Exhibit
99.19
This business combination involves the securities
of a Brazilian company. The business combination is subject to disclosure requirements of Brazil that are different from those of the
United States. Financial statements included in the document, if any, have been prepared in accordance with foreign accounting standards
that may not be comparable to financial statements of United States companies.
It may be difficult for you to enforce your
rights and any claim you may have arising under the U.S. federal securities laws, since the issuer is located in Brazil, and some or all
of its officers and directors may be residents of Brazil. You may not be able to sue a Brazilian company or its officers or directors
in a Brazilian court for violations of the U.S. securities laws. It may be difficult to compel a Brazilian company and its affiliates
to subject themselves to a U.S. court’s judgment.
You should be aware that the issuer may purchase
securities otherwise than under the business combination, such as in open market or privately.
MARFRIG
GLOBAL FOODS S.A.
Publicly Held Company
CNPJ/MF nº 03.853.896/0001-40
NIRE 35.300.341.031
MINUTES OF THE EXTRAORDINARY GENERAL MEETING
OPENED AND SUSPENDED ON JUNE 18, 2025
| 1 | DATE, TIME, AND PLACE: The
meeting was opened on June 18, 2025, at 11:00 a.m., held exclusively in person at the registered office of Marfrig Global Foods S.A. (“Company”),
located in the city of São Paulo, State of São Paulo, at Avenida Queiroz Filho, No. 1,560, block 5, room 301, Vila Hamburguesa,
ZIP Code 05319-000, and was suspended until the new date of the BRF Meeting (as defined below), which will be timely disclosed by the
Company. |
| 2 | CALL NOTICE: The notice of meeting was published in the print editions of “Valor
Econômico” on May 16, 19, and 20, 2025 (pages C9, B6, and A12, respectively), as well as in the newspaper’s
digital edition. All documents required under CVM Resolution no. 81/2022 were also electronically disclosed to the market. |
| 3 | PUBLICATIONS: All documents relating to the matters to be resolved at this Meeting, as provided
for in Resolution No. 81 of the Brazilian Securities Commission (Comissão de Valores Mobiliários or "CVM")
of March 29, 2022 (“CVM Resolution 81”), were made available to shareholders at the registered office of the Company
and on the Company’s website (ri.marfrig.com.br), the CVM website (gov.br/cvm), and the website of B3 S.A. – Brasil, Bolsa,
Balcão (“B3”) (www.b3.com.br). |
| 4 | ATTENDANCE: Present at this Meeting were shareholders representing approximately 85.24% (eighty-five
point two four percent) of the Company’s voting share capital, excluding the shares issued by the Company and held in treasury,
comprising (i) shareholders attending this Meeting in person; and (ii) shareholders whose distance-voting ballots were deemed valid, pursuant
to Article 47, item II, of CVM Resolution 81. Also present were: (i) Mr. Antonio Dos Santos Maciel Neto, member of the Board of Directors
of the Company, Coordinator of the Statutory Audit Committee and Coordinator of the Special Independent Committee of the Company, created
in connection with the Merger (as defined below); (ii) Mr. Tang David, Chief Financial and Administrative Officer and Investor Relations
Officer; (iii) Mr. Lucio Abrahão Monteiro Bastos, member of the Fiscal Council; and (iv) Mr. Miguel Côrtes Carneiro Monteiro,
representative of the Appraisal Company (as defined below). |
| 5 | Chair President: Once the quorum for the holding of the Meeting was verified, the chair was composed
of Mr. Tang David – Chair; and Mr. Ricardo Araujo Rocha – Secretary. |
| 6 | READING OF DOCUMENTS AND DRAFTING OF THE MINUTES: The reading of the documents relating to
the matters to be resolved at this Meeting was waived, since (i) they were made available to shareholders at the registered office of
the Company; (ii) they were made available to shareholders on the Company’s website (ri.marfrig.com.br); (iii) they were forwarded
to B3, pursuant to Article 124, paragraph 6, of the Brazilian Corporations Law; and (iv) they were made available to shareholders on the
CVM website (gov.br/cvm). Additionally, the Chair informed that the consolidated summary voting map regarding distance-voting ballots
accepted by the Company was available for consultation, and reading of the same was waived by the shareholders present, pursuant to Article
46-C, sole paragraph, of CVM Resolution 81, and will be filed at the Company’s registered office as per Article 130, paragraph 1,
of the Brazilian Corporations Law. |
| 7 | GENERAL CONSIDERATIONS: This Meeting was called in the context of the operation for the incorporation,
by the Company, of all shares issued by BRF S.A. (“BRF,” together with the Company, the “Companies”)
not held by the Company on the Closing Date (as defined below), in consideration for the delivery to BRF shareholders (other than the
Company) of ordinary shares issued by the Company, resulting in the transfer of the BRF shareholder base to the Company, pursuant to Article
252 of the Brazilian Corporations Law (“Merger”). Upon completion of the Merger, BRF will become a wholly-owned subsidiary
of the Company. The terms and conditions applicable to the Merger were established in the “Plan of Merger of BRF S.A. Shares by
Marfrig Global Foods S.A.” (“Plan of Merger”).” executed between the Companies on May 15, 2025, as amended and
consolidated by the “First Amendment to the Plan of Merger for the Merger of BRF S.A. Shares into Marfrig Global Foods S.A.”
executed between the Companies on May 26 2025 (“Plan of Merger”). The resolutions described below are interdependent
legal acts, and it is a premise that each of the steps shall not take effect individually unless all the others are also effective and,
as a whole, are implemented. |
| 8 | AGENDA: The shareholders of the Company were gathered
to examine, discuss, and resolve on the following matters: |
| (i) | approval of the Plan of Merger, which establishes the terms and conditions of the Share Incorporation; |
| (ii) | approval of the Merger, which effectiveness shall be subject to satisfaction (or waiver, as applicable)
of the Conditions (as defined in the Plan of Merger) and the date on which the Merger shall be deemed complete under the Plan of Merger
(“Closing Date”); |
| (iii) | approval of the increase of the Company’s share capital, the issuance of ordinary shares by the
Company, as well as the consequent amendment to the Company’s bylaws (“Bylaws”), with delegation to the Board
of Directors of the Company of powers to confirm the effective quantity of shares to be issued by the Company in the event of adjustments
to the Exchange Ratio (as defined in the Plan of Merger) in the context of the Merger, subject to the satisfaction (or waiver, as applicable)
of the Conditions and the occurrence of the Closing Date (“Capital Increase”); |
| (iv) | ratification of the appointment of Apsis Consultoria Empresarial Ltda., registered with the Cadastro Nacional
da Pessoa Jurídica of the Ministry of Finance (CNPJ/MF) under No. 08.681.365/0001-30 and with the Regional Accounting Council of
the State of Rio de Janeiro (CRC/RJ) under No. 005112/O-9, headquartered in the city of Rio de Janeiro, State of Rio de Janeiro, at Rua
do Passeio, No. 62, 6th floor, Centro, ZIP Code 20021-290 (“Appraisal Company”) as the responsible company
for preparing (a) the appraisal report at market value of BRF shares to be incorporated by the Company in the context of the Merger (“Merger
Appraisal Report”); and (b) the appraisal report containing the calculation of the exchange ratio for shares held by BRF’s
non-controlling shareholders, based on the net asset value of the Company and BRF, assessed with the same criteria and on the same date,
at market prices, as per Article 264 of the Brazilian Corporations Law (“264 Appraisal Report”); |
| (v) | approval of the Merger Appraisal Report; |
| (vi) | approval of the 264 Appraisal Report; |
| (vii) | amendment of the corporate name of the Company and consequent amendment to the Bylaws, subject to the
occurrence of the Closing Date and conclusion of Merger; |
| (viii) | consolidation of the Bylaws, subject to the occurrence of the Closing Date and conclusion of the Merger;
and |
| (ix) | authorization for the Company’s management to perform all acts necessary to complete the Merger. |
| 9 | RESOLUTIONS: The meeting having commenced, it was unanimously approved by the shareholders
present that these minutes would be drafted as a summary of the events, including only the resolutions adopted, as permitted by Article
130, paragraph 1, of the Brazilian Corporations Law, as well as the publication of these minutes omitting the signatures of the shareholders
present, under Article 130, paragraph 2, of the Brazilian Corporations Law. Next, due to the decision by the CVM to grant the request
to postpone the BRF Extraordinary General Meeting originally called for June 18, 2025 at 9:00 a.m. (“BRF Meeting”),
as disclosed jointly by the Companies on June 17 2025, and given that, according to Section 7.1 of the Plan of Merger, this Meeting and
the BRF Meeting must be coordinated to occur on the same date, the Chair submitted for a vote the suspension of this Meeting until the
new date of the BRF Meeting, which will be timely disclosed by the Company. The aforementioned proposal, when put to a vote, was approved
unanimously by the shareholders present, resulting in the suspension of the proceedings of this Meeting until the new date for the BRF
Meeting, which will be announced in due course by the Company. The votes cast included 83.34% in favor, representing 695,772,654 shares,
0.00 per cent against, representing 0 shares, and 0.17 per cent abstentions, representing 1,407,904 shares. |
| 10 | CLOSURE AND SIGNATURES: There being no further business, the floor was opened to anyone wishing
to speak. As there were no comments, the works of this Meeting were suspended for the drafting of these minutes as a summary of the events,
which will be published omitting the signatures of the shareholders present, in accordance with Article 130, paragraphs 1 and 2, of the
Brazilian Corporations Law. Upon resumption, these minutes were read, approved, and signed by the chair and shareholders attending the
Meeting in person, and, under Article 47, paragraph 1, of CVM Resolution 81, shareholders whose distance-voting ballots were accepted
by the Company were considered signatories to these minutes. |
São Paulo, June 18, 2025.
Chair:
| |
|
|
Tang David
President |
|
Ricardo Araujo Rocha
Secretary |
Shareholders present:
_____________________________________
MMS PARTICIPAÇÕES LTDA.
Attorney in Fact – Roberto Rocha de Jesus |
_____________________________________
MARCOS ANTONIO MOLINA DOS SANTOS
Attorney in Fact – Roberto Rocha de Jesus |
_____________________________________
Marcia Aparecida Pascoal Marçal dos Santos
Attorney in Fact – Roberto Rocha de Jesus |
|
_____________________________________
IT NOW IBOVESPA FUNDO DE ÍNDICE, IT NOW
IDIV FUNDO DE INDICE, IT NOW IGCT FUNDO DE INDICE, IT NOW PIBB IBRX-50 FUNDO DE ÍNDICE, IT NOW SMALL CAPS FUNDO DE INDICE, ITAU
CAIXA ACOES FI, ITAU FTSE RAFI BRAZIL 50 CAPPED INDEX FIA, ITAÚ GOVERNANÇA CORPORATIVA AÇÕES FUNDO DE INVESTIMENTO
SUSTENTÁVEL, ITAU IBOVESPA ATIVO MASTER FIA, ITAU INDEX ACOES IBRX FI, ITAU SMALL CAP MASTER FUNDO DE INVESTIMENTO EM ACOES, ITAÚ
AÇÕES DIVIDENDOS FI, ITAÚ HUNTER TOTAL RETURN MULTIMERCADO FI, ITAÚ IBRX ATIVO MASTER FIA, ITAÚ INDEX
AÇÕES IBOVESPA FI, ITAÚ LONG AND SHORT PLUS MULTIMERCADO FI, ITAÚ PREVIDÊNCIA IBRX FIA, ITAÚ
QUANTAMENTAL GEMS MASTER AÇÕES FUNDO DE INVESTIMENTO, WM SMALL CAP FUNDO DE INVESTIMENTO EM AÇÕES, IT NOW
IBOVESPA B3 BR+ FUNDO DE ÍNDICE RESPONSABILIDADE LIMITADA, IT NOW IDIV RENDA DIVIDENDOS FUNDO DE ÍNDICE – RESPONSABILIDADE
LIMITADA, ITAÚ MASTER GLOBAL DINÂMICO MULTIMERCADO FUNDO DE INVESTIMENTO, ITAÚ MASTER GLOBAL DINÂMICO ULTRA
MULTIMERCADO FUNDO DE INVESTIMENTO, ITAÚ VÉRTICE OMNI FUNDO DE INVESTIMENTO FINANCEIRO MULTIMERCADO RESPONSABILIDADE LIMITADA,
STICHTING BEDRIJFSTAKPENSIOENFONDS V H S, A,ENGLASZETBEDRIJF
Attorney in Fact – Karina Francisca de Andrade |
Shareholders present via distance-voting
ballot, under CVM Resolution 81: MAMS FIA; RICARDO FLORENCE DOS SANTOS, NILZA NASHIRO FLORENCE DOS SANTOS, ALCIDES JOSÉ
CORTES BERGAMO, MAURICIO MANFREDINI, JOSÉ IGNACIO SCOSERIA REY, RUI MENDONÇA JUNIOR., JAIRO AGOSTA, ALISSON BARROS
NAVARRO; LUIZ UBIRAJARA NUNES COSTA; IGOR TARCITANO DA SILVA; JOSE JARDIM DE ARAUJO FO; VITOR RIBEIRO MATSUMOTO; GUSTAVO SEVERO DE
SEVERO; TELMO MALTZ WEINSTEIN; MARCOS RODRIGUES DA SILVA; EDUARDO RIBEIRO HEITOR; JOSE NILTON ALVES DOS SANTOS; FRANCISCO BRAZ
IGUTI; MICHAEL DOUGLAS DO ESPIRITO SANTO; NELSON WU SHAW MING KIN; RENATO PORTO DE AMORIM; RAFAEL HENRIQUE BRUNHERA; JOSE ADEMAR
LEAL TAVARES; MIGUEL HLEBCZUK JUNIOR; ALSIMAR TIAGO DE OLIVEIRA; JAIR VIEIRA TAVARES JUNIOR; GERALDO BARBOSA DE OLIVEIRA SEGUNDO;
WILLIAM OLIVEIRA DIAS; WENDSON SANTANA SANTOS; DIEGO ARAUJO DE MEDEIROS BRITO; GUSTAVO FRAGA PAIM DA SILVA; EDUARDO KLEIN VIEIRA;
RAFAEL VINICIUS SOUZA DE MOURA; JONATAS DOS SANTOS FERREIRA; ANDRE LUIZ MEDEIROS PEIXOTO; JOSEFA MARIA DA S MAGALHAES; ADOLFO
MARTINS DA SILVA; CARLOS FERNANDO ALVES DE SOUZA; VALDECIR FURLAN; LUIS FELIPE DOVICHI MENDES; VICTOR ANDREA BLOISE VIDAL; VALDEMI
GOMES PEREIRA; UMBERTO GOBBATO; RONI MACHINEZ DA CUNHA; ROMILDO DONIZETI RODRIGUES; RUBENS MIACHON JUNIOR; RUI LEOPOLDO HESS DE
SOUZA; IAGO DE FARIA MOREIRA; TAN HOK GUAN; KARLA MARIA DE OLIVEIRA GONCALVES; LUIZ ANTONIO ASCENCAO FILHO; LEILA CAROLINE TOLEDO
CORTEZ SOLES; GUILHERME DAVINI JAHIC; AMADEU FERNANDO H CARDOSO; JATHIR TREGNAGO BETIOL; EVALDO LUIS BRAGANCA GUERRA; JOAO GUILHERME
PEREIRA; EMILSON BRAGA DA SILVA; RUI AUGUSTO GRALHOZ; JEAN CARLOS BATISTA DA SILVA; GABRIEL DE ALCANTARA ANDRADE; FLAVIA LOPES ROCHA
DA SILVA; KENJI MARCOS SUZUKI; LUIZ CLAUDIO GALANTE; DIEGO GUILHERME ASSMANN; AMANDA RODRIGUES CAMARGO; NILSON JARA COENE; JOSE
OTHON RIBEIRO MOREIRA NETO; TATIANA GABRIEL ALVIM; VINICIUS BATISTA MORAES; EUCLIDES TEDESCO; WEDER SEVERNINE DA VITORIA; PEDRO DE
ALMEIDA SILVA FILHO; FABRICIO ALEXANDRE VIANA OLIVEIRA; MARCOS AUGUSTO SARAGIOTTO; RICARDO DOS SANTOS BERWANGER; WILIAN DA SILVA
FARIAS; CARLOS ALBERTO BURBELA; LUIZ ANTONIO DA SILVA; JOADSON MENDES SANTOS; JOSE CARLOS MANOEL; CARLOS FONSECA AVILA; CARLOS
AUGUSTO PINTO; LUIS GUSTAVO SOLEO SCALAMBRINO; VERONILSON DE SOUSA MARINHO; FABIO HAACH TEO; ALDERLEIDE LINO BRAZ DE MACEDO; LUCIA
HELENA SAUWEN DO AMARANTE; ALEXANDRE JOSE CONSELVAN; CASSIO LIMA FIGUEREDO; MURAD SAID SALEH YUSUF SAID; ADALBERTO PEREIRA BARBOSA;
JUSCELINO MATIAS DE LIMA; SALVADOR FERNANDES DE JESUS JUNIOR; LUCIANO SORIANO VENEZIANI; GILBERTO ANTONIO DE MELLO; MARCOS VINICIUS
DE ARAUJO SILVA; ELINALDO VIEIRA DOS SANTOS; PAULO CESAR ALVES DA SILVA; GUILHERME CUNHA PEGORARO; LETICIA SANTOS SCHEFFER; ROBERTO
LIMA WURMLI; VICTOR FLORES DA MATTA PIRES; CARLOS FREDERICO SCHNEIDER; MARCELO PINHEIRO CIRIACO; KLEBER ALBERTO BION; ROBERTO JOSE
REGINATTO; LEANDRO DA SILVA ARAUJO; LEONARDO OLIVEIRA DA SILVA; ALEXANDRE ARREBOLA FERREIRA; MARIA BETANIA DE NAZARETH C VINAGRE;
LUCIANO MICHAEL DE SOUZA; ROBERTO DA SILVA PFALTZGRAFF; RICARDO LACERDA CAIADO; CRISTINA ROVERE GEHLING; ADILSON SEITI SAKUGAWA;
JOAB MOREIRA CARNEIRO; RONIVALDO MOURA DE SOUZA FILHO; RODRIGO NEPTUNE HERRMANN; JOEL DA FONSECA MARTINS; MARCOS SCATULIN BOCCA;
PAULO DE MORAES BARROS; GLEYCON SIQUEIRA LAMPRECHT; DOUGLAS HENRIQUE DOS SANTOS DE ALMEIDA; SARA CARINE DOS SANTOS BARBOSA; IVONEI
MOREIRA DUARTE; RONALTON RAMOS; PEDRO CARLOS COSENTINO; MARCELO JOVANI D ALMARCO; NILMA SILVA DO NASCIMENTO; CLISTENES HENRIQUE DA
SILVA; FERNANDO DE SOUZA LISBOA; PEDRO BERNARDINELLI JUNIOR; EMILIA BARONI; ANDRE LUIZ DE ANDRADE DOWSLEY; CARLOS HENRIQUE BUSATTO
TEIXEIRA; UILE PIRES BORGES DA SILVA; MARIA LUCIA RAMALHO MARTINS; GUSTAVO ANTONIO MONTEIRO DE VASCONCELLOS; LEANDRO BARROS PEREIRA;
MARIA CRISTINA FOGACA VARGAS; JOSE ARTINI NETTO; JACKSON JOSIMARIO DA SILVA; ADEMAR GRAVE; SUEDNO PEREIRA OLIVEIRA; FABIANO DO
NASCIMENTO MAGALHAES; ALESSANDRO DOS SANTOS MAIA; GUILHERME KLEIN GONZATTO; ELISEU DA SILVA AZEVEDO; ROBERTO AOKI ROMERO; ANDRE
MARINO KULLER; ALVARO MEDEIROS DE SOUZA ANJOS FILHO; 1199 HEALTH CARE EMPLOYEES PENSION FUND; IBM DIVERSIFIED GLOBAL EQUITY FUND;
LEGAL & GENERAL INTERNATIONAL INDEX TRUST; NORTHERN TRUST COMMON ALL COUNTRY WORLD EX-US INVESTABLE MAR; LEGAL & GENERAL
GLOBAL EMERGING MARKETS INDEX FUND; GENERAL PENSION AND SOCIAL SECURITY AUTHORITY; THE BOEING COMPANY EMPLOYEE SAVINGS PLANS MASTER
TRUST; THE BOARD OF THE PENSION PROTECTION FUND; CONNOR CLARK & LUNN COLLECTIVE INVESTMENT TRUST; NORTHERN TRUST COLLECTIVE
EMERGING MARKETS QUALITY; STICHTING BEDRIJFSTAKPENSIOENFONDS VOOR DE DETAILHANDEL; OPSEU PENSION PLAN TRUST FUND; ACADIAN NON-US
SMALL-CAP LONG-SHORT EQUITY FUND, LLC; ACADIAN COLLECTIVE INVESTMENT TRUST; CC&L Q EMERGING MARKETS EQUITY FUND LP; AMERICAN
HEART ASSOCIATION, INC.; VIDENT INTERNATIONAL EQUITY FUND - WI; ADVISORS INNER CIRCLE FUND-ACADIAN E.M.PORTF; PARAMETRIC TAX-MANAGED
EMERGING MARKETS FUND; THE MONETARY AUTHORITY OF SINGAPORE; PARAMETRIC EMERGING MARKETS FUND; FIDELITY RUTLAND SQUARE TRUST II:
STRATEGIC A E M FUND; SCOTTISH WIDOWS INVESTMENT SOLUTIONS FUNDS ICVC- FUNDAMENTAL; DESJARDINS GLOBAL BALANCED STRATEGIC INCOME
FUND; SCOTIA BALANCED OPPORTUNITIES FUND; GMO GLOBAL R RETURN (UCITS) F, A SUB-FUND OF GMO FUNDS PLC; MERCER UCITS COMMON
CONTRACTUAL FUND; MERCER QIF FUND PLC; STATE OF ALASKA RETIREMENT AND BENEFITS PLANS; AMERICAN CENTURY ETF TRUST - AVANTIS EMERGING
MARK; TEACHERS RETIREMENT SYSTEM OF THE STATE OF ILLINOIS; THE REGENTS OF THE UNIVERSITY OF CALIFORNIA; JOHN HANCOCK TRUST COMPANY
COLLECTIVE INVESTMENT T; AMERICAN CENTURY ETF TRUST-AVANTIS EMERGING MARKET; POLICE AND FIREMEN'S RETIREMENT SYSTEM OF NEW JERS;
AMERICAN CENTURY ICAV; CAISSE DE DEPOT ET PLACEMENT DU QUEBEC; TEXAS MUNICIPAL RETIREMENT SYSTEM; THE CAPTIVE INVESTORS FUND;
EASTSPRING INVESTMENTS; LEGAL GENERAL U. ETF P. LIMITED COMPANY; THE PENSION RESERVES INVESTMENT MANAGEMENT BOARD; ACADIAN EMEMRGING
MARKETS EQUITY FUND; THE BANK OF NEW YORK MELLON EMP BEN COLLECTIVE INVEST FD PLA; ACADIAN EMERGING MARKETS EQUITY II FUND, LLC;
ALASKA PERMANENT FUND; EATON VANCE TR CO CO TR FD - PA STR EM MKTS EQ COM TR FD; ACADIAN EMERGING MARKETS SMALL CAP EQUITY FUND LLC;
BNYM MELLON CF SL ACWI EX-U.S.IMI FUND; ACADIAN ACWI EX US-SMALL CAP FUND LLC; FIRST TRUST EMERGING MARKETS SMALL CAP ALPHADEX FUND;
THE EMERGING M.S. OF THE DFA I.T.CO.; EMER MKTS CORE EQ PORT DFA INVEST DIMENS GROU; LEGAL AND GENERAL ASSURANCE PENSIONS MNG LTD;
COLONIAL FIRST STATE GLOBAL SHARE FUND 30; CC&L Q GLOBAL SMALL CAP EQUITY FUND; CC&L ALTERNATIVE CANADIAN EQUITY FUND;
CC&L Q CANADIAN EQUITY 130/30 PLUS FUND; CC&L Q US EQUITY EXTENSION FUND; CC&L MULTI-STRATEGY FUND; CC AND L Q 140-40
FUND; CC&L Q MARKET NEUTRAL FUND; JOSE ROBERTO RODRIGUES JUNIOR; FERNANDO AMARO ALVES; PEDRO PIRES; VIRGINIA RETIREMENT SYSTEM;
COLONIAL FIRST STATE EMERGING MARKETS FUND 6; DIMENSIONAL EMERGING CORE EQUITY MARKET ETF OF DIM; CLAUDIO ZATTERA; CIRCE DE NADAI
COELHO STRADIOTTO; LEOPOLDO MONTEIRO VILLELA JUNIOR; BRITISH COAL STAFF SUPERANNUATION SCHEME; STICHTING PENSIOENFONDS CAMPINA;
PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OHIO; FIRST TRUST BRAZIL ALPHADEX FUND; PRUDENTIAL ASSURANCE COMPANY SINGAPORE (PTE) LTD;
SILVANIA MARIA SEVERINO; FAMA LATAM CLIMATE TURNAROUND FIA; LEGAL & GENERAL COLLECTIVE INVESTMENT TRUST; FILIPE FREIRE SANTOS;
JOSE FIRMINO DE MATOS; GENERAL ORGANISATION FOR SOCIAL INSURANCE; QIC INTERNATIONAL EQUITIES FUND; QIC LISTED EQUITIES FUND; CUSTODY
B. OF J. LTD. RE: STB D. E. E. F. I. M. F.; VANGUARD FUNDS PUBLIC LIMITED COMPANY; VANGUARD INVESTMENT SERIES PLC / VANGUARD ESG
EMER; VANGUARD FUNDS PLC / VANGUARD ESG GLOBAL ALL CAP U; VANGUARD FUNDS PLC / VANGUARD ESG EMERGING MARKETS; ISHARES MSCI EMERGING
MARKETS SMALL CAP ETF; ISHARES MSCI BRAZIL SMALL CAP ETF; ISHARES III PUBLIC LIMITED COMPANY; GOLDMAN SACHS FUNDS II - GOLDMAN SACHS
GMS EMERGING MARKETS; ISHARES CORE MSCI TOTAL INTERNATIONAL STOCK ETF; ISHARES CORE MSCI EMERGING MARKETS ETF; ISHARES EMERGING
MARKETS FUNDAMENTAL INDEX ETF; COMMONFUND EM QUANTITATIVE FOCUS FUND, LLC; VANGUARD INV FUNDS ICVC-VANGUARD FTSE GLOBAL ALL CAP
INDEX F; GOLDMAN SACHS TRUST II- GOLDMAN SACHS MULTI-MANAGER G E FUND; THE INCUBATION FUND, LTD.; FRANKLIN TEMPLETON ETF TRUST -
FRANKLIN FTSE BRAZI; VANGUARD TOTAL WORLD STOCK INDEX FUND, A SERIES OF; COMMONFUND SCREENED GLOBAL EQUITY, LLC; FRANKLIN TEMPLETON
ETF TRUST - FRANKLIN FTSE LATIN; WELLINGTON TRUST COMPANY, NATIONAL ASSOCIATION MUL; ISHARES CORE MSCI EMERGING MARKETS IMI INDEX
ETF; FRANKLIN LIBERTYSHARES ICAV; BLACKROCK LIFE LIMITED - DC OVERSEAS EQUITY FUND; THE BANK OF N. Y. M. (INT) LTD AS T. OF I. E. M.
E. I. F. UK; ISHARES PUBLIC LIMITED COMPANY; THE CHICAGO PUB.SCHOOL TEACHERS P. AND RETIREM F; MULTI MANAGER CANADA GLOBAL EQUITIES
FUND; SAMANTHA MONTEIRO DE OLIVEIRA; THOMAS MAGNO DE JESUS SILVEIRA; LEONEL RODRIGUES LAZOUWNIK; DANILO MARQUES ALMEIDA; FERNANDO
SILVA SANTOS; UTAH STATE RETIREMENT SYSTEMS; CATERPILLAR INVESTMENT TRUST; WATER AND POWER EMPLOYEES RETIREMENT PLAN; COMMONWEALTH
OF MASSACHUSETTS EMPLOYEES DEFERRED COMP PLAN; MACKENZIE EMERGING MARKETS SMALL CAP MASTER FUND (; WS WALES PP EMERGING MARKETS
EQUITY FUND; FORD MOTOR COMPANY OF CANADA, L PENSION TRUST; GLOBAL X SUPERDIVIDEND UCITS ETF; IBM 401 (K) PLUS PLAN; STATE STREET
ACTIVE EM MKTS SEC LEND QP COM TR FD; SPDR SP EMERGING MARKETS ETF; RUSSELL INVESTMENT COMPANY PUBLIC LIMITED COMPANY; STATE STREET
E M S CAP A S L QIB C TRUST FUND; SSGATC I. F. F. T. E. R. P. S. S. M. E. M. S. C. I. S. L.F.; ST ST MSCI EMERGING MKT SMALL CI NON
LENDING COMMON TRT FUND; SCHWAB EMERGING MARKETS EQUITY ETF; MANAGED PENSION FUNDS LIMITED; STATE ST GL ADV TRUST COMPANY INV FF TAX
EX RET PLANS; SSGA SPDR ETFS EUROPE I PLC; SPDR PORTFOLIO MSCI GLOBAL STOCK MARKET ETF; WASHINGTON STATE INVESTMENT BOARD; SCHWAB
FUNDAMENTAL EMERG0ING MARKETS LARGE COMPANY INDEX ETF; STATE STREET IRELAND UNIT TRUST; ST STR MSCI ACWI EX USA IMI SCREENED
NON-LENDING COMM TR FD; STATE STREET GLOBAL ALL CAP EQUITY EX-US INDEX PORTFOLIO; PIMCO EQUITY SERIES: PIMCO RAE EMERGING MARKETS
FUND; PIMCO RAE EMERGING MARKETS FUND LLC; RUSSELL INSTITUTIONAL FUNDS, LLC - REM EQUITY PLUS FUND; OMERS ADMINISTRATION
CORPORATION; PIMCO EQUITY SERIES: PIMCO RAFI DYNAMIC MULTI-FACTOR EMERGIN; INTERNATIONAL MONETARY FUND; ARROWSTREET EMERGING MARKET
ALPHA EXTENSION TRUST; VANECK VECTORS BRAZIL SMALL-CAP ETF; CITY OF NEW YORK GROUP TRUST; RUSSELL INVESTMENTS INSTITUTIONAL FUNDS
LLC SUSTAI; ARROWSTREET EMK ALPHA EXTENSION FUND L.P.; ARROWSTREET EMERGING MARKET TRUST FUND; CALIFORNIA STATE TEACHERS RETIREMENT
SYSTEM; THRIFT SAVINGS PLAN; SPDR S&P EMERGING MARKETS EX-CHINA ETF; QMA JP EMERGING MARKETS ALL CAP OFFSHORE FUND, LTD; QMA JP
EMERGING MARKETS ALL CAP ONSHORE FUND, L.P.; 3M EMPLOYEE RETIREMENT INCOME PLAN TRUST; FLORIDA RETIREMENT SYSTEM TRUST FUND;
MACKENZIE EMERGING MARKETS SMALL CAP FUND; BLACKROCK BALANCED CAPITAL FUND, INC.; MACKENZIE EMERGING MARKETS EX-CHINA EQUITY FUND;
SCHWAB FUNDAMENTAL EMERGING MARKETS LARGE COMPANY INDEX FUND; LAURO SUTILLE; JOAO VITOR ROSA DOS SANTOS; ALTAMIRO THADEU FRONTINO
SOBREIRO; FORD MOTOR CO DEFINED BENEF MASTER TRUST; THE UNITED NATIONS JOINTS STAFF PENSION FUND; NATIONAL RAILROAD RETIREMENT
INVESTMENT TRUST; WS WALES PP GLOBAL OPPORTUNITIES EQUITY FUND; SPARTAN GROUP TRUST FOR EMPLOYEE BENEFIT PLANS: SP; FIDELITY SALEM
STREET T: FIDELITY TOTAL INTE INDEX FUND; NEW YORK STATE TEACHERS RETIREMENT SYSTEM; MCIC VERMONT (A RECIPROCAL RISK RETENTION
GROUP); NAT WEST BK PLC AS TR OF ST JAMES PL GL SMALL COMP UNIT FUND; CC&L Q EMERGING MARKETS EQUITY FUND; CARLOS ALBERTO
MOREIRA KOPKE; OSMAR AILTON ALVES DA CUNHA; MARCELO ALEX MONTEIRO DA SILVA; ARROW. CAP. IR. LTD FAOBO ARR. GL. EQ. CCF, ASFOTA CCF;
NORGES BANK; STICHITING BLUE SKY ACT EQ EM MK GL FUND; BARCLAYS MULTI-MANAGER FUND PUBLIC LIMITED COMPANY; NORTHERN TRUST COLLECTIVE
EAFE SMALL CAP INDEX FUND-NON LEND; BLACKROCK ADVANTAGE GLOBAL FUND INC; COLLEGE RETIREMENT EQUITIES FUND; CALIFORNIA PUBLIC
EMPLOYEES RETIREMENT SYSTEM; INVESCO MARKETS III PLC - INV FTSE RI EMERGING MARK U ETF; INVESCO INVESTMENT MANAGEMENT LTD, ACTING AS
MANAG; EMPLOYEES RET SYSTEM OF THE STATE OF HAWAII; IVESCO FTSE RAFI EMERGING MARKETS ETF; GLOBAL X SUPERDIVIDEND ETF; VICTORYSHARES
USAA MSCI E. M. VALUE M. ETF; OAKTREE EMERGING MARKETS EQUITY HOLDINGS,L.P; CLOVIS GARCIA MARCONDES; JOSIMAR DA SILVA CAMARA; BB TOP
ACOES DIVIDENDOS FIA; BRASILPREV TOP ACOES DIVIDENDOS FI; BRASILPREV TOP PLUS FDO DE INVEST DE ACOES; BB TOP ACOES AGRO FUNDO DE
INVESTIMENTO EM ACOES; BB TOP ACOES SMALL CAPS FDO DE INVESTIMENTO; BB ADELINO FI MULTIMERCADO CREDITO PRIVADO LP; BB MAR AZUL ACOES
FUNDO DE INVESTIMENTO; BB ETF IBOVESPA FUNDO DE INDICE; BB TOP ACOES SETORIAL CONSUMO FI; BRASILPREV TOP A FUNDO DE INV DE ACOES;
BRASILPREV TOP RETURN FUNDO DE INVESTIMENTO EM ACOES; BB PREVIDENCIA ACOES IBRX FUNDO DE INVESTIMENTO; BB ACOES GOVERNANCA FI; BB
ECO GOLD FUNDO DE INVESTIMENTO EM ACOES; BB TOP ACOES EXPORTACAO FIA; BB TOP ACOES IBOVESPA INDEXADO FI; BB TOP ACOES ALL IN FIF
RESP LIMITADA; BB TOP ACOES DUAL STRATEGY FI; BB ETF IAGRO-FFS B3 FUNDO DE ÍNDICE; BB TOP MM BALANCEADO FI LP; BB TOP
ARBITRAGEM ALAVANCADO FI MULTIMERC LP; BB ETF INDICE BOVESPA B3 BR+ FUNDO DE INDICE RESP LTDA; BB TERRA DO SOL FUNDO DE INVESTIMENTO
MM CREDITO PRIVADO; BB BNC ACOES NOSSA CAIXA NOSSO CLUBE DE INVESTIMENTO; BB CAP ACOES FUNDO DE INVESTIMENTO; FLEXSHARES MORNINGSTAR
EMERGING MARKETS FACTOR TILT INDEX F; MISSOURI EDUCATION PENSION TRUST; CONSTRUCTION BUILDING UNIONS SUPER FUND; JPMORGAN
DIVERSIFIED RETURN EMERGING MARKETS EQUITY ETF; MINISTRY OF ECONOMY AND FINANCE; BLACKROCK BALANCED CAPITAL PORTFOLIO OF BLACKROCK
SERIES FUN; CDN ACWI ALPHA TILTS FUND; EMERGING MARKETS SMALL CAPITALIZATION EQUITY INDEX FUND; EMERGING MARKETS SMALL CAPIT EQUITY
INDEX NON-LENDABLE FUND; EMERGING MARKETS SMALL CAPITALIZATION EQUITY INDEX FUND B; GLOBAL ALPHA TILTS FUND A; GLOBAL ALPHA TILTS
ESG NON-LENDABLE FUND B; VANGUARD EMERGING MARKETS STOCK INDEX FUND; MSCI ACWI EX-U.S. IMI INDEX FUND B2; VANGUARD ESG
INTERNATIONAL; ROBECO CAPITAL GROWTH FUNDS; AVIVA I INVESTMENT FUNDS ICVC - AVIVA I INTERNATIONAL I T F; VANGUARD FIDUCIARY TRT
COMPANY INSTIT T INTL STK MKT INDEX T; VANGUARD F. T. C. INST. TOTAL INTL STOCK M. INDEX TRUST II; GLOBAL ALL CAP ALPHA TILTS FUND;
BLACKROCK SUSTAINABLE ADVANTAGE GL EQUITY FD OF BLKRK FDS; INVESTERINGSFORENINGEN BANKINVEST ENGR SPR NRD TEMA FOND KL; MSCI
EMERGING MARKETS EX CHINA IMI INDEX FUND; ALLIANZ GL INVESTORS GMBH ON BEHALF OF ALLIANZGI-FONDS DSPT; ISHARES EMERGING MARKETS IMI
EQUITY INDEX FUND; BUREAU OF LABOR FUNDS - LABOR PENSION FUND; BUREAU OF LABOR FUNDS - LABOR RETIREMENT FUND; SHELL TR (BERM) LTD AS
TR O SHELL OV CON P F; STATE OF NEW MEXICO STATE INV. COUNCIL; STICHTING SHELL PENSIOENFONDS; THE BOEING COMPANY EMPLOYEE RETIREMENT
PLANS MASTER TRUST; VANGUARD TOTAL INTERNATIONAL STOCK INDEX FD, A SE VAN S F; MARCOS DEIVID EUFRASIO DE FARIA; OAKTREE EMERGING
MARKETS EQUITY FUND; RUSSELL INVESTMENT COMPANY EMERGING MARKETS FUND; LOCKHEED MARTIN CORP DEFINED CONTRIBUTION PLANS MASTER TRUST;
STATE STREET G. A. L. SICAV - S. S. E. M. S. C. ESG S.E. F.; OAKTREE (LUX.) FUNDS - OAKTREE EMERGING MARKETS EQUITY FUND;
TJ-NONQUALIFIED, LLC; TJ-QUALIFIED, LLC; TEACHER RETIREMENT SYSTEM OF TEXAS; ISHARES V PUBLIC LIMITED COMPANY; LOCKHEED MARTIN CORP
MASTER RETIREMENT TRUST; CC&L U.S. Q MARKET NEUTRAL ONSHORE FUND II; UI BVK KAPITALVERWALTUN. MBH ON BEHALF OF BAYVK A2-FONDS;
AIA INVESTMENT FUNDS AIA EQUITY INCOME FUND; BEST INVESTMENT CORPORATION; CCANDL Q EMERGING MARKETS EQUITY UCITS FUND A SUB FUND OF
CO; HSBC ETFS PLC HSBC EMERG MARKET SUSTAIN EQUITY UCITS ETF; REASSURE LIMITED; PHOENIX U T M L R P A S INDEX EMERGING MARKET EQUITY
FUND; ALLIANZ GLOBAL INVESTORS GMBH ON BEHALF OF ALLIANZGI-FONDS V; ARTUR LINDNER; NIEMEYER VICENTE DA SILVA; CONCORDIA PHOENIX
FUNDO DE INVESTIMENTO MULTIMERCADO CP; JABURÁ FUNDO DE INVESTIMENTO FINANCEIRO AÇÕES.
Fiscal Council member present:
_____________________________________
Lucio Abrahão Monteiro Bastos
Fiscal Council Member |
Appraisal Company representative present:
_____________________________________
Miguel Côrtes Carneiro Monteiro |
Company’s management representative,
member of the Statutory Audit Committee and Special Independent Committee present:
_____________________________________
Antonio dos Santos Maciel Neto |
Exhibit
99.20
This business combination involves the securities
of a Brazilian company. The business combination is subject to disclosure requirements of Brazil that are different from those of the
United States. Financial statements included in the document, if any, have been prepared in accordance with foreign accounting standards
that may not be comparable to financial statements of United States companies.
It may be difficult for you to enforce your
rights and any claim you may have arising under the U.S. federal securities laws, since the issuer is located in Brazil, and some or all
of its officers and directors may be residents of Brazil. You may not be able to sue a Brazilian company or its officers or directors
in a Brazilian court for violations of the U.S. securities laws. It may be difficult to compel a Brazilian company and its affiliates
to subject themselves to a U.S. court’s judgment.
You should be aware that the issuer may purchase
securities otherwise than under the business combination, such as in open market or privately.
MARFRIG GLOBAL FOODS S.A.
Publicly Traded Company
CNPJ/MF No. 03.853.896/0001-40
NIRE 35.300.341.031
MATERIAL FACT
MARFRIG GLOBAL FOODS S.A. ("Marfrig"
or “Company”), in compliance with Article 157, paragraph 4, of Law No. 6,404, of December 15, 1976, and the Brazilian
Securities Commission (Comissão de Valores Mobiliários) Resolution No. 44, of August 23, 2021, hereby inform its
shareholders and the market in general that the unanimity of shareholders present approved the suspension of the extraordinary general
meeting of Marfrig held on this date (“Marfrig Meeting”).
Considering that, in accordance with section 7.1
of the plan of merger (protocolo e justificação) governing the terms and conditions of the merger of shares of BRF
S.A. (“BRF”) by Marfrig (“Merger of Shares”), the Marfrig Meeting and the extraordinary general
meeting of BRF that will resolve on the Merger of Shares (“BRF Meeting”) shall be coordinated to occur on the same
date, the Marfrig Meeting will resume on the new date of the BRF Meeting, which will be disclosed in due course by the Company.
The Company
will keep the market informed of any relevant developments regarding this matter.
São Paulo, June 18, 2025.
Tang David
Chief Financial Officer and
Chief Investor Relations Officer
IMPORTANT NOTICE
This communication is not an offering document
and does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
Investors in American Depositary Shares
(“ADSs”) of BRF and holders of common shares of BRF are urged to read the informational document regarding the merger between
BRF and Marfrig because it will contain important information.
U.S. holders of common shares of BRF are
urged to read any informational document or other materials prepared by BRF for common shareholders of BRF regarding the merger because
they will contain important information. BRF expects to submit copies of these documents to the U.S. Securities and Exchange Commission
(“SEC”) when they are available, and investors and security holders may obtain free copies of these documents and other documents
filed by the Companies with the SEC at the SEC’s website at www.sec.gov.
A copy of any informational documents prepared
for holders of ADRs or U.S. holders of common shares of BRF (when available) may also be obtained for free from Marfrig.
This communication contains forward-looking
statements. These statements are statements that are not historical facts and are based on the current view and estimates of management
of BRF and Marfrig of future economic circumstances, industry conditions, company performance and financial results. The words “anticipates,”
“believes,” “estimates,” “expects,” “plans” and similar expressions, as they relate to
the Companies, are intended to identify forward-looking statements.
Statements regarding the structure and timing
of any merger between the Companies, business strategies, future synergies, future costs and future liquidity of the Companies, and pro
forma results of operations and financial condition of the Companies are examples of forward-looking statements.
Such statements reflect the current views
of management and are subject to a number of risks and uncertainties, including economic and market conditions in Brazil and globally,
conditions in the industry of the Companies, any regulatory actions relating to the merger, the ability of the Companies to achieve projected
synergies and the risk factors outlined by each of the Companies in their filings with the SEC and the Brazilian Securities and Exchange
Commission (CVM). There is no guarantee that the expected events, trends or results will actually occur.
Any changes in the assumptions and factors
on which these forward-looking statements are based could cause actual results to differ materially from current expectations.
Exhibit 99.21
This business combination involves the securities of a Brazilian company.
The business combination is subject to disclosure requirements of Brazil that are different from those of the United States. Financial
statements included in the document, if any, have been prepared in accordance with foreign accounting standards that may not be comparable
to financial statements of United States companies.
It may be difficult for you to enforce your rights and any claim you
may have arising under the U.S. federal securities laws, since the issuer is located in Brazil, and some or all of its officers and directors
may be residents of Brazil. You may not be able to sue a Brazilian company or its officers or directors in a Brazilian court for violations
of the U.S. securities laws. It may be difficult to compel a Brazilian company and its affiliates to subject themselves to a U.S. court’s
judgment.
You should be aware that the issuer may purchase securities otherwise
than under the business combination, such as in open market or privately.
MARFRIG GLOBAL FOODS SA
Publicly Held Company
DETAILED FINAL VOTING MAP
EXTRAORDINARY GENERAL MEETING
HELD ON JUNE 18, 2025
São Paulo, June 18, 2025 – Marfrig Global Foods S.A. (“Marfrig”
or the “Company”), pursuant to the provisions of the Brazilian Securities and Exchange Commission (“CVM”)
Resolution No. 80, dated March 29, 2022, and CVM Resolution No. 81, dated March 29, 2022, as amended, hereby discloses to the public and
the market in general the final detailed voting map, as attached hereto, of the Extraordinary General Meeting opened and suspended
on this date (“Meeting”), consolidating the votes cast in person, as recorded during the Meeting. The voting map includes
the first five digits of the shareholders’ registration number with the Brazilian Individual Taxpayers’ Registry (CPF) or
the National Registry of Legal Entities (CNPJ), the votes cast on each matter, and information regarding their shareholding
position.
Tang David
Chief Financial Officer and Chief Investor Relations Officer
Marfrig Global Foods
S.A.
2
IR CONTACTS
Tel: (11) 3796-0000 www.marfrig.com.br/ri e-mail: ri@marfrig.com.br
ANNEX
Final Detailed Voting Map
Ordinary and Extraordinary General Meeting
June 18, 2025 – 11:00 am
| Deliberations
of the Extraordinary General Meeting |
| Deliberation
Code |
Description
of the Deliberation |
| 1 |
The suspension
of the Meeting until the new date for holding the BRF Meeting, according to the date to be announced in due course by the Company,
due to the CVM's approval of the request to postpone the BRF Extraordinary General Meeting originally called for this date and considering
that, under the terms of the protocol and justification for the incorporation of shares, the Company's Meeting and the BRF Meeting
must be coordinated in order to occur on the same date. |
3
IR CONTACTS
Tel: (11) 3796-0000 www.marfrig.com.br/ri e-mail: ri@marfrig.com.br
| CNPJ/CPF - 5
prim. Dig |
ON |
1 |
| 56211 |
568 |
ABSTAIN |
| 21407 |
189,865 |
ABSTAIN |
| 13416 |
335,132 |
ABSTAIN |
| 54314 |
20.306 |
ABSTAIN |
| 11184 |
1.611 |
ABSTAIN |
| 6323 |
64,981 |
ABSTAIN |
| 34803 |
99,774 |
ABSTAIN |
| 02887 |
29,994 |
ABSTAIN |
| 07096 |
5,792 |
ABSTAIN |
| 20147 |
192,366 |
ABSTAIN |
| 07686 |
1.116 |
ABSTAIN |
| 37347 |
17,583 |
ABSTAIN |
| 18138 |
9,654 |
ABSTAIN |
| 19388 |
27,633 |
ABSTAIN |
| 03370 |
51,843 |
ABSTAIN |
| 10263 |
55,041 |
ABSTAIN |
| 12984 |
4,392 |
ABSTAIN |
| 14416 |
18,576 |
ABSTAIN |
| 42332 |
2.702 |
ABSTAIN |
| 04751 |
16,406 |
ABSTAIN |
| 41867 |
1,439 |
ABSTAIN |
| 30419 |
150,908 |
ABSTAIN |
| 56704 |
352 |
ABSTAIN |
| 18207 |
64,565,784 |
APPROVE |
| 10217 |
59,526,979 |
APPROVE |
| 08542 |
496,407,674 |
APPROVE |
| 10266 |
870 |
ABSTAIN |
4
IR CONTACTS
Tel: (11) 3796-0000 www.marfrig.com.br/ri e-mail: ri@marfrig.com.br