REPORT ON SHAREHOLDERS DEBENTURES

Second Half 2014 (2H14)

Rio de Janeiro, March 23, 2015 – Vale will pay on March 31, 2015, R$ Negotiation codes: 124,130,495.05, equivalent to R$ 0.319463652 per shareholders debenture, CVRDA6, CVRDB6, CVRDC6, CVRDD6 related to the total remuneration for the period between July and December of 2014.

The total remuneration of R$ 124,130,495.05 for 2H14 refers to the percentage of net revenues obtained from the sale of copper concentrate from the Sossego mine and iron ore from the Northern System.

Income tax will be charged on the amount to be paid to debenture holders, as fixed-income investments, applying the rate in relation to the individual situation of the beneficiary, with the exception of those who can provide legal, unequivocal, proof that they are exempt.

SHAREHOLDERS DEBENTURE REMUNERATION 6 month period ending Dec 31, 2014 (R$) Remuneration on copper concentrate 10,567,070.21 Remuneration on iron ore 113,563,424.84 Total remuneration 124,130,495.05 Remuneration per debenture 0.319463652

REMUNERATION OF SHAREHOLDERS DEBENTURES www.vale.com R$/Shareholders Debentures – 2H06/2H14 [email protected]

Investor Relations Department

Rogério Nogueira André Figueiredo Carla Albano Miller Fernando Mascarenhas Andrea Gutman Bruno Siqueira Claudia Rodrigues Marcio Penna Mariano Szachtman Tel: (21) 3814-4540

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Any additional information about the shareholders debentures, including the Prospectus for Public Trading of Shareholders Debentures, can be obtained on our website, www.vale.com/Investors/Equity and Debt/Shareholders debentures, from GDC Partners Serviços Fiduciários DTVM Ltda as fiduciary agent for the debentures, www.gdcdtvm.com.br, and from the CVM (Brazilian Securities and Exchange 2H14 Commission).

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ANNUAL REMUNERATION OF SHAREHOLDERS DEBENTURES R$ Year Per Debenture Total Amount 2003 0.012 4,687,105.79 2004 0.019 7,384,950.36 2005 0.024 9,330,668.87 2006 0.053 20,458,320.62 2007 0.047 18,532,329.92 2008 0.049 19,000,498.97 2009 0.041 15,889,250.96 2010 0.050 19,507,835.79 2011 0.057 22,372,791.36 2012 0.057 22,260,404.79 2013 0.341 132,642,793.33 2014 0.732 284,859,604.30

IRON ORE

In 2H14, Vale’s iron ore sales amounted to 137.6 million tons, of which 59.8 million tons corresponding to the volume from the Northern System which entitles debenture holders to remuneration. Vale’s iron ore revenues net of maritime freight costs in that same period were approximately R$ 16.9 billion, of which R$ 7.6 billion corresponds to sales from mines in the Northern System. Thus, taking into account other discounts described in the Deed, the value of the remuneration for the net sales of iron ore is R$ 113,563,424.84.

REMUNERATION ON IRON ORE R$ million jul-14 aug-14 sep-14 oct-14 nov-14 dec-14 2H14 1H14 Net Sales Revenue1 1,071.0 1,216.3 615.9 1,353.8 1,057.8 994.3 6,309.1 8,412.5 % Basis for calculation 1.8% 1.8% 1.8% 1.8% 1.8% 1.8% 1.8% 1.8% Remuneration for iron ore 19.278 21.894 11.086 24.368 19.040 17.897 113.563 151.426 1 Gross sales minus expenses with transport and insurance and taxes on sales, which include taxes and contributions levied on sales separately, or on billing or gross revenues from sales, as well as the financial compensation due to the Brazilian Federal Government, States and Municipalities.

In Vale's Southeastern System, iron ore sales from the minerals deposits covered by the Private Deed for Shareholders Debentures totaled 1,086 million metric tons until December 31, 20141. Should the annual sales volumes of iron ore from the Southeastern System covered by the Private Deed for Shareholders Debentures remain the same as the volumes reached in the last semester, the level of 1.7 billion metric tons is expected to be reached by December 2022. However, this forecast may not be confirmed, resulting in either the anticipation or delay of the aforementioned dates for reaching the accumulated sales levels.

1The accumulated volume of 1,352 million metric tons, informed previously, referred to total iron ore sales in Southeastern System.

2H14 2 COPPER IN CONCENTRATE

In 2H14, sales of copper in concentrate from Sossego totaled 209 thousand metric tons, 9.42% higher sales in the previous half-year of 191 thousand metric tons.

Sales of that product generated net revenues of R$ 845.4 million in that period, a 13.60% increase relative to the previous half-year, which was R$ 744.2 million.

REMUNERATION ON COPPER IN CONCENTRATE R$ million jul-14 aug-14 sep-14 oct-14 nov-14 dec-14 2H14 1H14 Net Sales Revenue1 125.1 147.1 166.3 56.3 169.6 181.0 845.4 744.2 % Basis for calculation2 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% Remuneration for copper in concentrate 1.6 1.8 2.1 0.7 2.1 2.3 10.6 9.3 1 Gross sales minus expenses with transport and insurance and taxes on sales, which include taxes and contributions levied on sales separately, or on billing or gross revenues from sales, as well as the financial compensation due to the Brazilian Federal Government, States and Municipalities. 2 On April 15, 1997, Vale only had a 50% stake in Mineração Serra do Sossego S.A. (Sossego). In 2001 Vale bought the remaining 50% of Sossego from Phelps Dodge do Brazil Mineração Ltda. Hence, the percentage basis for calculating remuneration is 2.5%, as described in the Deed of Issue of Debentures, multiplied by the Vale’s share in the project at the time, 50%, and therefore, equal to 1.25%.

SALES AND LEASING OF MINING RIGHTS

In the 2H14 there was leases of the mining processes of DNPM’s 8,774/1961 and 801,204/1975 (Total) and 847/1935 (Parcial), set out in the Deed of Issue of Debentures.

LOSSES OF MINING RIGHTS

In 2H14, there was a reduction in the size of the portfolio, as compared to the previous half-year, in the number of areas and hectares, amounting to 01 (one) area with mining process and 8,231.96 hectares.

During the period, 03 (three) areas were lost from the portfolio, equivalent to 9,610.08 hectares due to the presentation of the negative final report in the Vazante block. In the Carajás block, we didn’t present the final report of negative research to 01 (one) area due to its size. Another mining process output was through the resignation of 01 (one) area in the Paragominas block. There was also the entry of 02 (two) areas totaling 1,378.12 hectares due to the submission of 02 (two) proposals to the procedure of availability of the area in the Vazante block.

The mining rights in force on December 31, 2014, covered by the Deed of Issue of Debentures, amount 384 processes, equivalent to 2,223,103.84 hectares and are shown on the maps and lists in the attached Inventory of Mining Rights.

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PROJECTS UNDER DEVELOPMENT

On February 26, 2015, Vale announced its fourth quarter earnings results, which is available on our website, www.vale.com/Investors/Press Releases.

The following table presents the evolution of the announced projects related to future income from shareholders debentures.

Description of main projects under execution

Project Status Related Future Remuneration

Carajás Serra Sul S11D Installation of precast foundations for the long Payment of 1.8% of net sales from the date that distance conveyor belts initiated the cumulative sales volume, as from May 1997, reaches 1.2 billion metric tons in the Northern Development of a mine and Ongoing vegetation removal for the mine site System. processing plant, located in Grinding and secondary screening the Southern range of foundations for the plant concluded Carajás, Pará, Brazil. First detonation realized on the mine site Estimated nominal capacity of 52% of physical progress. 90 Mtpy. Conceição Itabiritos II Ongoing civil engineering and steel structure Payment of 1.8% of net sales from the date that assembly of the crushing and screening the cumulative sales volume, as from May 1997, Adaptation of the plant for buildings reaches 1.7 billion metric tons in the processing of low-grade Southeastern System. itabiritos from Conceição, in Southeastern System, Minas Flotation cells installation concluded Gerais. 87% of physical progress. Estimated nominal capacity of 19 Mtpy (without addition of net capacity).

Cauê Itabiritos Payment of 1.8% of net sales from the date that Electromechanical assembly of the quaternary the cumulative sales volume, as from May 1997, Adaptation of the plant for crushing and reagent plants initiated reaches 1.7 billion metric tons in the processing of low-grade Southeastern System. itabiritos from Minas do Meio, 63% of physical progress. located in the Southeastern System, .

Estimated nominal capacity of 24 Mtpy (with net addition of 4 Mtpy capacity in 2017).

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ATTACHMENT – Inventory of Mining Rights

Block Municipality State Substance(s) Hectares Stage1 Application to Aroaba/Relógio Serra ES Gneiss 150.00 carry out research

Cachoeiro Cachoeiro do Itapemirim ES Limestone 685.26 Mining concession

Gold, silver, São Félix do Xingu, Parauapebas, copper, iron, Canaã dos Carajás, Marabá, Carajás PA manganese, 297,662.69 Mining concession Tucumã, Curionópolis e Água Azul nickel, quartizito, do Norte granite, beryl, tin, tantalum Corumbá Ladário e Corumbá MT Iron 7,233.73 Mining concession

Guanhães, , Espinhaço Sabinópolis, e MG Gold, iron 23,312.99 Mining concession Conceição do Mato Dentro

Rio Maria, Bannach, Cumarú do Tungsten, Application to Gradaús Norte, Ourilândia do Norte e PA 54,254.54 chromium, silver mine Tucumã

Saprolite, sulphur, Almeirim, Mazagão e Monte Application to Parú Jari Sul AP, PA phosphate, 1,777,766.00 Alegre carry out research manganese, gold, titanium

Dolomite, iron, Santa Bárbara, Mariana, Nova gold, arsenic, Lima, , , Ouro Quadrilátero vanadium, Preto, São Gonçalo do Rio Abaixo, MG 35,400.55 Mining concession Ferrífero quartz, Barão de Cocais, Caeté, Rio manganese, Piracicaba e silver, nickel

Riacho dos Rio Pardo de Minas e Riacho dos Application to MG Iron 9,882.50 Machados Machados mine

Tapira Tapira MG Phosphate and 1,987.65 Mining concession titanium

Salitre Serra do Salitre e Patrocínio MG Phosphate and 2,890.16 Mining concession titanium

Vazante Vazante, Coromandel e MG Zinc 11,877.77 Research permit

2H14 1 Most advanced stage of all areas in the block 5