Itaú Unibanco Holding S.A.

CNPJ. 60.872.504/0001-23 A Publicly Listed Company NIRE. 35300010230

MEETING OF THE BOARD OF EXECUTIVE OFFICERS

OF FEBRUARY 4, 2013

DATE, TIME AND PLACE:  On February 4, 2013 at 12:00 p.m. at Praça Alfredo Egydio de Souza Aranha, 100, Torre Olavo Setubal, Piso Itaú Unibanco in the city and state of São Paulo.

CHAIR:    Roberto Egydio Setubal.

QUORUM:    The majority of members.

RESOLUTIONS UNANIMOUSLY ADOPTED:

Having examined and discussed the account statements for 2012 and the management discussion and analysis report for the operation as well as the reports of PricewaterhouseCoopers Auditores Independentes, pursuant to the provisions in sub-section V and VI of Article 25 of the Brazilian Securities and Exchange Commission Instruction 480/09, the Board unanimously resolved to:

a) declare that it has reviewed, discussed and agrees with the reports expressed by PricewaterhouseCoopers Auditores Independentes; and

b) declare that it has reviewed, discussed and agrees with the account statements and with the management discussion and analysis report for the operation with respect to the fiscal year ending December 31, 2012.

CONCLUSION: The meeting’s agenda having been completed, these minutes were drafted and having been read and approved by all, were duly signed. São Paulo-SP, February 4, 2013. (signed) Roberto Egydio Setubal – President; Alfredo Egydio Setubal and Candido Botelho Bracher – Executive Vice Presidents; Caio Ibrahim David, Claudia Politanski, Marcos de Barros Lisboa and Ricardo Baldin – Executive Officers; Alexsandro Broedel Lopes, Eduardo Hiroyuki Miyaki, Emerson Macedo Bortoloto, Robert George Stribling, Rodrigo Luís Rosa Couto and Rogério Paulo Calderón Peres – Officers.

ALFREDO EGYDIO SETUBAL

Investor Relations Officer