FISCAL COUNCIL OPINION REGARDING THE MERGER OF VALE MINA DO AZUL S.A. AND SOCIEDADE DE MINERAÇÃO DE CONSTELAÇÃO APOLO S.A. The Fiscal Council, in the use of its legal attributions and of the By-Laws of Vale S.A. (“Vale”), having examined the Protocols and Justifications of the merger of Vale Mina do Azul S.A. and Sociedade de Mineração de Constelação Apolo S.A. into Vale, as presented by the Company’s administration, in accordance to the articles 224 and 225 of the Brazilian Corporate Law 6.404/76 and others applicable legal requirements, has the opinion that the document, should be approved by the Extraordinary General Shareholders Meeting. Rio de Janeiro, October 28 th, 2014. Marcelo Amaral Moraes Fiscal Council Chairman Arnaldo José Vollet Member of Fiscal Council Aníbal Moreira dos Santos Member of Fiscal Council Dyogo Henrique de Oliveira Member of Fiscal Council