

Executive Officer (Board of Executive Officers)

75/126

Note

Mr. Rodrigo Marçal Filho is the brother of Ms. Marcia Aparecida Pascoal Marçal dos Santos, who in turn is married to Mr. Marcos Antonio Molina dos Santos, the

Chairman of our Board of Directors.

76/126

12.10. Inform the existence of any relationships of subordination, provision of services or controls in the last three fiscal years

between the directors, officers of Fiscal Council members of the issuer and: a) the direct or indirect subsidiary of the issuer, with the

exception of those in which the issuer directly or indirectly holds all of its capital; b) the direct or indirect controlling shareholder; c)

if relevant, the suppliers, clients, debtors or creditors of the issuer, of its subsidiaries or of the controlling shareholders or subsidiaries

of any of these persons.

Identification

Position or function

Taxpayer ID

(CPF or CNPJ) Type of Relationship Type of related person

Year ended December 31, 2017

Director of the Issuer

Marcos Antonio Molina dos Santos 102.174.668-18 Controlling interest Direct controlling shareholder

Chairman of the Board of Directors

Related Person

MMS PARTICIPAÇÕES LTDA. 08.542.030/0001-31

Director of the Issuer

Marcia Aparecida Pascoal Marçal dos Santos 182.070.698-21 Controlling interest Direct controlling shareholder

Director

Related Person

MMS PARTICIPAÇÕES LTDA. 08.542.030/0001-31

Note

MMS Participações is the controlling shareholder of Marfrig Global Foods S.A. Its only shareholders are Mr. Marcos Antonio Molina dos Santos and Ms. Marcia

Aparecida Pascoal Marçal dos Santos.

Year ended December 31, 2016

Director of the Issuer

Marcos Antonio Molina dos Santos 102.174.668-18 Controlling interest Direct controlling shareholder

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Chairman of the Board of Directors

Related Person

MMS PARTICIPAÇÕES LTDA 08.542.030/0001-31

Director of the Issuer

Marcia Aparecida Pascoal Marçal dos Santos 182.070.698-21 Controlling interest Direct controlling shareholder

Director

Related Person

MMS PARTICIPAÇÕES LTDA 08.542.030/0001-31

Note

MMS Participações Ltda is the controlling shareholder of Marfrig Global Foods S.A. Its only partners are Mr. Marcos Antonio Molina dos Santos and Ms. Marcia

Aparecida Pascoal Marçal dos Santos.

Year ended December 31, 2015

Director of the Issuer

Marcos Antonio Molina dos Santos 102.174.668-18 Controlling interest Direct controlling shareholder

Chairman of the Board of Directors and Chief Executive Officer

Related Person

MMS PARTICIPAÇÕES S.A. 08.542.030/0001-31

Director of the Issuer

Marcia Aparecida Pascoal Marçal dos Santos 182.070.698-21 Controlling interest Direct controlling shareholder

Director

Related Person

MMS PARTICIPAÇÕES S.A. 08.542.030/0001-31

78/126

Note

MMS Participações is the controlling shareholder of Marfrig Global Foods S.A. Its only shareholders are Mr. Marcos Antonio Molina dos Santos and Ms. Marcia

Aparecida Pascoal Marçal dos Santos.

79/126

APPENDIX VI

EXECUTIVE COMPENSATION

13.1 Compensation policy or practices, including executive officers not specified in the bylaws

13.1 Compensation policy or practices, including executive officers not specified in the

bylaws

(a) Objectives of the compensation policy or practice

The compensation policy of the Corporation attracts, retains and establishes the criteria,

responsibilities and definitions for the compensation of its managers. The policy also aims to

motivate executives of the Corporation to grow and develop to reach their maximum potential,

to align their performance with the business objectives of the Corporation, recognizing their

performance through the payment of incentives (short- and long-term).

The Compensation, Corporate Governance and Human Resources Committee is the

deliberative body charged with evaluating the managers of the Corporation and subsequent

compensation owed to each one of them pursuant to the compensation policy. The committee

is formed by members of the Board of Directors.

The parameters used to determine the compensation of the managers are based on market

practices.

(b) composition of the compensation

(i) description of compensation elements and their individual purposes

Board of Directors

The compensation of the members of the Board of Directors of the Corporation in 2017 is

composed of a monthly fixed compensation that is set annually for each of the members and

specific benefits, seeking to reward monetarily the members of the Board of Directors in

accordance with their responsibilities and professional experience with the Corporation. The

members of the Board of Directors of the Company receive different remuneration, since they

are remunerated according to the level of participation of each one. And for the same reason,

there are members of the Company's Board of Directors who receive higher remunerations

than Executive Officers Statutory. The Corporation’s stock option plan also provides variable

80/126

compensation for the Board of Directors. However, long-term incentives were not granted for

the Board of Directors for fiscal year 2017 and will not be granted for fiscal year 2018.

Executive Officers

The compensation of the Executive Officers Statutory and Non-Statutory of the Corporation is

composed of:

• a fixed portion, which includes a monthly salary that is set annually for each of the

members and various benefits, seeking to reward monetarily the Executive Officers in

accordance with their responsibilities and professional experience with the Corporation;

and

• a variable portion, which includes (i) a share in the profits of the Corporation; and

(ii) compensation based on the stock option plan of the Corporation.

Fiscal Council

The compensation of the members of the Fiscal Council is composed of a fixed portion, which

includes one monthly compensation established annually for each of its members and benefits,

aiming to reward monetarily the members of the Fiscal Council in accordance with their

responsibilities and professional experience with the Corporation.

81/126

Committees

All participants in the various advisory committees to the Board of Directors, such as the

Financial and Risk Management Committee, Audit Committee and Compensation, Corporate

Governance and Human Resources Committee, may be remunerated for their participation in

said committees.

(ii) the proportion of each element in the total compensation

Fiscal year ended 12/31/2017

Fixed Portion - % Variable Portion- %

Board of Directors 100% -

Board of Executive

Officers

58.8% 41.2%

Fiscal Council 100% -

Fiscal year ended 12/31/2016

Fixed Portion - % Variable Portion- %

Board of Directors 100% -

Board of Executive

Officers

58.5% 41.5%

Fiscal Council 100% -

Fiscal year ended 12/31/2015

Fixed Portion - % Variable Portion- %

Board of Directors 100% -

Board of Executive

Officers

64.7% 35.3%

Fiscal Council 100% -

(iii) the calculation and adjustment methodology used for each compensation element

The composition of the compensation of Managers is determined based on a salary survey

conducted at least every 2 years with a select group of companies (peer group) in the food

segment and of Brazilian publicly traded companies with a presence abroad, which analyzes

the competitiveness of various components of the aggregate compensation of executives

(base salary, short and long-term incentives and benefits).

82/126

Based on the results of the salary survey, a revision is made to the Marfrig Group’ Salary Table,

which forms the structure of the Corporation's positions and salaries (fixed portion).

Meanwhile, the variable portion consists of short and long-term compensation calculated based

on the achievement of financial and individual targets.

83/126

(iv) the reasons justifying the composition of the compensation

The reasons justifying the composition of the compensation are: (i) to attract and retain the

professionals of the Corporation and to recognize their performance; (ii) to align the

compensation with market practices and governing law and regulations; (iii) to be economically

viable; (iv) to recognize the performance of individuals and that of the organization; and (v) to

encourage commitment to the results and alignment with the Corporation's objectives.

(v) existence of unsalaried members by the issuer and the reasons for this fact

The compensation of the Board of Directors is made up of the compensation of eight members.

The other two members opted for not receiving compensation as Board members, one of whom

is also a member of the Executive Officers Board and receives compensation from that body.

(c) Key performance indicators considered to determine each compensation element

Board of Directors

The Corporation’s stock option plan provides variable compensation for the Board of Directors.

However, long-term incentives were not granted for the Board of Directors for fiscal year 2017

and will not be granted for fiscal year 2018.

Executive Officers

The monthly compensation of each Executive Officer is associated to his program evaluation,

as well as his individual performance.

The short and long-term incentives, in turn, are conditioned to achievement of internal targets

and Corporation’s performance.

The indicators considered in determining the short-term variable compensation and long-term

incentives are:

• Net revenue: Corporation’s revenue net of direct taxes, cancellations and discounts

• EBITDA Margin: Percentage value obtained by dividing EBITDA by the net revenue of

the Corporation.

• Free Cash Flow: The Corporation’s operating cash flow, less capex and financial

expenses.

• Capex deviation: It is the percentage attainment of the amount invested by the

Corporation in property, plant and equipment, as well as intangible and biological assets

in the period.

• Individual: up to five targets are proposed for the management of the executive’s area,

which focus on results that are aligned with the guidelines defined by the immediate

84/126

leader, taking into account, among other things, the budget, sales, revenue and

productivity.

The indicators and targets of the Board of Executive Officers are in line with the Guidances

announced to the market in the materials facts notice of March 2, 2015 and February 29, 2016,

and management contracts are drafted that include function-specific factors and the indicators

of the overall performance of the Corporation.

Fiscal Council

Not applicable.

(d) How the compensation is structured to reflect the evolution in performance

indicators

Board of Directors

Not applicable for fiscal year 2017 and 2018.

Executive Officers

The compensation is determined by the individual performance and by the achievement of

established targets, as identified in item (c), which are compared at the end of the fiscal year

to the proposed target.

Fiscal Council

Not applicable.

e) How the compensation policy or practice is aligned with the short-, medium- and long-

term interests of the issuer

Since the Corporation adopts market practices to determine its compensation policy (both fixed

and variable), the practices motivate and recognize the executives’ efforts towards achieving

the business objectives, which further aligns the relationship between the Corporation and the

manager. The sum of the compensations (fixed, variable and indirect/benefits) should be

compatible with the peer group.

The fixed remuneration (or base salary) aims to reward executives in accordance with the level

of contribution of their positions within the position and wage structure of the Corporation. The

wage table of the Corporation is reviewed at least every 2 years in accordance with the salary

survey conducted of the peer group, as mentioned above.

The short-term variable compensation aims to recognize the results obtained by the

Corporation in the financial, operational and human dimensions, in accordance with the mix of

annual corporate objectives, as indicated in item (c).

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The long-term incentive aims to retain executives and provide a deferred long-term reward

through the annual assessment of targets, as indicated in item (c), and is granted on an annual

basis through the specific stock option plan with 25% deferred each year.

(f) existence of compensation borne by the subsidiaries or direct or indirect controlling

shareholders

Board of Directors

Not applicable.

Executive Officers

There are portions of compensation received by a single manager, who is a member of the

Board of Executive Officers, due to his position in the issuer, which is supported by one of the

subsidiaries of the Group, Frigorifico Tacuarembo S.A. Such compensation is composed

exclusively of a fixed portion, which includes a monthly salary.

Fiscal Council

Not applicable.

(g) existence of any compensation or benefits linked to the occurrence of certain

corporate events, such as the transfer of control of the issuer

Not applicable, since no component of the compensation of the managers of the Corporation

is linked to ownership events.

86/126

13.2 Total compensation attributable to members of the board of directors, board of

executive officers established by the bylaws and Fiscal Council

Total compensation estimated for the current fiscal year ending 12/31/2018 – Annual Amounts

Board of

Directors

Board of

Executive

Officers

Fiscal Council Total

Number of members 10.00 5.00 6.00 21.00

Number of

remunerated members 8.00 5.00 6.00 19.00

Annual fixed

compensation

Regular remuneration 6,095,333.33 8,325,566.05 702,339.90 15,123,239.28

Direct and indirect

benefits

94,332.00 262,041.12 4,524.84 360,897.96

Participation in

committees

360,000.00 - - 360,000.00

Other 1,291,066.67 2,089,018.71 140,467.98 3,520,553.36

Description of other

fixed compensation Charges (INSS)

Charges (INSS

and FGTS) Charges (INSS) -

Variable

compensation

Bonuses - - - -

Profit sharing - 3,543,563.96 - 3,543,563.96

Attendance to

meetings - - - -

Commissions - - - -

Other - - - -

Description of other

variable compensation - - - -

Post-employment

benefits - - - -

Severance benefits - - - -

Share-based

payments - 1,771,781.98 - 1,771,781.98

Notes - - - -

87/126

Total compensation estimated for the current fiscal year ending 12/31/2018 – Annual Amounts

Board of

Directors

Board of

Executive

Officers

Fiscal Council Total

Total compensation 7,840,732.00 15,991,971.82 847,332.72 24,680,036.54

88/126

Total compensation for the fiscal year ending 12/31/2017 – Annual Amounts

Board of Directors Board of Executive

Officers

Fiscal Council Total

Number of

members

9.92 5.00 6.00 20.92

Number of

remunerated

members

7.50 5.00 6.00 18.50

Annual fixed

compensation

Regular

remuneration

4,313,158.62 6,905,671.39 621,414.00 11,840,244.01

Direct and

indirect

benefits

78,453.24 223,872.32 2,833.68 305,159.24

Participation in

committees

1,320,000.00 - - 1,320,000.00

Other 1,126,631.65 1,702,566.12 124,282.80 2,953,480.57

Description of

other fixed

compensation

Charges (INSS) Charges (INSS and

FGTS) Charges (INSS) -

Variable

compensation

Bonuses - - - -

Profit sharing - 5,854,223.28 - 5,854,223.28

Attendance to

meetings - - - -

Commissions - - - -

Other - - - -

Description of

other variable

compensation

- - - -

Post-

employment

benefits

- - - -

89/126

Total compensation for the fiscal year ending 12/31/2017 – Annual Amounts

Board of Directors Board of Executive

Officers

Fiscal Council Total

Severance

benefits - - - -

Share-based

payments - 321,645.41 - 321,645.41

Notes

Number of members

calculated pursuant

to the criteria in

Circular Letter

CVM/SEP/Nº03/2012.

Number of members

calculated pursuant

to the criteria in

Circular Letter

CVM/SEP/Nº03/2012.

Number of members

calculated pursuant

to the criteria in

Circular Letter

CVM/SEP/Nº03/2012.

-

Total

compensation

6,838,243.51 15,007,978.52 748,530.48 22,594,752.51

90/126

Total compensation for the fiscal year ending 12/31/2016 – Annual Amounts

Board of Directors Board of Executive

Officers

Fiscal Council Total

Number of

members 9.00 5.33 6.00 20.33

Number of

remunerated

members

6.00 5.33 6.00 17.33

Annual fixed

compensation

Regular

remuneration 4,301,491.95 7,635,659.08 621,989.37 12,559,140.40

Direct and

indirect

benefits

78,349.68 230,686.30 3,274.00 312,309.98

Participation in

committees 1,080,000.00 - - 1,080,000.00

Other 1,076,298.32 1,706,902.79 124,397.89 2,907,598.99

Description of

other fixed

compensation

Charges (INSS) Charges (INSS and

FGTS) Charges (INSS) -

Variable

compensation

Bonuses - - - -

Profit sharing - 4,951,287.12 - 4,951,287.12

Attendance to

meetings - - - -

Commissions - - - -

Other - - - -

Description of

other variable

compensation

- - - -

Post-

employment

benefits

- - - -

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Total compensation for the fiscal year ending 12/31/2016 – Annual Amounts

Board of Directors Board of Executive

Officers

Fiscal Council Total

Severance

benefits - 1,067,668.55 - 1,067,668.55

Share-based

payments - 777,131.69 - 777,131.69

Notes

Number of members

calculated pursuant

to the criteria in

Circular Letter

CVM/SEP/Nº03/2012.

Number of members

calculated pursuant

to the criteria in

Circular Letter

CVM/SEP/Nº03/2012.

Number of members

calculated pursuant

to the criteria in

Circular Letter

CVM/SEP/Nº03/2012.

-

Total

compensation 6,536,139.95 16,369,335.52 749,661.26 23,655.136.73

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Total compensation for the fiscal year ending 12/31/2015 – Annual Amounts

Board of Directors Board of Executive

Officers

Fiscal Council Total

Number of

members 8.75 5.75 6.00 20.50

Number of

remunerated

members

5.75 5.75 6.00 17.50

Annual fixed

compensation

Regular

remuneration 4,263,491.95 8,367,169.24 631,748.01 13,262,409.20

Direct and

indirect

benefits

76,937.40 616,031.92 3,173.88 696,143.20

Participation in

committees 1,080,000.00 - - 1,080,000.00

Other 1,068,698.32 2,023,035.02 126,349.60 3,218,082.94

Description of

other fixed

compensation

Charges (INSS) Charges (INSS and

FGTS) Charges (INSS) -

Variable

compensation

Bonuses - - - -

Profit sharing - 5,248,542.35 - 5,248,542.35

Attendance to

meetings - - - -

Commissions - - - -

Other - - - -

Description of

other variable

compensation

- - - -

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Total compensation for the fiscal year ending 12/31/2015 – Annual Amounts

Board of Directors Board of Executive

Officers

Fiscal Council Total

Post-

employment

benefits

- - - -

Severance

benefits - - - -

Share-based

payments - 750,005.69 - 750,005.69

Notes

Number of members

calculated pursuant

to the criteria in

Circular Letter

CVM/SEP/Nº03/2012.

Number of members

calculated pursuant

to the criteria in

Circular Letter

CVM/SEP/Nº03/2012.

Number of members

calculated pursuant

to the criteria in

Circular Letter

CVM/SEP/Nº03/2012.

-

Total

compensation 6,489,127.67 17,004,784.21 761,271.49 24,255,183.37

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13.3 Variable compensation of the members of the board of directors, board of executive

officers established by the bylaws and Fiscal Council

Variable compensation estimated for fiscal year ended December 31, 2018

Board of

Directors

Board of

Executive

Officers

Fiscal

Council

Total

Number of members 10.00 5.00 6.00 21.00

Number of remunerated members - 5.00 - 5.00

Bonuses

Lowest amount foreseen in the

compensation plan - - - -

Highest amount foreseen in the

compensation plan - - - -

Amount foreseen in the compensation

plan for goals attained - - - -

Profit sharing

Lowest amount foreseen in the

compensation plan - 3,189,207.56 - 3,189,207.56

Highest amount foreseen in the

compensation plan - 4,252,276.75 - 4,252,276.75

Amount foreseen in the compensation

plan for goals attained - 3,543,563.96 - 3,543,563.96

Variable compensation estimated for fiscal year ended December 31, 2017

Board of

Directors

Board of

Executive

Officers

Fiscal

Council

Total

Number of members 11.00 5.00 6.00 22.00

Number of remunerated members - 5.00 - 5.00

Bonuses

Lowest amount foreseen in the

compensation plan - - - -

Highest amount foreseen in the

compensation plan - - - -

Amount foreseen in the compensation

plan for goals attained - - - -

95/126

Variable compensation estimated for fiscal year ended December 31, 2017

Board of

Directors

Board of

Executive

Officers

Fiscal

Council

Total

Amount effectively recognized as

profit or loss in the fiscal year - - - -

Profit sharing

Lowest amount foreseen in the

compensation plan - 3,206,292.98 - 3,206,292.98

Highest amount foreseen in the

compensation plan - 4,275,057.30 - 4,275,057.30

Amount foreseen in the compensation

plan for goals attained - 3,562,547.75 - 3,562,547.75

Amount effectively recognized as

profit or loss in the fiscal year - 5,854,223.28 - 5,854,223.28

Variable compensation for fiscal year ended December 31, 2016

Board of

Directors

Board of

Executive

Officers

Fiscal

Council

Total

Number of members 9.00 5.33 6.00 20.33

Number of remunerated members - 5.33 - 5.33

Bonuses

Lowest amount foreseen in the

compensation plan - - - -

Highest amount foreseen in the

compensation plan - - - -

Amount foreseen in the compensation

plan for goals attained - - - -

Amount effectively recognized as

profit or loss in the fiscal year - - - -

Profit sharing

Lowest amount foreseen in the

compensation plan - 5,487,780.74 - 5,487,780.74

Highest amount foreseen in the

compensation plan - 7,317,040.98 - 7,317,040.98

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Variable compensation for fiscal year ended December 31, 2016

Board of

Directors

Board of

Executive

Officers

Fiscal

Council

Total

Amount foreseen in the compensation

plan for goals attained - 6,097,534.15 - 6,097,534.15

Amount effectively recognized as

profit or loss in the fiscal year - 4,951,287.12 - 4,951,287.12

97/126

Variable compensation for fiscal year ended December 31, 2015

Board of

Directors

Board of

Executive

Officers

Fiscal

Council

Total

Number of members 8.75 5.75 6.00 20.50

Number of remunerated members - 5.00 - 5.00

Bonuses

Lowest amount foreseen in the

compensation plan - - - -

Highest amount foreseen in the

compensation plan - - - -

Amount foreseen in the compensation

plan for goals attained - - - -

Amount effectively recognized as

profit or loss in the fiscal year - - - -

Profit sharing

Lowest amount foreseen in the

compensation plan - 7,042,696.36 - 7,042,696.36

Highest amount foreseen in the

compensation plan - 9,390,261.81 - 9,390,261.81

Amount foreseen in the compensation

plan for goals attained - 7,825,218.18 - 7,825,218.18

Amount effectively recognized as

profit or loss in the fiscal year - 5,248,542.35 - 5,248,542.35

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13.4 Share-based compensation plan attributable to directors and statutory officers, in

force in the last fiscal year and estimated for the current fiscal year

Board of Directors

Not applicable.

Executive Officers

a) General terms and conditions

On May 29, 2009, the shareholders convened in an Extraordinary Shareholders' Meeting

approved the general guidelines of the stock option plan of the Corporation ("Stock Option

Plan"). The specific terms of the Stock Option Plan are as follows:

Administration of the Stock Option Plan

The Stock Option Plan targets the managers, employees in leadership positions and

outsourced service providers of the Corporation or its subsidiaries (“Beneficiaries”). The Plan

is managed by the Board of Directors of the Corporation, which may delegate its functions,

observing the restrictions provided for by law, to a committee especially created for such

purpose (“Committee”).

If a Committee is created, it must be formed by at least three (3) members, one of whom must

be a Director at the Corporation, while the other members must be elected by the Board of

Directors. The members of the Board of Directors and of the Committee are not eligible to

become beneficiaries of the Stock Option Plan.

If the general conditions of the Stock Option Plan and the guidelines established by the

Shareholders’ Meeting of the Corporation have been fulfilled, the Board of Directors shall have

broad powers to take all the necessary and appropriate measures to manage the Stock Option

Plan, including:

(i) granting options under the terms of the Stock Option Plan, as well as drafting and

applying the specific rules for each grant;

(ii) defining goals for the performance of the managers, employees and service providers

of the Corporation or other legal entities under its control, with the aim of establishing

objective criteria for selecting the Beneficiaries;

(iii) selecting the Beneficiaries of the Stock Option Plan and authorizing the granting of stock

options to them, establishing all the conditions for the options to be granted and

modifying such conditions when required to align the options with governing law and

regulations;

(iv) issuing new shares in the Corporation within the authorized capital limit in order to meet

the needs for exercising the options granted under the terms of the Stock Option Plan;

(v) creating Specific Programs (defined below) for granting the stock options.

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In the exercise of its powers, the Board of Directors shall be subject only to the limits

established by law and in the Stock Option Plan, with it clear that the Board of Directors may

adopt different treatments for the managers, employees and service providers of the

Corporation or the other legal entities under its control in similar situations, and that it is not

obliged by any equal-treatment rule to extend to everyone conditions that it deems applicable

only to certain individuals or groups of individuals.

Creation of Specific Programs

Periodically, the Board of Directors or Committee may create stock option grant programs with

specific conditions concerning the members, the number of options granted, the performance

goals to be met, the option exercise price and other conditions (“Specific Programs”), which

may not have any relationship to the general conditions established by the Stock Option Plan.

As of the date hereof, eleven Specific Programs have been created.

The Board of Directors of the Corporation will determine the Beneficiaries to whom stock

options will be granted pursuant to the Stock Option Plan, the number of shares that may be

acquired through the exercise of each option, the strike price of each option and payment

conditions, the vesting period and conditions for exercise of each option and any other

conditions related to such options.

The granting of stock options pursuant to the Stock Option Plan is effected by executing the

stock option agreement between the Corporation and the Beneficiaries, which must specify,

without harming the other conditions determined by the Board of Directors: (a) the number of

shares being granted; (b) the vesting conditions; (c) the expiration of the stock options; and (d)

the strike price and payment conditions (“Option Agreement”).

The Option Agreements will be individually prepared for each Beneficiary and the Board of

Directors may establish specific terms and conditions for each Option Agreement, without the

need to apply any rule of isonomy or analogy among Beneficiaries, regardless of the event of

similar or identical conditions.

Duration of the Stock Option Plan

The Stock Option Plan shall be in force from the date of its approval by the Shareholder’s

Meeting of the Corporation and may be terminated at any time by decision of the Shareholders’

Meeting. The termination of the Stock Option Plan does not affect the validity of the options

still in force granted under the plan.

General Provisions

To satisfy the exercise of stock options granted under the terms of the Stock Option Plan, the

Corporation may, at the discretion of the Board of Directors: (a) issue new shares within the

limit of the capital authorized; or (b) sell shares held in treasury.

Shareholders will not be entitled to preemptive rights in the grant or exercise of stock options

under the Stock Option Plan, in accordance with Article 171, Paragraph 3 of Brazilian

Corporations Law.

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The Shares acquired due to the exercise of options under the terms of the Stock Option Plan

shall maintain all rights inherent to their type, except in the case of item 7.2.1. of the Stock

Option Plan, as well as any provision to the contrary established by the Board of Directors.

No provision of the Stock Option Plan or option granted under the terms of the Stock Option

Plan should entitle any Beneficiary to remain an manager and/or employee of the Corporation

and should not interfere in any way in the right of the Corporation to, at any time and subject

to the legal and contractual conditions, terminate the employment agreement of the employee

and/or suspend their mandate as manager.

Each Beneficiary must explicitly comply with the terms of the Stock Option Plan and sign a

written declaration without any qualifications and in accordance with the terms of the Stock

Trading Policy of the Corporation.

In the interest of the Corporation and its shareholders, the Board of Directors may review the

conditions of the Stock Option Plan, provided it does not change its basic principles.

(b) Main objectives of the plan

The objective of the Stock Option Plan is to allow the managers, employees and service

providers of the Corporation and other legal entities under its control, subject to certain

conditions, to acquire stock in the Corporation, in order to: (a) promote the expansion, success

and execution of the corporate objectives; (b) align the interests of the Corporation’s

shareholders with those of its directors, officers, employees and service provides or other

companies under its control; and (c) enable the Corporation or its subsidiaries to contract and

retain directors, officers, employees and service providers.

(c) How the plan contributes to these objectives

As mentioned in the previous item, the objectives of the Stock Option Plan are: (a) to promote

the expansion, success and execution of the corporate objectives; (b) to align the interests of

the Corporation’s shareholders with those of its directors, officers, employees and service

provides; and (c) to enable the Corporation or its subsidiaries to contract and retain directors,

officers, employees and service providers.

Therefore, by establishing the guidelines and rules, the Stock Option Plan motivates the

executives of the Corporation to grow and develop in order to reach their maximum potential,

consistent with the business objectives, and to recognize this performance through the

payment of Incentives.

(d) How the plan contributes as an element of the issuer’s compensation policy

The Stock Option Plan is aligned with the compensation policy of the Corporation, which aims

to promote the professional growth of its managers, employees and service providers by

valuing individual merit. In this sense, the options are granted in accordance with the

achievement of pre-established targets, enabling the managers, employees and service

providers of the Corporation to determine their variable compensation portion based on their

individual performance.

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(e) How the plan aligns the short-, medium- and long-term interests of the directors and

officers and those of the issuer

The Stock Option Plan aligns the interest of managers, the Corporation and shareholders

though benefits that are aligned with the performance of the stock of the Corporation traded on

the Brazilian Stock Exchange (BM&FBOVESPA). Therefore, in order for executives to maintain

their total compensation competitive and aligned with the market, they must generate results

and ensure that the value of the Corporation continues to increase.

In addition, through a vesting period, the Beneficiaries of the Stock Option Plan commit to their

individual performance and to the performance of the Corporation over the long term,

effectively contributing to the creation of an environment marked by consistent growth and

talent retention.

(f) Maximum number of shares involved

The Stock Option Plan that was approved by the Extraordinary Shareholders' Meeting on May

29, 2009 (“Stock Option Plan”) provides for, in its Item 6.1, an overall maximum limit on the

granting of stock options corresponding to 5% of the total number of shares issued by the

Corporation.

Meanwhile, Item 4 of the Stock Option Plan establishes that the Board of Directors has powers

to establish Specific Programs ("Programs") to grant stock options at special conditions,

including with regard to the exercise price. Under the scope of said Programs, the overall limit

for granting stock options is 2%, with a grant limit for each individual Program of 0.5% of the

total number of shares issued. Accordingly, the sum of the Specific Programs (limited to 0.5%

each) may not exceed the overall limit of 2% of the total number of shares issued.

In short, of the 5% of shares issued by the Company allocated to the Stock Option Plan, only

2% may be used under the scope of the Specific Programs, with a maximum grant limit for

each Program of 0.5%.

(g) Maximum number of options to be granted

As informed in item (f) above, stock options may be granted pursuant to the Stock Option Plan

that assign subscription and/or acquisition rights over a number of shares that may not exceed

5% of all shares issued by the Corporation.

(h) conditions for acquiring shares

Beneficiaries wishing to exercise their stock options shall inform the Corporation in writing of

their intent, in accordance with communication template to be disclosed by the Board of

Directors.

The Corporation shall inform the Beneficiary, within three business days of the receipt of the

abovementioned notice, the exercise price to be paid based on the number of shares informed

by the Beneficiary, with the Corporation responsible for taking all measures necessary to

formalize the acquisition of the underlying shares.

102/126

The stock options granted under the terms of the Plan may confer rights for the acquisition of

a number of Shares that does not exceed five percent (5%) of the shares issued by the

Corporation, provided that the total number of shares issued or to be issued under the terms

of the Plan always remains within the limit of the authorized capital of the Corporation.

The Corporation may request the temporary suspension of the right to exercise an option in

any situation that, pursuant to the law and to the regulations in force, restricts or prevents the

trading of shares by the beneficiary. The exercise price of the option will be paid in cash by the

beneficiary. No share will be delivered to the beneficiary as a result of the exercise of the option

unless he/she has complied with all legal and regulatory requirements.

i) Criteria for determining the acquisition or exercise price

The Board of Directors may create stock option programs with specific conditions and rules

regarding the participants, the number of options to be granted, the performance targets to be

achieved, the exercise price and other conditions.

The Board of Directors shall be responsible for setting the exercise price of the options granted

under the terms of the Stock Option Plan, based on the average price weighted by volume of

the Corporation’s stock observed in the last 20 trading sessions on the Brazilian Stock

Exchange (BM&FBOVESPA) immediately prior to the option grant date, with a discount of up

to 20% on the amount calculated. The exercise price of the Specific Programs is based on the

last 20 trading sessions on the BM&FBOVESPA prior to the first business day of March of each

year, with a discount of up to 50% on the amount calculated.

The exercise price shall be paid by the Beneficiaries in cash, in accordance with the methods

and periods determined by the Board of Directors.

Until the exercise price is fully paid, the shares acquired through the exercise of options under

the terms of the Stock Option Plan may not be sold to third parties, except with the prior

authorization of the Board of Directors, in which case the proceeds from the sale will first be

used to settle the debits of the Beneficiary owed to the Corporation.

j) Criteria for setting the vesting period

The options granted under the terms of the Stock Option Plan may be exercised: (i) 25% at the

end of the first year; (ii) 25% at the end of the second year; (iii) 25% at the end of the third year;

and (iv) 25% at the end of the fourth year; as of the execution of the corresponding Stock

Option Agreement and also observing the terms and conditions stipulated by the Board of

Directors and the terms and conditions provided for in the respective Grant Agreements.

The Beneficiary shall have 6 months to exercise the options as of the dates described above.

The portions of the option not exercised within the stipulated periods and conditions shall be

considered automatically terminated, with no right to indemnification.

k) Payment method

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The exercise of the option must be settled in cash, using the Beneficiary’s own funds, upon

deposit in an account provided by the Company. Within 3 business days after receipt of proof

of payment, the company will send to the depositary bank the request for transfer of the shares

issued by the Corporation, to be transferred on the records to the name of the beneficiary.

l) Restrictions on transferring the shares

The Board of Directors may impose precedent terms and/or conditions for the exercise of the

options, observing the minimum clauses defined in the Stock Option Plan, impose restrictions

on the transfer of the shares acquired from the exercise of the options and reserve for the

Corporation the option to buy back the shares or preemptive rights in the event of the sale by

the Beneficiary of these shares, until the expiration of the period and/or the fulfillment of the

conditions established.

There are currently no restrictions by the Board of Directors on the transfer of shares acquired

through the exercise of stock options.

m) Criteria and events that if verified cause the suspension, modification or termination

of the plan

The granting of options under the terms of the Stock Option Plan does not prevent the

Corporation from being involved in ownership reorganizations, such as conversions, mergers,

consolidations and spin-offs. The Board of Directors of the Corporation and the legal entities

involved in such operations may, at their discretion, decide, without prejudice to the other

measures they decide based on fair treatment: (a) to substitute the shares that are the object

of the option with shares in the Corporation’s successor company; (b) to move forward the

acquisition of the right to exercise the stock option in order to ensure the inclusion of

corresponding shares in the operation in question; and/or (c) to effect a payment in cash of the

amount that the Beneficiary would be entitled to under the terms of the Stock Option Plan.

If the number, type and class of existing shares on the Stock Option Plan approval date are

changed as a result of bonuses, stock splits, stock groupings or the conversion of shares from

one type or class to another or the conversion into shares of other securities issued by the

Corporation, the Board of Directors will be responsible for adjusting the corresponding number,

type and class of shares that are the object of the options granted and their respective exercise

price in order to prevent any distortions in the application of the Stock Option Plan.

Furthermore, the Board of Directors may determine the suspension of the right to exercise the

options whenever situations are verified that, subject to governing law and regulations, restrict

or prevent stock trading by the Beneficiaries.

n) Effects of the termination of the director and officer from the issuer’s entities on their

rights under the share-based compensation plan

In the event of the termination of a Beneficiary due to voluntary or involuntary termination of

the service agreement, with or without just cause, resignation or abandonment, retirement,

104/126

permanent disability or death, the rights granted to them under the Stock Option Plan may be

terminated or modified.

Moreover, if at any time during the validity of the Stock Option Plan the Beneficiary:

• terminates their relationship with the Corporation on their own initiative, voluntarily

terminating their relationship, or resigning their function as manager: (i) the rights not yet

exercised under respective Option Agreement, on the date of their termination, shall

automatically and lawfully expire, regardless of prior notice or indemnification; and (ii) the

rights that may already be exercised on the date of their termination, may be exercised

within 30 days from said date, after which such rights will automatically and lawfully expire,

regardless of prior notice or indemnification. The Board of Directors of the Corporation is

responsible, upon analysis of each specific case, for providing a different solution to the

Beneficiary, if applicable;

• if the termination is caused by the Corporation upon involuntary termination, with or without

just cause, or the removal from office for violating his or her duties and attributions, all

rights that may not yet be exercised under the respective Option Agreement, on the date

of their termination, will become automatically and lawfully expire, regardless of prior notice

or indemnification. The Board of Directors of the Corporation is responsible, upon analysis

of each specific case, for providing a different solution to the Beneficiary, if applicable;

• in the event of termination from the Corporation due to retirement or permanent disability:

(i) the rights not yet exercised on the date of their termination, will automatically become

exercisable for a period of up to six months after said termination, by moving forward the

grace period; and (ii) the rights that may already be exercised on the date of their

termination shall remain unchanged and may be exercised normally under the terms of

each specific Program; and

• in the event of death: (i) the rights that may not yet be exercised on the date of their death,

will automatically become exercisable by anticipating the grace period, and the heirs and

legal successors of the Beneficiary will be entitled to exercise the respective stock option,

provided they do so within six (6) months from the date of death, after which period said

rights automatically and lawfully expire, regardless of any prior notice or compensation or

over the rightful extinction of said rights; and (ii) the rights that may already be exercised

on the date of their death, may be exercised by the heirs and legal successors of the

Beneficiary provided they do so within six months from the date of death, after which such

rights will automatically and lawfully expire, regardless of prior notice or indemnification.

105/126

13.5 Share-based compensation recognized in the results of the last 3 fiscal years and

the estimated for the current fiscal year attributable to directors and executive officers

Share-based compensation estimated for fiscal year ended December 31, 2018

Board of Directors

Board of Executive

Officers

Number of members 10.00 5.00

Number of remunerated members - 5.00

Grant of stock options

Grant date - -

Number of options granted - 557,365

Vesting period - 1 year

End of exercise period (Expiration) - 4 years

Holding period - None

Price-weighted average : -

a) for options outstanding at start of

year - 2.67

b) for options forfeited over the period - -

c) for options exercised over the

period - -

d) for options expired over the period - -

Fair value as of the grant date - 4.61

Potential dilution upon exercise of all

outstanding stock option grants - 0,09%

Share-based compensation for fiscal year ended December 31, 2017

Board of Directors

Board of Executive

Officers

Number of members 9.92 5.00

Number of remunerated members - 4.00

Grant of stock options

Grant date - 12/20/2017

Number of options granted - 95,750

Vesting period - 1 year

End of exercise period (Expiration) - 4 years

106/126

Share-based compensation for fiscal year ended December 31, 2017

Board of Directors

Board of Executive

Officers

Holding period - None

Price-weighted average : -

a) for options outstanding at start of

year - 2.52

b) for options forfeited over the period - -

c) for options exercised over the

period - 2.55

d) for options expired over the period - 2.08

Fair value as of the grant date - 4.34

Potential dilution upon exercise of all

outstanding stock option grants - 0.02%

Share-based compensation for fiscal year ended December 31, 2016

Board of Directors

Board of Executive

Officers

Number of members 9.00 5.33

Number of remunerated members - 4.00

Grant of stock options

Grant date - 11/07/2016

Number of options granted - 256,638

Vesting period - 1 year

End of exercise period (Expiration) - 4 years

Holding period - None

Price-weighted average : -

a) for options outstanding at start of

year - 2.52

b) for options forfeited over the period - -

c) for options exercised over the

period - 2.71

d) for options expired over the period - 2.41

Fair value as of the grant date - 3.95

Potential dilution upon exercise of all

outstanding stock option grants - 0.05%

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Share-based compensation for the fiscal year ended December 31, 2015

Board of Directors

Board of Executive

Officers

Number of members 8.75 5.75

Number of remunerated members - 4.00

Grant of stock options

Grant date - 6/24/2015

Number of options granted - 316,193

Vesting period - 1 year

End of exercise period (Expiration) - 4 years

Holding period - None

Price-weighted average : -

a) for options outstanding at start of

year - 2.56

b) for options forfeited over the period - -

c) for options exercised over the

period - 2.70

d) for options expired over the period - 3.78

Fair value as of the grant date - 3.56

Potential dilution upon exercise of all

outstanding stock option grants - 0.06%

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13.6 Information on unexercised options held by the board of directors and by the

officers established in the bylaws at the end of the last fiscal year

Unexercised options at the end of the fiscal year ended December 31, 2017

Board of Directors

Board of Executive

Officers

Number of members 9.92 5.00

Number of remunerated

members - 5.00

Options not yet vested

Number - 564,021

Vesting date -

3/3/2018, 3/3/2019,

3/3/2020 and 3/3/2021

End of exercise period

(expiration) -

9/2/2018, 9/2/2019,

9/2/2020 and 9/2/2021

Holding period - None

Price-weighted average - 2.67

Fair value of the options on

the last day of the fiscal year - 4.82

Vested options

Number - -

End of exercise period

(expiration) - -

Holding period - -

Price-weighted average - -

Fair value of the options on

the last day of the fiscal year - -

Fair value of all options on the

last day of the fiscal year - -

109/126

13.7 Options exercised and shares delivered relative to the share-based compensation

of directors and executive officers, in the last 3 fiscal years

Exercised Options - fiscal year ended 12/31/2017

Board of Directors

Board of Executive

Officers

Number of members 9.92 5.00

Number of remunerated members - 4.00

Exercised options

Number of shares - 240,150

Average weighted acquisition price - 2.55

Difference between the acquisition price

and price of the acquired shares - 4.77

Delivered shares

Number of shares - -

Average weighted acquisition price - -

Difference between the acquisition price

and price of the acquired shares - -

Exercised Options - fiscal year ended 12/31/2016

Board of Directors

Board of Executive

Officers

Number of members 9.00 5.33

Number of remunerated members - 4.00

Exercised options

Number of shares - 204,971

Average weighted acquisition price - 2.71

Difference between the acquisition price

and price of the acquired shares - 3.90

Delivered shares

Number of shares - -

Average weighted acquisition price - -

Difference between the acquisition price

and price of the acquired shares - -

110/126

Exercised Options - fiscal year ended 12/31/2015

Board of Directors

Board of Executive

Officers

Number of members 8.75 5.75

Number of remunerated members - 4.00

Exercised options

Number of shares - 106,789

Average weighted acquisition price - 2.70

Difference between the acquisition price

and price of the acquired shares - 3.65

Delivered shares

Number of shares - -

Average weighted acquisition price - -

Difference between the acquisition price

and price of the acquired shares - -

111/126

13.8 Information for an understanding of data disclosed under items 13.5 through 13.7

– Method adopted for the pricing of shares and options

(a) Pricing model:

Black Scholes model.

(b) Data and assumptions used in the pricing model, including the average weighted

share price, exercise price, expected volatility, option lifetime, expected dividends and

risk-free interest rate

The fair value of the stock options was measured directly, based on the Black-Scholes pricing

model and the following premises:

• Risk-free interest rate: 7% p.a. The Corporation uses as risk-free interest rate the Long

Term Interest Rate (TJLP) annualized on the calculation date and available at the federal

revenue service website - www.receita.fazenda.gov.br/pessoajuridica/refis/tjlp.htm.

• Standard Deviation: 30.97%. Volatility is measured taking into consideration the daily

prices of Corporation shares traded on The Brazilian Stock Exchange under the ticker MRFG3,

from 7/1/2017 to 12/31/2017;

• The fair value of the shares on 12/31/2017 was established from the minimum of R$4.00 to

the maximum of R$5.39 per share for the SPECIAL plans.

The following criteria were adopted to date for the granting of stock options to executives at

Marfrig:

In 2009:

• SP LT 07-08: Average weighted price in the 20 trading sessions prior to 03/03/2008:

R$15.097/share

• SP ST 08-09: Average weighted price in the 20 trading sessions prior to 05/11/2009:

R$10.3823/share

• SP LT 08-09: Average weighted price in the 20 trading sessions prior to 03/03/2009:

R$6.7783/share

In 2010:

112/126

• Specific Plan IV – Long Term 2009/2010: Average weighted price in the 20 trading

sessions prior to 03/03/2010: R$22.0520/share

In 2011:

• Specific Plan V – Long Term 2010/2011: Average weighted price in the 20 trading sessions

prior to 03/03/2011: R$14.0502/share

113/126

In 2012:

• Specific Plan VI – Long Term 2011/2012: Average weighted price in the 20 trading

sessions prior to 03/03/2012: R$9.535904/share

In 2013:

• Specific Plan VII - Long Term 2012/2013: Average weighted price in the 20

trading sessions prior to March 3, 2013: R$10.016 per share

In 2014:

(aa) Specific Plan VIII - Long Term 2013/2014: Average weighted price in the 20 trading

sessions prior to March 3, 2014: R$3.894 per share

In 2015:

(bb) Specific Plan IX - Long Term 2014/2015: Average weighted price in the 20 trading

sessions prior to March 3, 2015: R$4.743975 per share

In 2016:

(cc) Specific Plan X - Long Term 2015/2016: Average weighted price in the 20 trading

sessions prior to March 1, 2016: R$6.056249 per share

In 2017:

• Specific Plan XI – Long Term 2016/2017: Average weighted price in the 20 trading

sessions prior to March 1, 2017: R$ 6.718442 per share

The exercise prices will be:

a) R$1.03823 per share for ESP CP 08-09

b) R$0.67783 per share for ESP LP 08-09

c) R$11.02605 per share for ESP LP 09-10

d) R$7.0251 per share for ESP LP 10-11

e) R$ 4.767952 per share for ESP LP 11-12

f) R$ 5.008273 per share for ESP LP 12-13

g) R$ 1.9470 per share for ESP LP 13-14

h) R$ 2.371987 per share for ESP LP 14-15

i) R$ 3.028124 per share for ESP LP 15-16

j) R$ 3.359221 per share for ESP LP 16-17

Option lifetime: four years (for each Specific Plan)

All dividends and distributions, or their equivalent (whether in cash, stock or other form), on

Restricted Shares not exercised are rights to which participants are entitled and are credited

by the Corporation in their account and released on the expiration of the restrictions.

114/126

The Corporation has the option to pay such credits in accumulated dividends or distributions

or their cash equivalent, in stock in the Corporation in lieu of cash or by any other means. For

payments made in shares, the conversion is made by the average price in the last 20 trading

sessions on the Brazilian Stock Exchange prior to the payment date, adjusted for the net value

of income tax levied on the credit made.

(c) Method and assumptions used to incorporate the expected effects from the

anticipated accounting period

The options granted under the terms of the Plan may be exercised: (i) 25% at the end of the

first year; (ii) 25% at the end of the second year; (iii) 25% at the end of the third year; and (iv)

25% at the end of the fourth year; as of the execution of the corresponding Stock Option

Agreement and also observing the terms and conditions stipulated by the Board of Directors

and the terms and conditions provided for in the respective Stock Option Grant Agreements.

For each of the Plans mentioned above, the Corporation has stipulated a time interval in which

the beneficiary may exercise the option. This period is six months, from March 3 to September

2 of each year. Beneficiaries may not exercise their options prior to this period.

(d) How to determine the expected volatility

Calculated using the standard deviation, taking into consideration the daily prices of the

Corporation’s shares traded on the Brazilian stock exchange (BM&FBOVESPA) under the

ticker MRFG3 in the six-month period.

(e) If any other characteristic of the option was incorporated when measuring its fair

value

All characteristics of the option were mentioned in the previous items of this Reference Form.

115/126

13.9 Interest held by the directors, statutory officers and members of the Fiscal Council,

by body

Corporation Shares %

Board of Directors 241,726 0.04%

Statutory Officers 169,728 0.03%

Fiscal Council 0 0.0%

MMS Participações S.A. Shares %

Board of Directors 211,424,121 34.03%

Statutory Officers 0 0.0%

Fiscal Council 0 0.0%

116/126

13.10 Pension schemes offered to directors and statutory officers

The Corporation does not have a pension plan.

117/126

13.11 Maximum variable compensation of the Board of directors, officers established in the bylaws and the Fiscal Council

for the last 3 fiscal years

Annual amounts

Board of Executive Officers Board of Directors Fiscal Council

12/31/2017 12/31/2016 12/31/2015 12/31/2017 12/31/2016 12/31/2015 12/31/201

7

12/31/201

6

12/31/201

5

No. of

members 5.00 5.33 5.75 9.92 9.00 8.75 6.00 6.00 6.00

No. of

remunerated

members

5.00 5.33 5.75 7.50 6.00 5.75 6.00 6.00 6.00

Highest

compensatio

n (in

Brazilian

real)

5,323,691.1

0

5,148,778.9

7

4,575,773.1

5

3,741,458.9

9

3,737,246.9

1

3,738,040.7

9

177,457.9

2

177,439.0

0

181,534.7

6

Lowest

compensatio

n (in

Brazilian

real)

1,071,052.7

1

1,139,154.9

1 909,138.56 252,000.00 594,910.36 596,893.56 72,000.00 72,000.00 72,000.00

Average

compensatio

3,001,595.7

1

3,071,169.8

9

2,957,353.7

8 911,765.80

1,089,356.6

6

1,128,543.9

4

124,755.0

8

124,943.5

4

126,878.5

8

118/126

n (in

Brazilian

real)

,

Note

Board of Executive Officers

12/31/2016 In the Board of Executive Officers, in 2016, the lowest individual compensation effectively received was taken into

consideration, including only members who remained as such for 12 months and excluding those who remained in

the position for a shorter period.

12/31/2015 In the Board of Executive Officers, in 2015, the lowest individual compensation effectively received was taken into

consideration, including only members who remained as such for 12 months and excluding those who remained in

the position for a shorter period.

Board of Directors

12/31/2017 In the Board of Directors, in 2017 two directors chose not to receive compensation and one director is also an

Executive Officer, and therefore were not included in the amounts above.

In the Board of Directors, in 2017, the lowest individual compensation effectively received was taken into

consideration, including only members who remained as such for 12 months and excluding those who remained in

the position for a shorter period.

12/31/2016 In the Board of Directors, in 2016 two directors chose not to receive compensation and one director is also an

Executive Officer, and therefore were not included in the amounts above.

In the Board of Directors, in 2016, the lowest individual compensation effectively received was taken into

consideration, including only members who remained as such for 12 months and excluding those who remained in

the position for a shorter period.

119/126

12/31/2015 In the Board of Directors, in 2015 two directors chose not to receive compensation and one director is also an

Executive Officer, and therefore were not included in the amounts above.

In the Board of Directors, in 2015, the lowest individual compensation effectively received was taken into

consideration, including only members who remained as such for 12 months and excluding those who remained in

the position for a shorter period.

Fiscal Council

12/31/2016 In the Fiscal Council, in 2016, the lowest individual compensation effectively received was taken into consideration,

including only members who remained as members for 12 months and excluding those who remained in the position

for a shorter period.

120/126

13.12 Compensation mechanisms or indemnification for the directors and

officers in the event of their termination or retirement

We do not maintain contractual arrangements, insurance policies or other instruments

that form compensation or indemnification mechanisms for managers in the event of

their termination or retirement.

121/126

13.13 Percentage of the total compensation received by directors and officers

and members of the Fiscal Council who are parties related to the controlling

shareholders

Year Board of Directors

Board of

Executive

Officers

Fiscal Council

2017 20.40% 4.74% 0.00%

2016 19.47% 4.82% 0.00%

2015 18.96% 3.75% 0.00%

122/126

13.14 Compensation of the directors and officers and members of the Fiscal

Council, by body, received for any reason other than for the position they hold

The managers and the members of the Fiscal Council of the Corporation did not

receive in the last three fiscal years compensation for purposes other than the position

they occupy at the Corporation.

123/126

13.15 Compensation of the directors and officers and the members of the Fiscal

Council recognized in the results of the direct or indirect controlling

shareholders of the companies under joint control and of the subsidiaries of the

issuer

Fiscal year ended 12/31/2017 - Annual Amounts

Board of

Directors

Board of

Executive

Officers

Fiscal

Council Total

Compensation received

due to position held in the

issuer

Direct and Indirect controlling

shareholders - - - -

Subsidiaries of the issuer - 925,396.32 - 925,396.32

Companies under common

control - - - -

Other compensation

received

Direct and Indirect controlling

shareholders - - - -

Subsidiaries of the issuer - - - -

Companies under common

control - - - -

Fiscal year ended 12/31/2016 - Annual Amounts

Board of

Directors

Board of

Executive

Officers

Fiscal

Council Total

Compensation received

due to position held in the

issuer

Direct and Indirect controlling

shareholders - - - -

Subsidiaries of the issuer - 1,028,741.21 - 1,028,741.21

Companies under common

control - - - -

124/126

Other compensation

received

Direct and Indirect controlling

shareholders - - - -

Subsidiaries of the issuer - - - -

Companies under common

control - - - -

Fiscal year ended 12/31/2015 - Annual Amounts

Board of

Directors

Board of

Executive

Officers

Fiscal

Council Total

Compensation received

due to position held in the

issuer

Direct and Indirect controlling

shareholders - - - -

Subsidiaries of the issuer - 1,576,670.21 - 1,576,670.21

Companies under common

control - - - -

Other compensation

received

Direct and Indirect controlling

shareholders - - - -

Subsidiaries of the issuer - - - -

Companies under common

control - - - -

125/126

13.16 Other information deemed material

There is no other information the Corporation deems relevant in relation to item 13

that was disclosed in the other items of this Reference Form.