MILLS ESTRUTURAS E SERVIOS DE ENGENHARIA S.A. Corporate Taxpayers ID (CNPJ/MF) 27.093.558/0001-15 Company Registry (NIRE) 33.3.

0028974-7 MINUTES OF THE BOARD OF EXECUTIVE OFFICERS MEETING HELD ON DECEMBER 9, 2010. 1. DATE, TIME AND PLACE: On December 9, 2010, at 10:00 a.m., at the Companys headquarters located at Estrada do Guerengu n 1.381, Taquara, Jacarepagu, in the City and State of Rio de Janeiro, CEP 22713-002. 2. CALL NOTICE AND ATTENDANCE: Call notice waived in view of the attendance of all Companys officers. 3. PRESIDING BOARD: Chairman: Ramon Nunes Vazquez; Secretary: Silvia Ribeiro de Lima. 4. AGENDA: To resolve, pursuant to Article 3, sole paragraph of the Companys Bylaws: (i) on the opening of a branch in the city of Curitiba, state of Paran, located at Avenida Senador Salgado Filho, n 6008 Bairro: Uberaba CEP: 81580-000, which will operate as an operational unit that will comprise all the activities pertaining to the Companys corporate purpose;

(ii) on the opening of a branch in the city of So Luis, state of Maranho, located at Avenida Engenheiro Emiliano Macieira, n 650, KM 11 Bairro: Pedrinhas CEP: 65095-603, which will operate as an operational unit that will comprise all the activities pertaining to the Companys corporate purpose; (iii) on the correction of address of the Fortaleza branch, in the state of Cear, registered in the minutes of the Board of Executive Officers meeting held on November 08, 2010, recorded at JUCERJA under n 00002112977 on 11/11/2010. For the record, instead of the address Rodovia BR 116, KM 14, N 5360-parte Bairro: Pedras, to consider the following address: Rodovia BR 116, N 5360 A, KM 14 Bairro: Pedras CEP: 60874-502, which will operate as an administrative unit 5. RESOLUTIONS: Pursuant to Article 3, sole paragraph of the Companys Bylaws, the members of the Board of Executive Officers unanimously approved: (iv) the opening of a branch in the city of Curitiba, state of Paran, located at Avenida Senador Salgado Filho, n 6008 Bairro: Uberaba CEP: 81580-000, which will operate as an operational unit that will comprise all the activities pertaining to the Companys corporate purpose; (v) the opening of a branch in the city of So Luis, state of Maranho, located at Avenida Engenheiro Emiliano Macieira, n 650, KM 11 Bairro: Pedrinhas CEP: 65095-603, which will operate as an operational unit that will comprise all the activities pertaining to the Companys corporate purpose;

(vi) the correction of address of the Fortaleza branch, in the state of Cear, registered in the minutes of the Board of Executive Officers meeting held on november 08, 2010, recorded at JUCERJA under n 00002112977 on 11/11/2010. For the record, instead of the address Rodovia BR 116, KM 14, N 5360-parte Bairro: Pedras, to consider the following address: Rodovia BR 116, N 5360 A, KM 14 Bairro: Pedras CEP: 60874-502, which will operate as an administrative unit.

6. CLOSURE: There being no further business to discuss, the Chairman adjourned the meeting for the time necessary to draw up these Minutes, which were then read, approved and signed by all the Companys officers, the Chairman and his secretary in the Companys Registry Book of Minutes of the Board of Executive Officers. ATTENDEES: RAMON NUNES VAZQUEZ, FREDERICO TILA DA SILVA NEVES, ERIK WRIGHT BARSTAD, ROBERTO CARMELO DE OLIVEIRA and ALESSANDRA ELOY GADELHA.

This is a free English translation of the original instrument drawn up in the Companys records.

_____________________________ Silvia Ribeiro de Lima Secretary