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Funds challenge Marfrig and BRF over share-merger decisions

Nova Almeida and Latache IV seek to nullify shareholder meetings and contest the exchange ratio; companies strike back with a R$ 50 million claim.

BRF, Marfrig, merger,

By Brazil Stock Guide – Two Brazilian investment funds, Nova Almeida and Latache IV, have filed arbitration proceedings against Marfrig Global Foods S.A. (B3: MBRF3) and BRF S.A., seeking to invalidate the shareholders’ meetings held on August 5, 2025 and all subsequent acts related to the incorporation of BRF shares by Marfrig. The case, registered on October 14, 2025, carries an estimated value of R$ 10 million (US$ 1.8 million).

The funds argue that controlling shareholders influenced the transaction under a conflict of interest, that the exchange ratio lacked independence, and that it misrepresented the companies’ true value. They also claim incomplete disclosure of information to the market and unequal treatment of shareholders, including improper financial incentives.

Marfrig and BRF strike back

In their response, Marfrig and BRF asked that Nova Almeida be ordered to pay R$ 50 million (US$ 9 million) for alleged abuses of shareholder rights. The companies said the fund sought to block the merger’s completion, acting abusively both as a minority investor and through the right to litigate. No settlement has been reached.

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