UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form CB
Amendment No. 12
Tender Offer/Rights Offering Notification Form
Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to file this Form:
Securities Act Rule 801 (Rights Offering) | ☐ |
Securities Act Rule 802 (Exchange Offer) | ☒ |
Exchange Act Rule 13e-4(h)(8) (Issuer Tender Offer) | ☐ |
Exchange Act Rule 14d-1(c) (Third Party Tender Offer) | ☐ |
Exchange Act Rule 14e-2(d) (Subject Company Response) | ☐ |
BRF S.A.
(Name of Subject Company)
Not Applicable
(Translation of Subject Company’s Name into English (if applicable))
Federative Republic of Brazil
(Jurisdiction of Subject Company’s Incorporation or Organization)
Marfrig Global Foods S.A.
(Name of Person(s) Furnishing Form)
Common Shares and American Depositary Shares,
representing common shares of BRF S.A.
(Title of Class of Subject Securities)
10552T107
(CUSIP Number of Class of Securities (if applicable))
BRF S.A.
Attn: Fabio Luis Mendes Mariano
Chief Financial and Investor Relations Officer
14401 Av. das Nações Unidas, 22nd Floor,
São Paulo, 04730 090, Brazil
+55 (11) 2322-5377
(Name, Address (including zip code) and Telephone Number (including area code) of
Person(s) Authorized to Receive Notices and Communications on Behalf of Subject Company)
N/A
(Date Tender Offer/Rights Offering Commenced)
PART I - INFORMATION SENT TO SECURITY HOLDERS
Item 1. Home Jurisdiction Documents
(a) | The following document is attached hereto as an exhibit to this form: |
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* | Previously furnished as exhibit to Form CB filed with the Securities and Exchange Commission. |
(b) | Not applicable. |
Item 2. Informational Legends
Included in document attached hereto as Exhibit 99.1.
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PART II – INFORMATION NOT REQUIRED TO BE SENT TO SECURITY HOLDERS
(1) | The following document is attached hereto as an exhibit to this form: |
Exhibit No. | Description | |
99.7* | Investors’ presentation made available to investors in Brazil by Marfrig and BRF on May 16, 2025 |
* | Previously furnished as exhibit to Form CB filed with the Securities and Exchange Commission. |
(2) | Not Applicable. |
(3) | Not Applicable. |
PART III - CONSENT TO SERVICE OF PROCESS
(1) | Form F-X filed concurrently with the Securities and Exchange Commission on May 16, 2025. |
(2) | Not Applicable. |
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PART IV - SIGNATURES
After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Marfrig Global Foods S.A. | ||
Dated: August 6, 2025 | By: | /s/ Rui Mendonça Junior |
Name: | Rui Mendonça Junior | |
Title: | Chief Executive Officer | |
By: | /s/ Tang David | |
Name: | Tang David | |
Title: | Chief Financial Officer |
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Exhibit 99.41
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 negotiated purchases.
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MARFRIG GLOBAL FOODS S.A. Publicly Traded Company CNPJ/MF No. 03.853.896/0001-40 NIRE 35.300.341.031 |
BRF S.A. Publicly Traded Company CNPJ/MF No. 01.838.723/0001-27 NIRE 42.300.034.240 |
JOINT MATERIAL FACT
MARFRIG GLOBAL FOODS S.A. (“Marfrig”) and BRF S.A. (“BRF” and, together with Marfrig, the “Companies”), in compliance with Article 157, Paragraph 4, of Law No. 6,404, of December 15, 1976 (“Brazilian Corporations Law”), and Resolution No. 44 of the Brazilian Securities Commission dated August 23, 2021, hereby, in continuation of the joint material facts disclosed on May 15 and 26, 2025, inform their shareholders and the market in general that the shareholders of the Companies approved on this date, at their respective Extraordinary General Meetings (“Meetings”), among other matters, the merger of shares issued by BRF by Marfrig (“Merger of Shares”), pursuant to the “Plan of Merger of Shares Issued by BRF S.A. by Marfrig Global Foods S.A.”, entered into on May 15, 2025, as amended on May 26, 2025 (“Plan of Merger”), and the proposals of the management of the Companies submitted to their respective Meetings.
As provided for in Articles 137 and 252, Paragraph 2, of the Brazilian Corporations Law, the Merger of Shares will give rise to a Withdrawal Right to shareholders of each of the Companies who (i) hold shares issued by Marfrig or BRF, as the case may be, without interruption, from May 15, 2025 (inclusive) until the Closing Date (as defined in the Plan of Merger); (ii) did not vote in favor of the Merger, abstained from voting or did not attend the respective Meetings, as applicable; and (iii) expressly state their intention to exercise their Withdrawal Right within thirty (30) days from the date of publication of the minutes of the Meetings, as applicable. For additional information about the Withdrawal Right, see the notice to shareholders to be disclosed on this date by each of the Companies.
Without prejudice to the right of reconsideration provided for in Article 137, Paragraph 3, of the Brazilian Corporations Law, the Companies emphasize that, pursuant to the Plan of Merger, the consummation of the Merger is subject to the verification (or waiver, as the case may be) of certain conditions and the occurrence of the Closing Date. Additional information about the Merger will be disclosed by the Companies in a timely manner in accordance with applicable laws and regulations.
São Paulo, August 5, 2025.
MARFRIG GLOBAL FOODS S.A. | BRF S.A. |
Tang David Chief Financial Officer and Investor Relations Officer |
Fábio Luis Mendes Mariano Vice President, Finance and 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 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 99.42
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 exchange offer, such as in open market or privately negotiated purchases.
MARFRIG GLOBAL FOODS S.A.
Publicly Traded Company
CNPJ/MF No. 03.853.896/0001-40
NIRE 35.300.341.031
NOTICE TO SHAREHOLDERS
Beginning of the Period for Exercising Withdrawal Rights
MARFRIG GLOBAL FOODS S.A. (“Marfrig” or “Company”) hereby informs its shareholders, in continuation of the material fact disclosed by the Company on this date, which reported the approval by the Extraordinary General Meeting of the Company initiated and suspended on June 18, 2025, and resumed and concluded on this date (“Meeting”), among other matters, the merger of shares issued by BRF S.A. by the Company (“Share Merger”), the consummation of which is subject to verification (or waiver, as the case may be) of certain conditions set forth in the “Plan of Merger of the Shares Issued by BRF S.A. by Marfrig Global Foods S.A.,” executed on May 15, 2025, as amended on May 26, 2025 (“Plan of Merger”), and the occurrence of the Closing Date (as defined in the Plan of Merger), without prejudice to the right of reconsideration provided for in Article 137, Paragraph 3, of Law No. 6,404, of December 15, 1976 (“Brazilian Corporations Law”), the information and procedures related to the exercise of the Withdrawal Right (as defined below).
1 | Cut-off Date. As provided in Articles 137 and 252, Paragraph 2, of the Brazilian Corporations Law, the Merger will give rise to a withdrawal right (“Withdrawal Right”) for holders of common shares issued by the Company who (i) are uninterrupted holders of shares issued by Marfrig since the date of disclosure of the first material fact regarding the Merger (i.e., May 15, 2025 (inclusive)) (“Cut-off Date”) until the Closing Date; (ii) did not vote in favor of the Share Consolidation, abstained from voting or did not attend the Meeting; and (iii) expressly state their intention to exercise the Right of Withdrawal within the period provided for in item 3 below (“Dissenting Shareholders”). |
2 | Shares subject to the Withdrawal Right. The Withdrawal Right may only be exercised in relation to all shares issued by the Company that each Dissenting Shareholder has proven to hold since the close of trading on the Record Date and held under their ownership, without interruption, until the date of the effective exercise of the Withdrawal Right, and partial exercise of the Withdrawal Right is not permitted. |
2.1 | Shares issued by the Company acquired, including through “share lending,” after the Cut-off Date (i.e., as of May 16, 2025, inclusive) will not grant their holders the Withdraw Right. |
3 | Deadline for exercising the Withdrawal Right. In this regard, the Company informs that the period for exercising the Withdrawal Right by Dissenting Shareholders will begin on August 6, 2025 (inclusive), considering the publication, on August 6, 2025, of the minutes of the Meeting in the newspaper “Valor Econômico”, and will end on September 5, 2025 (inclusive). Pursuant to Article 137, paragraph 4, of the Brazilian Corporations Law, Dissenting Shareholders who do not exercise their Withdrawal Right within the above period will forfeit such right. |
3.1 | Shareholders who exercise their Withdrawal Right will have their shares issued by the Company blocked for trading on B3 S.A. – Brasil, Bolsa, Balcão (“B3”) after expressing their interest in exercising such right. |
4 | Reimbursement amount. The reimbursement amount is R$3.32 (three reais and thirty-two cents) per share, corresponding to the book value per share, calculated based on the Company’s net equity as stated in the Company’s financial statements for the fiscal year ended December 31, 2024, as approved by the Company’s Ordinary General Meeting held on March 31, 2025, divided by the number of shares issued by the Company on December 31, 2024 (not including shares held in treasury on May 15, 2025). |
5 | Special balance sheet. Pursuant to and for the purposes of Article 45, Paragraph 2, of the Brazilian Corporations Law, Dissenting Shareholders may request, together with the reimbursement, a special balance sheet on a date that complies with the 60 (sixty) day period provided for in the aforementioned legal provision. |
6 | Procedure for exercising the Withdrawal Right |
6.1 | Positions held in custody at the Central Depository. Dissenting Shareholders whose shares are held in custody at the Central Securities Depository of B3 (“Central Securities Depository”) shall, in accordance with the specific deadlines and procedures of the Central Securities Depository, exercise their Withdrawal Right through their respective custodians, contacting them sufficiently in advance to take the necessary measures and consult them regarding the necessary documents. |
6.2 | Positions held in custody by the Bookkeeper. Dissenting Shareholders whose shares are held in custody by Banco Bradesco S.A., the institution responsible for bookkeeping the shares issued by the Company (“Bookkeeper”), must appear at any branch of the Bookkeeper in Brazil, presenting the following documents: |
● | individuals: (i) copy of identity document (RG or RNE); (ii) copy of proof of registration with the Ministry of Finance’s Individual Taxpayer Registry (“CPF/MF”); and (iii) copy of proof of residence; or |
● | legal entity or investment fund: (i) certified copy of the Bylaws, Articles of Incorporation or consolidated regulations, as applicable, of the Dissenting Shareholder; (ii) copy of the Dissenting Shareholder’s registration with the National Register of Legal Entities of the Ministry of Finance (CNPJ/MF); (iii) certified copy of the corporate documents proving the powers of the representative and/or attorney-in-fact; and (iv) copy of the identity document, proof of registration with the CPF/MF and proof of residence of the representative of the Dissenting Shareholder. |
In the case of representation by proxy, the public instrument of mandate with specific powers must be presented, accompanied by the documents mentioned above, as applicable, of the grantor and the attorney-in-fact.
Dissenting Shareholders residing abroad may be required to submit other representation documents, pursuant to applicable law.
The Company recommends that Dissenting Shareholders interested in exercising Withdrawal Right with the Bookkeeper contact the Bookkeeper to confirm the procedures and specific documents to be presented, through the following channels: (i) Bookkeeper branches; (ii) telephone: 0800 7011616; (iii) BIA WhatsApp: +55 (11) 3335-0237; and (iv) email: dac.escrituracao@bradesco.com.br.
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7 | Reconsideration. Pursuant to Article 137, Paragraph 3, of the Brazilian Corporations Law, Marfrig’s management may, within ten (10) days after the end of the period for exercising the Withdrawal Right, call a General Meeting to reconsider the resolution based on the volume of the Withdrawal Right exercised. |
8 | Date and form of payment of the reimbursement amount. After the expiration of the period for exercising the Withdrawal Right, subject to the consummation of the Merger, pursuant to the Plan of Merger, the Company will inform the Dissenting Shareholders of the date of payment of the reimbursement of the shares in case of exercise of the Withdrawal Right. Payment to Dissenting Shareholders will be made in accordance with the information registered with the respective custodians or the Bookkeeper, as applicable. |
The Company will keep its respective shareholders and the market informed about the progress of the Transaction and other matters discussed herein.
São Paulo, August 5, 2025.
MARFRIG GLOBAL FOODS S.A. |
Tang David Chief Administrative and Financial and Investor Relations Officer |
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Exhibit 99.43
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 exchange offer, such as in open market or privately negotiated purchases.
BRF S.A.
Publicly Traded Company
CNPJ/MF No. 01.838.723/0001-27
NIRE 42.300.034.240
NOTICE TO SHAREHOLDERS
Beginning of the Withdrawal Right Exercise Period
BRF S.A. (“BRF” or “Company”) hereby informs its shareholders, in continuation of the material fact disclosed by the Company on this date, which reported the approval, by the Extraordinary General Meeting of the Company held on this date (“Meeting”), among other matters, the merger of shares issued by BRF by Marfrig Global Foods S.A. (“Marfrig”) (“Share Merger”), the consummation of which is subject to the verification (or waiver, as the case may be) of certain conditions set forth in the “Plan of Merger of the Shares Issued by BRF S.A. by Marfrig Global Foods S.A.”, executed on May 15, 2025, as amended on May 26, 2025 (“Plan of Merger”), and upon the occurrence of the Closing Date (as defined in the Plan of Merger), without prejudice to the right of reconsideration provided for in Article 137, Paragraph 3, of Law No. 6,404, of December 15, 1976 (“Corporation Law”), the information and procedures related to the exercise of the Withdrawal right (as defined below).
1 | Cut-off Date. As provided in Articles 137 and 252, Paragraph 2, of the Brazilian Corporations Law, the Merger will give rise to a withdrawal right (“Withdrawal Right”) for holders of common shares issued by the Company who (i) are uninterrupted holders of shares issued by BRF, since the date of disclosure of the first material fact regarding the Share Merger (i.e., May 15, 2025 (inclusive)) (“Cut-off Date”) until the Closing Date; (ii) did not vote in favor of the Share Consolidation, abstained from voting or did not attend the Meeting; and (iii) expressly state their intention to exercise the Right of Withdrawal within the period provided for in item 3 below (“Dissenting Shareholders”). |
2 | Shares subject to the Right of Withdrawal. The Withdrawal Right may only be exercised in relation to all shares issued by the Company that each Dissenting Shareholder has proven to hold since the close of trading on the Record Date and held under their ownership, without interruption, until the date of the effective exercise of the Withdrawal Right, and partial exercise of the Withdrawal Right is not permitted. |
2.1 | Shares issued by the Company acquired, including through “share lending,” after the Cut-off Date (i.e., as of May 16, 2025, inclusive) will not confer the Withdrawal Right on their holders. |
3 | Deadline for exercising Withdrawal Right. In this regard, the Company informs that the period for exercising the Withdrawal Right by Dissenting Shareholders will begin on August 6, 2025 (inclusive), considering the publication, on August 6, 2025, of the minutes of the Meeting in the newspaper “Valor Econômico”, and will end on September 5, 2025 (inclusive). Pursuant to Article 137, Paragraph 4, of the Brazilian Corporations Law, Dissenting Shareholders who do not exercise their Withdrawal Right within the above period will forfeit their Withdrawal Right. |
3.1 | Shareholders who exercise their Withdrawal rights will have their shares issued by the Company blocked for trading on B3 S.A. – Brasil, Bolsa, Balcão (“B3”) after expressing their interest in exercising such right. |
4 | Reimbursement amount. Pursuant to Article 264, Paragraph 3, of the Brazilian Corporations Law, Dissenting Shareholders may choose between: |
(i) | the reimbursement amount set forth in Article 45 of the Brazilian Corporations Law, which corresponds to R$9.43 (nine reais and forty-three cents) per share; or |
(ii) | the equity value per share issued by BRF, determined based on the appraisal report containing the calculation of the exchange ratio of the shares held by non-controlling shareholders of BRF, based on the net equity value of the shares of Marfrig and BRF, with both equities valued according to the same criteria and on the same date, at market prices, pursuant to Article 264 of the Brazilian Corporations Law, which corresponds to R$19.89 (nineteen reais and eighty-nine cents) per share. |
5 | Special balance sheet. Under the terms and for the purposes of Article 45, Paragraph 2, of the Brazilian Corporations Law, Dissenting Shareholders shall be entitled to request, together with the reimbursement under item 4(i) above, a special balance sheet on a date that complies with the 60 (sixty) day period provided for in the aforementioned legal provision. |
6 | Procedure for exercising the Right of Withdrawal |
6.1 | Positions held in custody at the Central Depository. Dissenting Shareholders whose shares are held in custody at the Central Securities Depository of B3 (“Central Securities Depository”) shall, in accordance with the specific deadlines and procedures of the Central Securities Depository, exercise their Withdrawal Right through their respective custodians, contacting them sufficiently in advance to take the necessary measures and consult them regarding the necessary documents. |
6.2 | Positions held in custody by the Bookkeeper. Dissenting Shareholders whose shares are held in custody by Banco Bradesco S.A., the institution responsible for bookkeeping the shares issued by the Company (“Bookkeeper”), must appear at any branch of the Bookkeeper in Brazil, presenting the following documents: |
● | individuals: (i) copy of identity document (RG or RNE); (ii) copy of proof of registration with the Ministry of Finance’s Individual Taxpayer Registry (“CPF/MF”); and (iii) copy of proof of residence; or |
● | legal entity or investment funds: (i) certified copy of the bylaws, articles of incorporation or consolidated regulations, as applicable, of the Dissenting Shareholder; (ii) copy of the Dissenting Shareholder’s registration with the National Register of Legal Entities of the Ministry of Finance (CNPJ/MF); (iii) certified copy of the corporate documents proving the powers of the representative and/or attorney-in-fact; and (iv) copy of the identity document, proof of registration with the CPF/MF and proof of residence of the representative of the Dissenting Shareholder. |
In the case of representation by proxy, the public instrument of mandate with specific powers must be presented, accompanied by the documents mentioned above, as applicable, of the grantor and the attorney-in-fact.
Dissenting Shareholders residing abroad may be required to submit other representation documents, pursuant to applicable law.
The Company recommends that Dissenting Shareholders interested in exercising their Right of Withdrawal with the Bookkeeper contact the Bookkeeper to confirm the procedures and specific documents to be presented, through the following channels: (i) Bookkeeper branches; (ii) telephone: 0800 7011616; (iii) BIA WhatsApp: +55 (11) 3335-0237; and (iv) email: dac.escrituracao@bradesco.com.br.
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7 | Reconsideration. Pursuant to Article 137, Paragraph 3, of the Brazilian Corporations Law, BRF’s management may, within ten (10) days after the deadline for exercising the Right of Withdrawal, call a General Meeting to reconsider the resolution based on the volume of the Right of Withdrawal exercised. |
8 | Date and form of payment of the reimbursement amount. After the expiration of the period for exercising the Withdrawal Right, subject to the consummation of the Merger, pursuant to the Plan of Merger, the Company will inform the Dissenting Shareholders of the date of payment of the reimbursement of the shares in case of exercise of the Withdrawal Right. Payment to Dissenting Shareholders will be made in accordance with the information registered with the respective custodians or the Bookkeeper, as applicable. |
The Company will keep its respective shareholders and the market informed about the progress of the Transaction and other matters addressed herein.
São Paulo, August 5, 2025.
BRF S.A. |
Fábio Luis Mendes Mariano Vice President, Finance and Investor Relations Officer |
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Exhibit 99.44
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 exchange offer, such as in open market or privately negotiated purchases.
BRF S.A.
Publicly-held company
CNPJ No. 01.838.723/0001-27
NIRE 42.300.034.240
MINUTES OF THE EXTRAORDINARY GENERAL MEETING ORIGINALLY
CONVENED FOR 18.06.2025 AND POSTPONED TO 05.08.2025
(Drawn up in the form of a summary, as provided for in article 130, § 1, of Law No. 6,404, of December 15, 1976)
1. Date, Time and Place: Held on August 5, 2025, at 11:00 am, exclusively remotely, pursuant to article 124, paragraph 2-A, of Law No. 6,404/1976 (“Brazilian Corporation Law.”) c/c article 5, paragraph 2, item I, of CVM Resolution No. 81/2022 (“CVM Resolution 81”), having been considered to have been carried out, for all legal purposes, at the headquarters of BRF S.A. (“BRF” or “Company”), in the City of Itajaí, State of Santa Catarina, at Rua Jorge Tzachel, 475, Bairro Fazenda, as provided for in article 5, paragraph 3, of CVM Resolution 81.
2. Call and Publications: The Meeting was convened in accordance with the notice published in the Valor Econômico newspaper, on July 15, 16 and 17, 2025 (pages C5, A7 and B5, respectively), in compliance with the provisions of article 124 c/c article 289 of the Brazilian Corporation Law, as amended by Law No. 13,818/2019. The documents and information relating to the Agenda, pursuant to CVM Resolution No. 81/2022 and CVM Resolution No. 80/2022, were previously made available to shareholders at the Company’s headquarters and on the websites of the Brazilian Securities and Exchange Commission (“CVM”) through the Empresas.Net System (www.gov.br/cvm), B3 S.A. – Brasil, Bolsa, Balcão (www.b3.com.br) and the Company (https://ri.brf-global.com/), including the Manual for Participation and the Company’s Management Proposal for this Meeting, containing, among other documents, the full versions, without redactions, of the presentations prepared by Citigroup and JP Morgan, financial advisors, respectively, of BRF and Marfrig Global Foods S.A. (“MGF” and, together with BRF, “Companies”), which were used by the Independent Committees of the Companies in the negotiation of the exchange ratio of the Merger of Shares (as defined below). The reading of the documents related to the Agenda was waived, since these documents were previously made available to shareholders.
3. Attendance: The meeting was convened with the presence of shareholders representing 90.40% of the Company’s voting capital stock, as verified in the consolidated voting maps prepared by the Company, pursuant to Article 46-C, items I and II, of CVM Resolution 81, and in the records of the electronic remote participation system made available by the Company, pursuant to Article 47 of the Resolution CVM 81. Thus, the existence of a legal quorum for the holding of the General Meeting was verified. Also present: (i) the member of the Board of Directors and Coordinator of the Company’s Audit and Integrity Committee and of the Special Independent Committee constituted in the Company, Mr. Augusto Marques da Cruz Filho; (ii) the Chief Financial and Investor Relations Officer, Mr. Fabio Luis Mendes Mariano; (iii) Vice President of Legal Brazil, Tax, People and Compliance, Mr. Heraldo Geres; (iv) the Vice President of M&A, International Legal, Government Relations, Sustainability and Governance, Mr. Bruno Machado Ferla; (v) the member of the Fiscal Council, Mr. Ricardo Florence dos Santos; (vi) the representative of the ADR depositary bank, Mr. Cristiano Marques de Godoy; (vii) the representative of Apsis Consultoria Empresarial Ltda., Mr. Miguel Côrtes Carneiro Monteiro; and (viii) the representatives of Grant Thornton Auditores Independentes Ltda., Messrs. Octávio Zampirollo and André Barbosa.
4. Chair and Secretary: Chairman: Mr. Augusto Marques da Cruz Filho; Secretary: Mr. Francisco Antunes Maciel Müssnich, professionally known as Chico Müssnich.
5. Considerations on the matters on the Agenda: The EGM had originally been convened for June 18, 2025 and was later postponed to July 14, 2005. However, on June 17, 2025 and July 11, 2005, the CVM Board, when analyzing certain requests for interruption and postponement of the EGM, requested the availability of certain additional information used by the Independent Committees of the Companies (as defined below), granting requests for postponement of the EGM for a period of twenty-one (21) days from the respective availability of such information. Thus, the EGM was postponed to be held on August 5, 2025. The EGM was called in the context of the merger, by MGF, of all the shares issued by BRF, not held by MGF on the Closing Date (as defined below), in exchange for the delivery to BRF’s shareholders (with the exception of MGF) of common shares issued by MGF, in accordance with the exchange ratio provided for in the Plan of Merger (as defined below), with the consequent transfer of BRF’s shareholder base to MGF, in accordance with article 252 of the Brazilian Corporation Law (“Merger of Shares”). Upon completion of the Merger of Shares, BRF will become a wholly-owned subsidiary of MGF. The terms and conditions applicable to the Merger of Shares were agreed upon in the “Plan of Merger for the Merger of BRF S.A. shares into Marfrig Global Foods S.A.”, entered into between the Company and MGF on May 15, 2025, as amended and consolidated by means of the “First Amendment to the Plan of Merger for the Merger of the Shares Issued by BRF S.A. by Marfrig Global Foods S.A.”, entered into between the Companies on May 26, 2025 (“Plan of Merger”). The resolution proposals described in the items of the Agenda indicated below are interdependent legal transactions, and the premise is that each of the stages is not effective, individually, without the others also having it and being, in their entirety, implemented.
6. Agenda: (i) To approve the Plan of Merger, which establishes the terms and conditions of the Merger of Shares, as provided for in Article 252 of the Brazilian Corporation Law; (ii) approve the Merger of Shares, the effectiveness of which will be conditioned upon the verification (or waiver, as applicable) of the Conditions Precedent (as defined in the Plan of Merger) and the advent of the date on which the Merger will be considered consummated, in accordance with the Plan of Merger (“Closing Date”); (iii) ratify the appointment of the specialized company Apsis Consultoria Empresarial Ltda., registered with the CNPJ/MF under no. 08.681.365/0001-30 and 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, CEP 20021-290, (“Appraisal Company”), as responsible for preparing (a) the appraisal report, at market value, of the shares issued by BRF to be incorporated by MGF, within the scope of the Merger (“Merger Appraisal Report”); and (b) the appraisal report containing the calculation of the exchange ratio of the shares held by the non-controlling shareholders of BRF, based on the net equity value of the shares of MGF and BRF, with both assets being appraised according to the same criteria and on December 31, 2024, at market prices, pursuant to article 264 of the Brazilian Corporations Law (“264 Appraisal Report”); (iv) to approve the Merger Appraisal Report; (v) to approve 264 Appraisal Report; and (vi) authorize the Company’s managers to perform all acts necessary for the consummation of the Merger of Shares, including, without limitation, the subscription of the common shares to be issued by MGF on behalf of BRF’s shareholders (with the exception of MGF) on the date of consummation of the Merger of Shares, pursuant to Article 252, Paragraph 2, of the Brazilian Corporation Law.
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7. Preliminary Procedures: Before starting the proceedings, the Secretary of the Meeting provided clarifications on the operation of the electronic participation system made available by the Company and the form of manifestation of the shareholders at the Meeting, as well as informed that (i) the proceedings of the Meeting would be recorded, and the copy of such recording will be filed at the Company’s headquarters; (ii) any new documents presented during the Meeting, which have not yet been made publicly available by the Company, could be viewed simultaneously by all remote participants; and (iii) the electronic system for participation in the Meeting allowed shareholders to express their views on the topics on the agenda and to communicate with each other and with the Board. The Secretary also questioned whether any of the shareholders present had submitted a manifestation of vote by sending a remote voting ballot and wished to modify their vote at this Meeting, so that the guidelines received through the remote voting ballot were disregarded, as provided for in article 28, paragraph 2, item II, of CVM Resolution 81. Finally, the shareholders waived the need to read the consolidated synthetic Voting Map, containing the information from the voting maps provided by the bookkeeping agent, the central depositary and the Company itself, and the Secretary informed that all shareholders could have access to said Voting Map during the Meeting.
7. Deliberations: After examining and discussing the matters contained in the Agenda, the shareholders present resolved as follows:
7.1. Initially, it was approved, by unanimity of the votes of the shareholders present, the drafting of the minutes of this Meeting in the form of a summary of the facts that occurred, containing the transcription only of the resolutions taken, and its publication with the omission of the signatures of the shareholders, as provided for in paragraphs 1 and 2 of article 130 of the Brazilian Corporation Law.
7.2. It has been approved by majority of votes of the shareholders present, with 1,135,419,125 votes in favor, 100,869,134 votes against and 212,045,297 abstentions, having verified the quorum for approval provided for in article 252, paragraph 2 of the Brazilian Corporation Law, the Plan of Merger, which embodies the terms, clauses and conditions of the Merger of Shares and whose private instrument will be filed at the Company’s headquarters.
7.3. It was approved by majority of votes of the shareholders present, with 1,134,953,695 votes in favor, 101,260,933 votes against and 101,260,933 abstentions, having verified the quorum for approval provided for in article 252, paragraph 2 of the Brazilian Corporation Law, the Merger of Shares, whose effectiveness will be conditioned to the verification (or waiver, as applicable) of the Conditions Precedent and the advent of the Closing Date, in the form of the Plan of Merger.
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7.3.1. It was stated that, as established in Clause 8.2 of the Plan of Merger, the Closing Date (which is the date on which the Merger of Shares will, for all intents and purposes, be considered consummated), will be disclosed by the Companies to the market, after all acts and measures necessary for the implementation of the Merger of Shares have been carried out, including, without limitation, the verification or waiver of the Conditions Precedent set out in Clause 8.1 of the Plan of Merger, as applicable.
7.3.2. It was stated that, in accordance with the provisions of articles 137 and 252, paragraph 2, of the Brazilian Corporation Law, and in line with Clause 6 of the Plan of Merger, shareholders who voted against the Merger of Shares, who abstained from voting or who did not attend the Meeting may exercise the right of withdrawal. The right of withdrawal will be guaranteed to the Company’s shareholders who, from the end of the trading session on May 15, 2025 (date of the last trading session prior to the disclosure of the first material fact on the Merger of Shares) until the date of consummation of the Merger of Shares, maintain uninterrupted ownership of the shares issued by the Company, and the shareholders must expressly express their intention to exercise it, if applicable, within thirty (30) days from the date of publication of these minutes.
7.4. It was approved, by majority of votes of the shareholders present, with 1,134,830,708 votes in favor, 101,266,537 votes against, and 212,236,311 abstentions, the ratification of the appointment of the Appraisal Company, Apsis, responsible for preparing the Merger Appraisal Report and the 264 Appraisal Report.
7.5. It was approved, by majority of votes of the shareholders present, with 1,134,821,175 votes in favor, 101,238,756 votes against, and 212,273,625 abstentions, the Merger Appraisal Report, containing the market value assessment of the shares issued by BRF to be merged by MGF, within the scope of the Merger of Shares, as of the base date of May 14, 2025, as set forth in Annex 4.2 of the Plan of Merger.
7.6. It was approved, by majority of votes of the shareholders present, with 1,134,798,191 votes in favor, 101,271,145 votes against, and 212,264,220 abstentions, the 264 Appraisal Report, containing the calculation of the exchange ratio for the shares held by the non-controlling shareholders of BRF, based on the net equity value of the shares of MGF and BRF, with both equity values assessed according to the same criteria and as of December 31, 2024, at market prices, as set forth in Annex 4.5 of the Plan of Merger, for the purposes provided in Article 264 of the Brazilian Corporations Law.
7.7. It was approved, by majority of votes of the shareholders present, with 1,134,566,273 votes in favor, 101,561,195 votes against, and 212,206,088 abstentions, the authorization for the Company’s management to perform all acts necessary for the consummation of the Merger of Shares, including, without limitation, the subscription of the common shares to be issued by MGF on behalf of the shareholders of BRF (except for MGF itself) on the date of consummation of the Merger of Shares, pursuant to Article 252, § 2, of the Brazilian Corporations Law.
8. Documents: Pursuant to article 130, paragraph 1, of the Brazilian Corporation Law, written votes were received by the board, initialed by the chairman and the secretary and filed at the Company’s headquarters. At the request of the shareholders Marfrig Global Foods S.A., Marcos Antonio Molina dos Santos, MMS Participações Ltda., and MAMS Fundo de Investimento em Ações, it is recorded that all items on the agenda were approved by the majority of the participating non-controlling shareholders.
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9. Closure: There being no further business to discuss and there being no other manifestation, the Meeting was adjourned and these minutes were drawn up, which were signed by the members of the Board. The shareholders who participated in the Meeting through the electronic system made available by the Company had their attendance registered by the members of the Board and will be considered subscribers of these minutes, pursuant to article 47, paragraphs 1 and 2 of CVM Resolution 81. Itajaí (SC), August 5, 2025. Chair and Secretary: Augusto Marques da Cruz Filho – Chairman; Francisco Antunes Maciel Müssnich – Secretary. Management representative: Fabio Luis Mendes Mariano – Chief Financial and Investor Relations Officer; Heraldo Geres Vice President of Legal Brazil, Tax, People and Compliance.
We certify that this is a true copy of the original minutes drawn up in the Book of Minutes of the Company’s General Meetings.
Itajaí (SC), August 5, 2025.
/s/ Augusto Marques da Cruz Filho | /s/ Francisco Antunes Maciel Müssnich | |
Augusto Marques da Cruz Filho | Francisco Antunes Maciel Müssnich | |
Chairman | Secretary |
Shareholders present:
BRF – Extraordinary General Meeting August 5, 2025
ADR
Representative: Christiano Marques de Godoy (CPF: 000.001.540-78)
Representative of: the Bank of New York ADR Department
ALFM
Representative: Christiano Marques de Godoy (CPF: 000.001.540-78)
Representative of: IT Now Ibovespa B3 Br+ Fundo de Ndice - Responsabilidade Lim; IT Now Ibovespa Fundo de Índice; IT Now Igct Fundo de Índice; IT Now Ise Fundo de Índice; IT Now Pibb Ibrx-50 Fundo de Índice; Itaú Ações Dividendos FI; Itaú Artax Multimercado Fundo de Investimento Financeiro Res; Itaú Artax Ultra Multimercado Fundo de Investimento Financei; Itaú Caixa Ações - Fundo de Investimento; Itaú Excelencia Social Ações Fundo de Investimento Sustentav; Itaú Flexprev Smart Ações Brasil Fif RL; Itaú Ftse Rafi Brazil 50 Capped Index FIA; Itaú Governanca Corporativa Ações Fundo de Investimento; Itaú Ibovespa Ativo Master Fundo de Investimento em Ações; Itaú IBrX Ativo Master FIA; Itaú Index Ações Ibovespa Fundo de Investimento Financeiro R; Itaú Index Ações IBrX Fundo de Investimento Financeiro Respo; Itaú Master Global Dinamico Multimercado Fundo de Investimen; e Itaú Previdência IBrX Fundo de Investimento Financeiro em AC
BERNARDO STEINITZ (CPF: 146.086.707-60)
Colorado Ie FIA
Representatives: Maurício Manfredini (CPF: 144.082.808-36); e Ricardo Araujo Rocha (CPF: 020.990.844-08)
Representative of: Fundo de Investimento em Ações Colorado - Investimento no EX
FILIPE MARQUES DIAS (CPF: 117.466.986-16)
LUIZ HENRIQUE DOS SANTOS MENDES (CPF: 368.592.208-48)
MANOEL LEANDRO SEIXAS (CPF: 227.643.991-20)
Marfrig, MAMS, MMS e Marcos Molina
Representatives: Carlos Barbosa Mello (CPF: 000.001.477-05); Maurício Manfredini (CPF: 144.082.808-36); e Ricardo Araujo Rocha (CPF: 020.990.844-08)
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Representative of: Mams FIA; Marcos Antonio Molina dos Santos; Marfrig Global Foods S.A; e Mms Participações LTDA
Rangel Advogados
Representatives: Alexandre Costa Rangel (CPF: 000.001.345-22); Eduardo Campelo de Sá Pereira (CPF: 000.002.108-46); e Sofia Grünewald (CPF: 000.002.306-16)
Representative of: Arcl II Fundo de Investimento Financeiro Multimercado; e Nova Almeida Fundo de Investimento Financeiro Multimercado
RENATO SOBRAL PIRES CHAVES (CPF: 764.238.837-34)
Representative of Walter Fontana Filho
Representative: Mateus Boeira Garcia (CPF: 018.134.240-55)
XP
Representatives: Fabio Lobo Faro Macedo (CPF: 487.236.118-04); e João Pedro Baptista Viegas de Oliveira Paes (CPF: 464.442.408-08)
Representative of: Abelman Silva de Souza; Adailton de Brito Gois; Adilson Jose Forte; Adnez Regina Tertuliano da Silva Cassimiro; Adriana de Souza Almeida; Adriana Fontanive; Adriana Torres do Prado; Adriano Vieira de Almeida e Silva; Adson Jose Martins Vale; Afonso Celso Araujo Wolff Sobrinho; Agnaldo Kenedi da Silva; Agnus Aurelio Nascimento do Amaral; Alan Borges da Costa; Alan de Siqueira Gios; Alan Fabricio Capucci de Oliveira; Albertina Maria Melo de Oliveira; Alberto Piovesana Neto; Alcionir Pazatto Almeida; Alejandro Enrique Lareo; Alessandra Cristina Silva; Alessandra Regina Americo da Silva; Alessandro Augusto Bernardes dos Santos; Alessandro Cardoso; Alessandro Carlos da Silva Junior; Alessandro Malinowski dos Santos; Alessandro Ricardo Karam; Alessandro Rossol; Alex Caique Andrade de Oliveira; Alex Eckert; Alex Olguerd Danielewicz Filho; Alexandre Carlos de Lima; Alexandre Damazo Bernardes; Alexandre de Castro Cunha Carvalho; Alexandre de Souza Mistrelo; Alexandre Feustel Baehr; Alexandre Reis Queiroz; Alexandre Zardo; Alfeu Mosquetto Junior; Alice Taira; Alicia Maria Gross Figueiro; Aline Brito Neves Silva; Aline Pertuzati; Alison da Costa Burgos; Almerindo Silva Mota; Altamiro Thadeu Frontino Sobreiro; Amanda Bitencourt Azevedo Demarco; Amanda de Souza Lima; Amanda Santos; Amandio de Sousa Gama; Ana Carolina de Figueiredo; Ana Carolina Ugarte Verduguez Penteado Silva; Ana Clara Dutra Carneiro; Ana Claudia Stringhini; Ana Luiza Peres Rios de Macedo; Ana Maria de Miranda; Anderson Caires Santos; Anderson Cargnin de Carvalho; Anderson Carvalho; Anderson da Aparecida Sousa Belo; Anderson Roberto Wiezel; Andre Braga Pontes Gennari; Andre de Faria Castro; Andre Elias Dall Oglio; Andre Heriberto Morais Nunes; Andre Hideki Otsuru; Andre Luis Cunha Silva; Andre Luiz Cremasco; Andre Luiz de Araujo; Andre Luiz de Brito Raposo; Andre Luiz dos Santos Terra; Andre Luiz Soares Pessanha; Andrea Carla Caldas Bezerra; Andrea Gabriele Limias Pereira; Andrea Ramos Martins Rosa; Angelo Joia Neto; Anne Caroline Oelke de Oliveira; Anne Elise Katsurayama; Antonio Carlos Donizeti Morassutti; Antonio Carlos V Morais; Antonio Cendrao; Antonio Edson Veneroni; Antonio Eduardo Pimentel Rodrigues; Antonio Fernando Godoy; Antonio Jose Leite Neto; Antonio Orestes Mari; Antonio Tadeu Giacomet; Aparecida Tatiane Lino Fiuza; Arlindo Pedro Alves Barbosa; Arnaldo Kobashigava; Arnaldo Pinho Rodrigues; Artemio Pizzato; Arthemys de Attayde Silva; Arthur Amaral de Oliveira; Arthur Henrique Batzakas de Souza Matos; Arthur Lima de Oliveira; Arthur Tasato Marchiorato; Arthur Vitor Rosenti Segurado; Atila Pereira Martins; Augusto Crespi; Augusto Jose Zani Araujo; Barbara Andreia Cavalcanti de Oliveira; Beatriz Albuquerque Cunha; Beatriz Guaita Garcia Santos; Benedito Marcos Moreira da Silva Junior; Bernardo Antonio Nicoli de Melo Chaves; Bernardo Dumet Viana; BO Yang; Breno Damazio de Assis; Breno Silveira Peixoto; Bruno Assis de Lima; Bruno Augusto Pereira; Bruno Carvalho da Silva Bergamini; Bruno Cruz Boettger; Bruno Leao Valgueiro Zagury; Bruno Orsini; Bruno Reis Grudzinski; Bruno Tonial Lunardi; Bruno Valente Sanches; Bruno Venturelli Emidio; Caian Benedicto; Caio Augusto Parolin Soares; Caio Cavalari Barboza; Caio Gouveia Ibelli; Caio Guastapaglia; Caio Januario de Araujo; Camila Antunes Paz Guarnieri; Camila Binelli de Pierro; Camila Valadares; Carlo Brayer Martins; Carlos Alberto Amaral de Oliveira Pereira; Carlos Alberto Bacin; Carlos Alberto Jose da Rocha; Carlos Alberto Perim; Carlos Alberto T Fagundes; Carlos Alexandre Moyses Tusato; Carlos Almeida dos Santos; Carlos Augusto Silva Provenzano; Carlos Bisol; Carlos Dariva; Carlos Eduardo Gomes Labuto; Carlos Felipe Fuchs dos Santos; Carlos Kennedy Rizzi; Carlos Leandro Martins Oliveira; Carlos Wagner de Freitas; Carolina Scatena do Valle; Caroline Daher Farat; Caroline Dettke Hoffmann; Caroline Ferreira Sanches Russo; Carolyne Gomes Silva; Cassia Takako Omagari; Cassio Brutus Barcellos Filho; Castellane Silva Ferreira; Catia Viana Colla; Cecilia Cerqueira Cafe Mendes; Celso Antonio da Silva Junior; Celso Carvalho da Silva; Celso Luis Oppelt; Cem Musa Albukrek; Cesar Augusto Boggiani; Cesar Augusto Celli; Cezar Augusto da Rosa Silva; Chang Bong Song; Charliston Escobar Cantanhede; Christian de Almeida; Christiane Aguiar de Vicq de Cumptich; Cicero Fontenelle; Cinthia Silva Navarro; Clailton Jose Fernandes; Claudio Arnoni Franco; Claudio Ferri Vasconcelos; Claudio Moreira Neiva; Claudio Nunes Bittencourt Filho; Claudio Pedersoli de Oliveira; Claudio Vieira da Silva; Claudivir Zabini; Cleiton Eduardo Galina; Cleverson Freitas; Clube de Investimento Kapital; Compuletra LTDA; Conforto Ambiental- Produtos de Aluminio LTDA. EP; Cristhiano Augusto Guimaraes; Cristian Henrique Tardin; Cristiana Maria Segurado Camargo Lopes; Cristiano Geraldo Felisberto; Cristiano Possato; Cynthia Beltrao dos Santos Belmont; Cyrille Laurent Olivier Schroeder; Cyro Seiki Shimizu; Daniel Brescovit Santiago; Daniel Dallacort; Daniel Durand de Albuquerque; Daniel Eurech Coelho; Daniel Garcia Rezende; Daniel Hitoshi Ueda; Daniel Luciano Zaude; Daniel Pereira Alexandre; Daniel Zucolotto; Daniela de Lima Coutinho da Silva; Daniele Antonelo Campos; Danilo Gabriel da Rocha Castanho; Danilo Macedo Rocha; Danilo Mendonca Cabral; Danilo Teves de Aguiar; Dany de Souza Ribas; Darcy de Fatima Zanini Silva; Dariano Jose Secco; Dario Avalos Filho; Dario Brock Ramalho; Dario Carvalho da Costa; Davi Rodrigues; David Rafael Quintao Rosa; David Rosa Alegre; Davison Pedrosa Braga; Decio Esmael Rasera; Deivid Machado Goncalves; Deivyson Roris de Freitas; Demercio Martin Kielb; Denis de Marchi Sinachi; Denny Silva Evangelista; Dermochelys Holdings LTDA; Deusdete Mantovanelli; Deyze Leite Lopes; Diego Eduardo Santos; Dimas Rafael da Rosa; Ding XU; Diogo Joao Gloria; Dirceu Antonio Benelli; Diva Novy Barbosa Chaves Nagem; Divino Hartenio Santos de Carvalho; Dolivar Coraucci Neto; Domingos Geaquinto Netto; Donino Scherer Neto; Douglas Belle; Douglas dos Santos Goncalves; Durval Tenorio Cavalcanti Junior; Eder Eugenio Back; Eder Fernando Serejo de Castro; Eder Peruzzo; Edie Andreeto Junior; Edinaldo dos Santos; Edison Vanderlei Anversa; Edno Jose Bozoli Junior; Edson Gustavo Zamarian; Edson Jose da Silva Junior; Edson Molina Espinhaco; Edu Antonio Silveira Brazao; Eduarda Edler Brzezinski; Eduardo Araujo Mendes; Eduardo Assad Terribili; Eduardo Camargo Renda Lanfredi; Eduardo Cesar Faria; Eduardo de Castro Humes; Eduardo dos Passos Chaves; Eduardo Elian; Eduardo Fernandes de Oliveira Veiga; Eduardo Gomes Afonso; Eduardo I V Silva; Eduardo Jensen; Eduardo Jorge dos Santos; Eduardo Jorgens de Maman; Eduardo Keiner; Eduardo Lauand Neto; Eduardo Luiz dos Santos; Eduardo Roberto Uhle; Eduardo Takashi Irie; Eduardo Vitor Turmina; Edward Harding Junior; Elaine Cristina de Souza Geraldo; Elaine Gleyce Mira de Figueiredo; Eliane Kauam Medina Schutt; Eliane Perpetua de Assis; Eliane Sadicoff; Eliane Wollmann Wedderhoff; Elias Jose Belloni; Elias Martins; Eliezer Andrade Junior ou; Elinaldo Vieira dos Santos; Elisete Maria Tondo; Elizabeth da Rosa Casado Lima; Elizabeth de Fatima da Silva Mattas; Elizabeth Harumi Inoue Seo; Elmar Carlos Martins dos Santos; Elton Jones Sabino; Elton Lacerda; Emanuel Bagetti Zeifert; Emanuelly Alessandra Soares de Moura; Emelly Gabriele Erbs; Emerson David Pereira Barbosa; Emil Mikhail Junior; Emilio Martinho Vogel; Emily Brum de Arruda Conceicao; Enricco Vailatti Magro; Erbert Portela Martins Filho; Ercides Ramos Rodrigues Filho; Eric de Queiroz Behs; Eric Guimaraes de Paiva; Erik Ivan Sanchez Schnoor; Ernani Bolognini; Ernani Fontana Filho; Ernesto Dallaverde Junior; Erni Dickel; Ersin Erkan; Estevao dos Santos Gedraite; Eudezia Vilar Fagundes de Vasconcelos; Evaldo Araldi; Evelin Sebben da Silva; Everton Garcia Lopes Ferreira; Ewerton de Alencar Correia; Ezequiel da Silva Serafim; Fabiano Elisei Serra; Fabio Elias Cury; Fabio Ferreira Cordeiro; Fabio Gualberto Cabral; Fabio Henrique de Menezes Quintao; Fabio Jose da Silva; Fabio Junior de Souza; Fabio Maia da Silva; Fabio Martins de Moura Vieira; Fabiola Ravasi Ferraz; Fabricio Bacelar Liparizi; Fabricio Cardoso Matos; Fabricio Guilherme Pires dos Santos; Fabricio Morais da Silva Guimaraes; Fabricio Sottile Bertoni; Fabricio Sulzbacher; Fatima Cristina Monteiro; Fatima Maria Gnecco; Fausto Augusto Marcucci Arruda; Felipe Aguirre Smid; Felipe Cosenza Silva Arruda; Felipe de Campos Vendrusculo; Felipe Divera Schegerin Alves Bezerra; Felipe Ferreira Ramos; Felipe Guimaraes; Felipe Moreira Samary; Felipe Pereira de Campos Ferraz; Felipe Pessoa Hildebrand; Felipe Vellinho Simch; Felipe Villa Real Neustein; Fernanda Falavinha Nicleviscz; Fernanda Mariani Gomes; Fernanda Silva Brandao Goncalves; Fernando Alberto Centurion; Fernando Antonio Bartolomeu Magalhaes; Fernando Augusto Ferreira Diaz; Fernando Barros de Alcobia; Fernando Forquilha Julio; Fernando Gasparotto Puccinelli; Fernando Henrique Kneip Ferreira; Fernando Henrique Silveira; Fernando Jorge Mendes de Sousa; Fernando Jorge Soares Monteiro de Araujo Mig; Fernando Jose Gnoatto; Fernando Lima Coutinho; Fernando Maccarini Mezzomo; Fernando Mendes Calixto; Flavia Mara Petronilho dos Santos; Flavia Potcker Duque; Flavio Fiorese; Flavio Kumagai; Francineide Brandao de Moura; Francisco Antonio de Camargo Rodrigues de Souza; Francisco Caninde dos Santos Neto; Francisco Savioli; Franklin Januario da Silva; Frederico Fonseca da Silva; Frederico Jorge Petinatti Rodrigues; Frederico Keniti Chicuta; Gabriel Ambrosio Valentin; Gabriel Barbosa dos Santos; Gabriel Benassi Braz dos Santos; Gabriel de Oliveira Ferreira; Gabriel Gustavo de Andrade Silva; Gabriel Henrique Perez dos Santos; Gabriel Leite Cardoso da Silva; Gabriel Otavio DI Santi Pinheiro; Gabriel Pires Fernandes; Gabriel Portela Senarezi; Gabriel Sabenca Gusmao; Gabriela de Souza Oldach; Gabriela Doria Velloso; Gentil Donizete Mendonca; George Chao; Georgia Castro Magalhaes; Geovana Nicoski; Geraldo Augusto Xavier Faraco; Geraldo Ribeiro do Valle Haenel; German Enrique Wassermann; Gerson Kiyoshi Maeda; Gerson Serini; Giacomo de Camillo Grizzo Cuoco; Gian Carlo Faroni; Gilbert Arantes Hime; Gilberto Kikuo Massuda; Gilberto Kimito Saito; Giovane Huff; Giovani Pelliza; Giovanna Graziela Cardi Silverio; Giovanni Borges Cortes; Gisele Lopes da Silva; Giuseppe Tedeschi; Glaucio Cesar Surdi; Gleidson Dutra Abadio; Guilherme Augusto Campregher; Guilherme Gabriel Nigoski; Guilherme Larcher Longo; Guilherme Muller de Campos Futuro; Guilherme Policarpio da Silva; Guilherme Rudolf Otto; Guilherme Soldani Araujo; Guilherme Timoteo Kono; Guilherme Vianna Tensol; Guilherme Yoshihito Watarai; Gustavo Abreu dos Santos; Gustavo Alberto Gibelli; Gustavo Appel Araldi; Gustavo de LA Barrera Lara; Gustavo Henrique Dondoni Dalla Corte; Gustavo Lincoln Maciel Silva Rocha; Gustavo Milani Gudde; Gustavo Ramos Rosa; Gustavo Silva Lima; Gustavo Taranto Malheiros; Gustavo Xavier do Nascimento Souza; Hannah Goncalves Tatagiba; Harrison Marcon Cachoeira; Harumi Asahida; Heitor Carpigiani de Paula; Helio Meirelles Cardoso; Helio Silveira Moraes Pinto; Heloisa Fraenkel; Henrique Bezerra Nogueira Torres Lima; Henrique Cypriano do Nascimento; Henrique Inacio Pinto; Henrique Luiz Zaguini Neto; Henrique Portugal Pedreira; Henrique Roberto Groszmann; Hercules Francatto Neto; Hermes Vinicius Lopes Santos; Hugo Dahlin Ferreira dos Santos; Icaro Nogueira e Silva; Igino Belfiore Neto; Igor Guimaraes Barbosa; Igor Henrique Maia Lima; Ilair Michalawiski Mazardo Machado; Iraci Antonio Brunetto; Iris Marques Patricio de Oliveira; Irlane Carmela Pedrollo Tams; Isabela Loiola da Silva; Isabella Christina de Souza Uwai; Isadora da Cunha; Italo Granato Neto; Ivan Fabri; Ivan Schuster; Jackson Hayashi Soares; Jackson Rangel dos Santos; Jan Carlo Alves Muck; Jaqueline Alcantara de Jesus; Jario Conceicao de Matos; Jean Carlos Borges Brito; Jean Jodany Hilaire; Jefferson Henrique de Paula; Jenaina Machado de Abreu; Jeni Sobreira de Lima; Jessica Araujo Carpaneses; Jessica Oliveira Santos; Joao Antonio Gomes Braga; Joao Batista Macario Lima; Joao Carlos Gama de Oliveira; Joao Carlos Simonetti Junior; Joao Eduardo Pesciotto de Carvalho; Joao Felipe Marques de Jesus; Joao Francisco Botelho; Joao Gabriel Minosso; Joao Gustavo Mallmann Hermes; Joao Luiz Rodrigues Prateleira Junior; Joao Marcello de Miranda Costa Schoenberger; Joao Marcelo de Melo Ferraz; Joao Marcelo R V Rocha; Joao Marcos Santos Brum; Joao Paulo da Silva; Joao Paulo Lopez; Joao Pedro Doria Velloso; Joao Pedro Martins Kamei; Joao Pedro Santos Nowisck; Joao Sinohara da Silva Souza; Joao Victor Bona Alves; Joao Vitor da Silveira Nomura; Joao Vitor Munari Benetti; Joazir Nunes Fonseca; Jonas Furtado Dias; Jonatas Contreras Trujillo; Jonatha Rafael Steuck; Joran Lamounier da Silva Josino; Jorge Schreurs; Jorge Tokuda; Jorge Widmar; Jose Adalberto Guimaraes Cardoso; Jose Anselmo Bazani; Jose Antonio Ferreira Brandao; Jose Artini Netto; Jose Batista Zucolotto; Jose Bezerra de Araujo Junior; Jose Carlos Abrantes da Costa; Jose Carlos de Oliveira Galveas; Jose Carlos Felix dos Santos Filho; Jose Carlos Rossini Iglezias; Jose Carneiro de Mesquita Filho; Jose Edgar Meurer; Jose Eduardo de Alkmim; Jose Felicio Sedmak; Jose Luiz Wuaden; Jose Marcos Girardelli; Jose Nazareno de Paula Leitao; Jose Oitavo de Oliveira Borges; Jose Paulo Jorge; Jose Reinaldo Marquezini; Jose Rinaldo Albino; Jose Roberto Palhares; Jose Roberto Santini Filho; Jose Sergio Gesser; Jose Wilde Matoso Freire Junior; Jose Zornoff Filho; Josenildo Vilela Lima; Josue SA da Fonseca; Juan Darby de Oliveira Maciel; Juan Rodrigo Harbar Penas; Julia Loyola de Siqueira; Juliana Borges de Oliveira; Juliana Furtado Baltazar; Juliana Renata Costa; Juliano Dias da Silva; Juliano Mol Xavier; Julio Cesar Bertacini de Moraes; Julio Cesar Zerbetto; Julio Jose Amaro; Julio T Miskey; Kaike Messias Cominesi; Karina Chiamulera; Karina Driessen Moreira; Karina Sarto Szpak; Katia Martins Sommacal; Kaue Vettorazzo Pigozzi; Khayro Fernando Goncalves de Godoy; Kim Schlickmann; Kleber Sabino da Silva; Laercio Mendes da Silva Junior; Lafayette de Azevedo Lage; Laura Chaves Cotta; Laura David Silva; Leandro Alves; Leandro Colla da Cunha; Leandro Hespanhol Viana; Leandro Nunes Alves da Silva; Leandro Rogerio Vitti; Leandro Verissimo; Leandro Zunkowski; Lenismar Cabral de Oliveira; Leonardo Cozac de Oliveira NT; Leonardo de Cesare Thieme; Leonardo de Resende Sousa Oliveira; Leonardo Duarte Cyrne; Leonardo Fernandes Micaelo; Leonardo Martins Amaral; Leonardo Trevisan Lombardi; Leonardo Vicente Coelho; Leonardo Wester dos Santos Ribeiro; Leonel de Oliva; Leonice Maria Mees; Leonildo Aparecido da Silva Junior; Liborio Mejia Bravo; Lidiane Martimiano Rodrigues de Castro; Liliana Borges Cruz; Livio de Andrade Machado; Lourival Mendonca; Luan Alberto Marques de Oliveira; Luan Alerrandro da Cruz Atanasio; Luan Henrique Rothemann; Luana Christina Magalhaes Araujo Borges; Luana Santos da Silva; Lucas da Silveira Barboza; Lucas Eduardo Gabrieli; Lucas Eduarte Pereira; Lucas Moreira Laperuta; Lucas Pereira da Silva de SA; Lucas Tadeu Melo Camara; Lucca Brandao de Mello; Luceline Laura Rabelo Lafeta Martins Barbalho; Luciana Stippe de Andrade; Luciane Mie Kawashima; Luciano Marinho de Souza; Lucimar Czornei; Luis Carlos Latoski; Luis Claudio Spohr; Luis Felipe Dalari Zanelato; Luis Felipe Dovichi Mendes; Luis Gustavo da Silva Marques; Luiz Alberto Hepp; Luiz Antonio Ribeiro de Oliveira; Luiz Carlos Casagrande Junior; Luiz Carlos Giacomet; Luiz Carlos Sanchez; Luiz Carlos Zanotto; Luiz Claudio Queiroz Vilar; Luiz Eduardo Faria Pereira; Luiz Eduardo Ribeiro; Luiz Fernando Bertacco Estrela; Luiz Fernando M Siqueira; Luiz Gastaldi Junior; Luiz Henrique Targa Goncalves Miranda; Luiz Henrique Victor Alvarenga; Luiz Jose Marques Junior; Luiz Otavio Lunardi; Luiz Ricardo Prado de Oliveira; Luzineide Ana Santana; Madelaine Aparecida Frizon; Maicon Antonio Paim; Maicon Jhonatan Dadalt; Maira Lopes Velazquez; Maira Padilha Gondim; Manif Curi Jorge; Manuella Paez; Marcel Facco Trevisan; Marcelo Barbosa dos Santos; Marcelo Brum; Marcelo Cardoso Pinto; Marcelo da Silva Felippe; Marcelo de Seixas Formoso; Marcelo Fagundes Valeriote; Marcelo Fenerich dos Santos; Marcelo Fontana D Avila Moraes; Marcelo Gabriel Compte; Marcelo Garcia Blanco; Marcelo Geraldo Stella Filho; Marcelo Jorge Graciotti; Marcelo Ribeiro Pedrosa; Marcelo Roveri Jose; Marcelo Serrano Goltzman; Marcia Mattos Rosa Becker; Marcia Regina de Oliveira Diniz; Marcia Regina Gomes; Marcial Porto Fernandez; Marciley Leal de Araujo Barreto; Marcio Augusto Muraro; Marcio Baby Kroeff; Marcio Balbinotte; Marcio de Paula; Marcio Luciano Velo; Marcio Miake; Marco Antonio Della Santa Panza; Marco Antonio Goncalves; Marco Antonio Nunes de Melo; Marco Aurelio de Souza Mendes; Marcos Antonio Pereira; Marcos Eliesio Castro; Marcos Goncalves Mayor; Marcos Guimaraes Barbosa; Marcos Nogueira Muchon; Marcos Paulo de Almeida; Marcos Paulo Sandrini; Marcos Rodrigo de Oliveira; Marcos Toshio Kubo; Marcos Vinicio B Lacerda; Marcos Vinicios Cola; Marcos Vinicius Fiorini Maia; Marcos Vinicius Mateus; Marcos Weslley Peres; Marcus Augusto Oliveira Silva; Marcus Henrique Pinto Basilio; Marcus Vinicius Dias Severini; Margarete Keiko Iwai; Margarida Leiko Masukawa; Margie Liane Henning; Maria Aparecida Chaves Bessone; Maria Eduarda de Araujo dos Santos; Maria Jose de Araujo Ikeda; Maria Matilde Gazda; Maria Otilia Florencio Casagrande; Mariana Bueno Majer Orosco; Mariana Ferreira de Carvalho; Mariana Francisco Botelho; Mariana Tonello Biffi; Marilucio de Souza Caires; Mario Augusto Mendes Kneip; Mario Luciano Gomes Segatto; Mario Lucio Brito; Mario Pekelmann Markus; Marjorie Carolina da Costa; Marjory Cristina Rovarotto Cardoso de Sales; Marleide Santo Lima; Marlon Vinicios Siqueira Nascimento; Marta Ribeiro Lopes; Marta Shiguematsu; Mateus de Oliveira Pederiva; Mateus Lopes Ribeiro; Matheus Alexandre Ruppenthal; Matheus Bastos Correa; Matheus da Silva Moreno; Matheus Fanti de Souza; Matheus Onofre Freire; Matheus Ramalho de Lima; Mathias Brem Garcia; Matias Instalacoes Eletricas LTDA; Mauri Barbieri; Mauricio Garcia Sore; Mauricio Jose Meira Calabria; Mauricio Luiz Malito; Maurilio Duarte de Campos; Mauro Bergerman; Mauro Gonzaga Alves Junior; Mauro Henrique Machado Martins; Max Leandro Ferreira Tavares; Maximo Menezes Pino Aldana; Mayr Lichtensztejn; Maysson Carvalho da Silva; MI Young Kang; Michel Michelmam Benuce; Michele de Oliveira; Micheline Araujo Cruz; Miguel Jacinto Pereira Neto; Mila Cristh Souza Siqueira; Milena Alvarenga da Costa; Milena Barreto Pomilio; Milena Cristina dos Santos; Milton Elmar Baron; Milton Heyde de Macedo; Mirian Regina Knapik; Moacir Jose Baracho Rodovalho; Moises Angelo da Silveira; Monica Borges Garcia Carvalho; Montsena - Engenharia e Montagem Industrial - Eireli; Munil Marques de Souza Junior; Murilo Henrique da Silveira Franzosi; Murray Edward Zeitlin; Myller Teixeira Gomes; Naiara Ribeiro Sumida; Nata Martini; Nathalia Aparecida Soares Schmal; Nathan Marchetti Mendes; Neimar Lexandro Bancer; Nelson Sampaio; Netw2 Tecnologia da Informacao LTDA; Newton Marquez Alcantara; Nicolas Massio Mariano de Oliveira; Nicolas Saches Bolonha; Nicolle Zanoni Nicoladeli; Nikolai Vieira Turiel; Nilson Galeno Miranda; Nilton J.Generini de Oliveira; Nilton Kirchner; Norberto Martins Ferreira; Odemy Oliveira e Silva; Odete Maria Pagliarin; Olavo Cardeira Pedro; Olivaldo dos Santos; Olivio A de Oliveira; Oscar Delgado Gutierrez; Osiris Nerone; Osni Antunes de Sousa; Osvaldo Faria de Oliveira; Osvaldo Takao Matsumura; Oteniel Furquin Pinto; Pablo Costa Figueiredo; Pablo Thalys Alves de Oliveira Rosa; Pascoal Roberto Peduto; Patric Alexandre Erhart Bueno; Patricia Boaretto Rodrigues; Patricia Tereza Cardoso de Camargo Severa; Paulino Antunes dos Santos; Paulo Aderlei Francisquet; Paulo Cesar Chaves Furlanetto; Paulo Cesar Soares; Paulo Cezar Goncalves Afonso; Paulo Francisco da Silva Campos; Paulo Fredy Goncalves Rafael; Paulo Henrique Nardi de Almeida Silva; Paulo Jose Fuzeto Rigolin; Paulo Jose Mendes Passos; Paulo Jose Nobrega Rola; Paulo Miranda de Almeida Junior; Paulo Nichelle Junior; Paulo Renato Grewe; Paulo Renato Pimenta Mendonca; Paulo Roberto Diesel; Paulo Roberto Lazarin; Paulo Roberto Mack; Paulo Sergio de Almeida; Paulo Sergio Gaia Malcher; Paulo Sergio Soares Torquato; Paulo Sergio Zanelato; Paulo Simao Chou; Pedro Antonio Correa Borges Fortes; Pedro Arruda Cioni; Pedro Cavalcanti Treiguer; Pedro Gomes Giantomaso; Pedro Katusyoshi Nakayama; Pedro Ricardo Oliveira da Luz; Pedro Victor Ferreira; Pedro Victor Nolasco Moreira Maia; Peter Dvorsak; Phelippe Trevisan Stipp; Philippe Michel Luc Grojean; Priscila Sobral Fernandes; Pyther Passos Viana; Quality Consultoria Empresarial S/C LTDA; Rachel Cristina Borges Simoes Micaelo; Rafael Anelo Mendonca do Nascimento; Rafael de Jesus Silva; Rafael de Oliveira Pontes; Rafael Eduardo Leandro; Rafael Guimaraes de Medeiros; Rafael Jarillo de Lima; Rafael Kremer; Rafael Mendes da Silva; Rafael Negrao Ferreira; Rafael Senem; Rafael Tiercelin Almeida dos Santos; Rafaela Rodrigues Cunha Dallmann; Raimundo Nonato Menezes da Rocha; Raissa Padial Passos; Ralf Benedito Sebold; Ralph Correa de Almeida; Rannieri Boldi Feitosa; Raphael Bozola de Oliveira; Raphael Chaves Dias; Raphael Correa Martins; Raphael Davi Matioli Trindade; Ray da Cunha Lima; Regiane Boava Ribeiro Velho; Regina Maria Marcussi Hussein de Araujo; Regis Alan Bauli; Regis Barreiros Augusto; Regis Yukio Vilas Boas; Renan Barbosa Ferreira de Andrade; Renan Costa Francoso; Renata Araujo Cruz; Renata Diniz Junqueira Santos; Renata Ferreira Cagnin; Renata Thomazini Dallago; Renato Augusto Pirett Lapot; Renato Jose Bertoni Barbosa; Renato Mafra Alves; Renato Opitz; Renato Rodrigues dos Santos; Rene dos Reis Piornedo; Rhanieri Siqueira Rangel; Ribeiro & Sobreiro Advogados; Ricardo Araujo Castilho; Ricardo Augusto Nora Rogano; Ricardo Costa Schuler; Ricardo Fernandes Bahiana; Ricardo Gamba e Silva; Ricardo Henrique Cardim; Ricardo Jose Vercelli; Ricardo Klempp Franco; Ricardo Leal Prates de Sans Zanotto; Ricardo Lotuozzi; Ricardo Luiz Gomes Braga; RK Servicos de Cobranca; Robert Carvalho da Silva; Roberto Abrao Leite; Roberto Carlos Vieira Pitta JR; Roberto de Freitas; Roberto de Souza Cardoso; Roberto dos Santos Bandeira; Roberto Nunes Lunardelli; Roberto Sfoggia; Robinson Simoes; Robson Velloso de Oliveira Costa; Robson Zumkeller Campos; Rodrigo Barbosa de Oliveira; Rodrigo da Silva Pontes; Rodrigo Lauande Pimentel; Rodrigo Malinauskas; Rodrigo Marinheiro Machado; Rodrigo Santos Moreira; Rogerio Borlina; Rogerio Daisson Santos; Rogerio de Souza Pessoa; Rogerio Jesus de Oliveira; Rogerio Onofre de Assis; Romeu de Melo Ferreira; Romildo Jose da Silva; Romulo Benites de S Luciano; Ronaldo Carlos da Silva; Ronaldo Rodrigues de Barros; Ronaldo Staico de Andrade Santos; Rosa Maria Martinez Kruschewsky; Rosa Matiko Takamato; Rosalva Maria da Silva e Silva; Rosangela Lopes Gomes; Rosangela Stefanello; Rosimeire Lima Grilo; Rudolph Verdy Menezes da Silva dos Santos; Salomao Faroj Chodraui; Samuel Eugenio Rodrigues; Samuel Severo da Silva; Sandro Badaro Freitas; Sandro Luiz Geremia Baseggio; Sandro Ricardo de Gouveia; Saul Maguil de Souza; Saulo Freitas Miranda; Saulo Roberto Colombaro Marcucci; Sayuri Freitas Kai; Sergio de Freitas Mincarone Filho; Sergio Eduardo Falat; Sergio Goncalves Ferreira; Sergio Luiz Morelli; Sergio Ricardo Araujo do Nascimento; Sergio Ricardo Miranda; Sergio Rodrigues; Sergio Silva Jardim Filho; Sidnei Ferraz dos Santos; Sidney Kanashiro; Silvano Neves Moreira; Silvia Cristina Arcari; Silvia Moreira Taketsuma Costa; Silvio Pennone Pereira; Silvio Sergio Silveira de Siqueira; Simone Aparecida Goncalves; Simone de Oliveira Lucas Gloria; Stefan Stringari; Stefan Widmann; Stefany Anneliese Maidel Bekon; Stela Garcia Spironelli; Suely da Silva; Sueny Silva Santos; Suila Ribolli Cazarotto; Suzimeire Arakaki; Tales Barreto Silva; Tania Cristina Zonta; Tania Regina Rodrigues de Souza; Tanner Jose Arantes Borges; Tarcisio Augusto Carneiro; Taynara Luiza Muller; Tbks Participações LTDA; Teilon Aragao Pereira; Tenion Maciel Bossardi; Thaiane Ohanna Gomes da Costa; Thaina Clemente de Brito; Thais Carla Sampaio Almeida; Thiago Alves de Moura; Thiago do Nascimento Milczuk; Thiago Francisco Alves; Thiago Jose Taumaturgo Paiva; Thiago Moraes Cancado da Silva; Thomas Sorger; Tiago Gobatto Puttem; Tiago Grondek da Luz; Tiago Jose Lippert; Tiago Lima; Tiago Lourenco; Tiago Resende da Silva; Tiago Segabinazzi Dotto; Toshimitsu Uesono; Uiliam Goltz Elesbao; Ulisses Terra Buffon; Vagner de Jesus Mantovano; Vagner Dias Velasco; Valdemir de Faria Junior; Valdemir Maronezi; Valdemiro Aquino Ribeiro; Valdo Rodrigues Herling; Valeria Mitiko Taniguchi; Valteni da Costa Vargas; Valter Balbinotte; Vanderlei Correa de Magalhaes; Vanderson Luan Vieira; Vanessa Calil; Vanessa de Oliveira Silva; Vanessa Ribeiro Torchette; Varixx Industria Eletronica LTDA; Veroni Marques Macedo; Vicente da Costa Silva Neto; Vicente Ferrer Pardo Jimenez; Victor Pessoa de SA; Victor Ramos Sales Mendes de Barros; Victor Vioto de Azevedo Grillo; Vilson Antonio Betemps Filho; Vinicius Dandolo; Vinicius Dimithri Vargas Cruz; Vinicius Flores Costa; Vinicius Guedes dos Santos; Vinicius Humberto de Souza Vicuna; Vinicius Klein; Vinicius Melhado; Vinicius Zacharias Nugoli; Vinnicius Mendes Ventura; Vital Holmo Batista; Vitor Brandao Martini; Vitor dos Santos Farias; Vitor Gabriel Kleinert; Vitor Meira Bilha; Vitoria Alves Xavier Dias; Vladimir Natal Fontana Carrilli; Wagner Barros dos Santos; Wagner Pinheiro da Silva; Wagner Romao Valentin; Walker Gomes Figueiroa; Walter Rodrigues da Silva; Wander Wagner Santana; Wanderley Castro; Welington dos Reis Strutz; Wendell Poubel Caliman; Werley Andre Rodrigues; Wesley Rocha da Silva; Weslley Silva Sales; Whelligton Lisboa; Wilanna Goncala Azevedo Camelo; William Martins Correa; Willy Akira Takata Nishizawa; Wilson Eydi Torii; Wilson Pereira de Souza; Wladimir Cardoso; Yasmim de David Tessele; Yeda Mychkis Eterovic; Yoshiharu Akamine; Yunes Marcondes Taha; e Zoilo de Souza Assis Junior
6
BVD Direto
Almir Sebastiao Zanon Xavier; Antonio Carlos Cesco; Concordia Phoenix Fundo de Investimento Multimercado Crédito; Daniel Luis Moreli Rocha; Fabio Bagnara; Fabio Duarte Stumpf; Fabio Luis Mendes Mariano; Florivaldo Morais Alves Junior; Indiara Kurtz Danelli Manfre; Ivomar Oldoni; Joao Pereira Filho; Leonardo Campo Dallorto; Loriano Andre Rigo; Luiz Antonio Junqueira Franco; Luiz Fernando Furlan; Maicon Mata dos Santos; Manoel Reinaldo Manzano Martins Junior; Marcel Sacco; Marcos Roberto Badollato; Mauricio Angelo Cherobin; Mauricio Manfredini; Miguel de Souza Gularte; Plano Beneficios II; Plano de Beneficios Faf; Plano de Beneficios III; Plano Instituido Setorial Familia Brf Previdência; Raquel Ogando dos Santos; Roberto Tonet; Salic International Investment Company; Stanley Saraiva de Andrade; e Thiago Luiz de Freitas Pereira
BVD B3
Abrdn Oeic Iv-abrdn Emerging Markets Equity Tracker Fund; Abrdn Oeic Vi-abrdn Emerging Markets Equity Enhanced Index F; Abu Dhabi Retirement Pensions and Benefits Fund; Adriano Rosas de Souza Guedes; Advanced Series Trust - Ast Prudential Growth Allocation Por; Alaska Common Trust Fund; Alaska Permanent Fund; Allan Santos Meneses; Allianz GL Investors Gmbh ON Behalf of Allianzgi-fonds Dspt; Aluisio Mendes da Rocha Filho; American Heart Association, Inc.; Ana Luiza Barbosa da Costa Veiga; Andre Baker Meio; Andre Luiz de Miranda; Antonio Roberto de Oliveira; Antonio Sidney Sorratini; Aqr Ucits Funds; Arero - Der Weltfonds -nachhaltig; Arizona Psprs Trust; Arrowstreet (delaware) Custom Alpha Extension Fund; Arrowstreet (delaware) Custom Alpha Extension Fund; Arrowstreet (delaware) L/S Fund L.P.; Arrowstreet Acwi Alpha Extension Fund III (cayman); Arrowstreet Acwi Alpha Extension Fund III (cayman); Arrowstreet Acwi EX US Alpha Estension Trust Fund; Arrowstreet Capital Copley Fund Limited; Arrowstreet Capital Global All Country Alpha Extension Fund; Arrowstreet Capital Global Equity Long/Short Fund Limited; Arrowstreet Capital Global Equity Long/Short Fund Limited; Arrowstreet Clarendon Trust Fund; Arrowstreet Emerging Market Alpha Extension Trust; Arrowstreet Emerging Market Alpha Extension Trust; Arrowstreet Emerging Market Trust Fund; Arrowstreet Emk Alpha Extension Fund L.P.; Arrowstreet Emk Alpha Extension Fund L.P.; Ascension Alpha Fund, LLC; Ativo International Equity Fund, LP; Australian Retirement Trust; Aviva I Investment Funds Icvc - Aviva I International I T F; Aviva Investors; Aviva Life Pensions UK Limited; Aware Super Pty Ltd; Banco Btg Pactual S/A; Barclays Multi-manager Fund Public Limited Company; Bayerninvest Kapitalverwaltungsgesellschaft Mbh FO; Blackrock A. M. S. AG ON B. of I. e. M. e. I. F. (ch); Blackrock Asset Manag IR LT I Its Cap A M F T Bkr I S FD; Blackrock Balanced Capital Fund, Inc.; Blackrock Balanced Capital Portfolio of Blackrock Series Fun; Blackrock Cdn Msci Emerging Markets Index Fund; Blackrock Global Index Funds; Blackrock Life Limited - DC Overseas Equity Fund; Blk Magi Fund; Bnym Mellon CF SL Emerging Markets Stock Index Fund; Board of Pensions of the Evangelical Lutheran Church IN Amer; British Columbia Investment Management Corporation; Bruno Reimberg Menichetti; Bureau of Labor Funds - Labor Retirement Fund; California Public Employees Retirement System; Canada Pension Plan Investment Board; CC and L Q 140-40 Fund; Cc&l Multi-strategy Fund; Cc&l Q Canadian Equity 130/30 Plus Fund; Cc&l Q Emerging Markets Equity Fund; Cc&l Q Emerging Markets Equity Fund LP; Cc&l Q Market Neutral Fund; Cc&l Q Market Neutral Fund II; Cc&l Q US Equity Extension Fund; Cc&l U.S. Q Market Neutral Onshore Fund II; Ccandl Q Emerging Markets Equity Ucits Fund A Sub Fund of CO; Chang Hwa CO Bank, Ltd IN Its C as M Cust of N B Fund; Chevron UK Pension Plan; Cibc Emerging Markets Equity Index ETF; Cibc Emerging Markets Index Fund; Cilos Roberto Vargas; Cititrust Lim as TR of Black Premier Fds- Ish Wor Equ Ind FD; Cititrust Limited as T of A F S A Moderate Growth Fund; Cititrust Ltd A T Vanguard Fds Series Vanguard Income Fund; City of New York Group Trust; City of Philadelphia Pub Employees Ret System; Clinton Nuclear Power Plant Qualified Fund; College Retirement Equities Fund; Colonial First State Emerging Markets Fund 6; Colonial First State Global Share Fund 17; Colonial First State Investment Fund 121; Colonial First State Investment Fund 122; Colonial First State Investment Fund 96; Commingled Pension Trust Fund (emerging Markets Equity Index; Commonwealth Superannuation Corporation; Connecticut General Life Insurance Company; Connor Clark & Lunn Collective Investment Trust; Conrado Alceste Montineri Junior; Construction Building Unions Super Fund; County Employees Annuity and Benefit FD of the Cook County; Cppib Map Cayman Spc; Custody B. of J. Ltd. Re: Stb D. e. e. F. I. M. F.; Custody B.O.J,l..as.T.F.S.e.e.Index Mother Fund; Custody Bank of Japan, Ltd. Re: Emerg Equity Passive Mothr F; Daniel Annunciato Junior; Denis Roberto Potrick; Desjardins Emerging Markets Equity Index ETF; Deutsche X-trackers Msci All World EX US Hedged Equity ETF; Dimensional Emerging Core Equity Market ETF of Dim; Duart Moreira Duart; Dws Advisors Emerging Markets Equities-passive; Eaton Vance Collective Investment Tfe Ben Plans em MQ Equ FD; Elizeu Almeida dos Santos Pall; Emer Mkts Core EQ Port Dfa Invest Dimens Grou; Emerging Markets Completion Fund, L.P.; Emerging Markets Equity Index Master Fund; Emerging Markets Index Non-lendable Fund; Emerging Markets Index Non-lendable Fund B; Employees Ret System of the State of Hawaii; Empower Emerging Markets Equity Fund; Eric Souto Costa Coelho da Silva; Estefane Vianei Friedrich; Euclides Tedesco; Eurizon Capital S.A.; Evtc Cit Fof Ebp-evtc Parametric Sem Core Equity Fund TR; Federated Hermes Global Allocation Fund; Fidelity Concord Street Trust: Fidelity Zero Int. Index Fund; Fidelity Global Ex-u.S. Equity Index Institutional; Fidelity Investment Funds Fidelity Index Emerg Markets Fund; Fidelity Salem Street T: Fidelity e M Index Fund; Fidelity Salem Street T: Fidelity G EX U.S Index Fund; Fidelity Salem Street T: Fidelity Total Inte Index Fund; Fidelity Salem Street Trust: Fidelity Flex International Ind; Fidelity Salem Street Trust: Fidelity Sai Emerging; Fidelity Salem Street Trust: Fidelity Sai Emerging M I Fund; Fidelity Salem Street Trust: Fidelity Series G EX US I FD; First Trust Latin America Alphadex Fund; Flavia Santos Couto; Flexshares Morningstar Emerging Markets Factor Tilt Index F; Ford Motor CO Defined Benef Master Trust; Ford Motor Company of Canada, L Pension Trust; Francisco Olavio Teixeira Coutinho; Franklin Libertyqt Emerging Markets Index ETF; Franklin Libertyshares Icav; Franklin Templeton ETF Trust - Franklin Ftse Brazi; Franklin Templeton ETF Trust - Franklin Ftse Latin; Future Fund Board of Guardians; General Pension and Social Security Authority; Germano Soriano de SA; Global All Cap Alpha Tilts Fund; Global Alpha Tilts Esg Non-lendable Fund B; Goldman Sachs ETF Icav; Goldman Sachs ETF Icav Acting Solely ON Behalf of; Goldman Sachs ETF Trust - Goldman S Activebeta e M e ETF; Goldman Sachs ETF Trust - Goldman Sachs Emerging M; Goldman Sachs ETF Trust II - Goldman Sachs Marketb; Goldman Sachs Fund III; Goldman Sachs Funds - Goldman Sachs e M C (r) EQ Portfolio; Goldman Sachs Funds - Goldman Sachs Emerging Marke; Goldman Sachs Paraplufonds 1 N.V.; Goldman Sachs Trust - Goldman Sachs Emerging Markets e I F; Guidemark Emerging Markets Fund; Handelsbanken Emerging Markets Index; HC Capital Trust the Emerging Markets Portfolio; Hesta; Hsbc Etfs Plc - Hsbc Msci Emerging Markets Value Esg Ucits e; Humberto Simoes de Souza Ribeiro; Ibm 401 (k) Plus Plan; Imco Emerging Markets Public Equity LP; International Bank for Reconstruction and Development, A T F; International Monetary Fund; Invesco Investment Management Ltd, Acting as Manag; Invesco Markets III Plc - Inv Ftse RI Emerging Mark U ETF; Invesco SP Emerging Markets Momentum ETF; Investors Wholesale Emerging Markets Equities Trust; Ipac A.M. L.as R. e. for F. D. e. M. S. FD; Ishares (de) I Investmentaktiengesellschaft Mit TG; Ishares Core Msci Emerging Markets ETF; Ishares Core Msci Emerging Markets Imi Index ETF; Ishares Core Msci Total International Stock ETF; Ishares Edge Msci Multifactor Emerging Markets ETF; Ishares Emerging Markets Fundamental Index ETF; Ishares Emerging Markets Imi Equity Index Fund; Ishares Esg Advanced Msci em ETF; Ishares III Public Limited Company; Ishares IV Public Limited Company; Ishares Msci Acwi ETF; Ishares Msci Acwi EX U.S. ETF; Ishares Msci Brazil ETF; Ishares Msci Bric ETF; Ishares Msci Emerging Markets ETF; Ishares Msci Emerging Markets EX China ETF; Ishares Msci Global Agriculture Producers ETF; Ishares Public Limited Company; Ishares Sustainable Msci Global Impact ETF; Ishares V Public Limited Company; Ivesco Ftse Rafi Emerging Markets ETF; Jnl Emerging Markets Index Fund; Joao Henrique Merten Peixoto; John Hancock Funds II International Strategic Equity Allocat; John Hancock Trust Company Collective Investment T; John Hancock Variable Ins Trust Intern Equity Index Trust; Jpmorgan Betabuilders Emerging Markets Equity ETF; Jpmorgan Diversified Return Emerging Markets Equity ETF; Jupiter Global Emerging Markets Fund; Kapitalforeningen Emd Invest, Emerging Markets Ind; Lacm Acwi EX US Equity Fund L.P.; Lacm Emerging Markets Fund L.P.; Lacm Emii, L.P.; Lazard em Equity Advantage Fund; Lazard Emerging Markets Equity Advantage Portfolio; Lazard Global Active Funds, Plc; Lazard/Wilmington Emerging Markets Equity Advantag; Legal General Scientific Beta Emerging Markets Fund, LLC; Legal General U. ETF P. Limited Company; Legal & General Ccf; Legal & General Collective Investment Trust; Legal & General Future World Esg Emerging Markets; Legal & General Global Emerging Markets Index Fund; Legal & General Global Equity Index Fund; Legal & General Icav; Legal & General International Index Trust; Legal and General Assurance Pensions Mng Ltd; Legal and General Assurance Society Limited; Los Angeles County Employees Ret Association; Luis Felipe Silveira; Luiz Henrique de Moraes Rodrigues; Lvip Franklin Templeton Multi-factor Emerging M e Fund; Lvip Ssga Emerging Markets Equity Index Fund; Macquarie True Index Emerging Markets Fund; Managed Pension Funds Limited; Marcia Cristina Lamego Moraes; Marcio Junior Nunes; Marcos Scatulin Bocca; Mbb Public Markets I LLC; Mercer Emerging Markets Shares Fund; Mercer Qif Fund Plc; Mercer Ucits Common Contractual Fund; Metzler Asset Management Gmbh for Mi-fonds K18; Mgts Afh da Global Emerging Markets Equity Fund; Ministry of Economy and Finance; Missouri Education Pension Trust; Mobius Life Limited; Morgan Stanley Pathway Funds - Emerging Markets Equity Fund; Msci Acwi Ex-u.S. Imi Index Fund B2; Msci Emerging Markets EX China Imi Index Fund; Msci Equity Index Fund B - Brazil; Nancy Dressler Buss Cenachi; National Council for Social Security Fund; National Employment Savings Trust; Nbi Diversified Emerging Markets Equity Fund; Nebraska Public Employees Retirement Systems; New South Walles TR Corp as TR for the TC Emer Mkt Shar Fund; New York State Teachers Retirement System; Northern Emerging Markets Equity Index Fund; Northern Trust Collective All Country World I (acwi) E-u F-l; Northern Trust Collective Emerging Markets Index Fund-lend; Northern Trust Common All Country World Ex-us Investable Mar; Northern Trust Common All Country World Index (acwi) Ex-us F; Northern Trust Common Emer Mar Index Fun Non Lending; Northern Trust Investiment Funds Plc; Northern Trust Ucits Fgr Fund; Ntgi Quantitative Management Collec Funds Trust; Nuveen Emerging Markets Equity Index Fund; Nuveen/Sei Trust Company Investment Trust; Nvit GS Emerging Markets Equity Insights Fund; Olavo Cenachi Junior; Omers Administration Corporation; Onepath Global Emerging Markets Shares(unhedged) Index Pool; Pacer Emerging Markets Cash Cows 100 ETF; Pacific Select Fund; Pacific Select Fund - PD Emerging Markets Portfolio; Parametric Emerging Markets Fund; Parametric Tax-managed Emerging Markets Fund; Parametric Tmemc Fund, LP; Paulo Sergio Stella; People S Bank of China; Pimco Bermuda Dynamic Multi-asset Strategy Fund; Pimco Funds Global Investors Series Plc; Polic and Fir Ret Sys of the City of Detr; Police and Firemen’s Retirement System of New Jers; Pool Reinsurance Company Limited; Principal Global Investors Funds; Prudential Assurance Company Singapore (pte) Ltd; Prudential Investment Portfolios 2 - Pgim Qma e. M. e. Fund; Prudential Trust Company; Public Employees Retirement System of Ohio; Public Employees’ Long-term Care Fund; Public Sector Pension Investment Board; Public Trust as Trustee for Amp Wholesale e Markets Fund; Qma JP Emerging Markets All Cap Offshore Fund, Ltd; Qma JP Emerging Markets All Cap Onshore Fund, L.P.; Qsma1 LLC; Railways Pension Trustee Company Limited; Raphael Saulors Chapur; Rbc Qube Low Volatility Emerging Markets Equity FU; Ricardo Washington Gonzaga Braga; Roberto Aoki Romero; Salvador Fernandes de Jesus Junior; Sas Trustee Corporation Pooled Fund; Sbc Master Pension Trust; School Employees Retirement System of Ohio; Schwab Emerging Markets Equity ETF; Scotia Emerging Markets Equity Index Tracker ETF; Scottish Widows Investment Solutions Funds Icvc- Fundamental; Scottish Widows Managed Investment Funds Icvc -int; Sei Inst Invest TR World EQ Ex-us Fund; Sei Institutional Investments Trust Swe Ex-us Fund; Six Circles Managed Equity Portfolio International; Southern Cal ED C N F Q C DC MT S ON P VD N G; Spartan Group Trust for Employee Benefit Plans: SP; Spartan Group Trust for Emplyee Benefit Plans: Spartan Emerg; Spdr Msci Acwi Ex-us ETF; Spdr Msci Emerging Markets Fossil Fuel Free ETF; Spdr S&p Emerging Markets Ex-china ETF; Spdr SP Emerging Markets Fund; Ssga Msci Acwi Ex-usa Index Non-lending Daily Trust; Ssga Spdr Etfs Europe I Plc; ST Str Msci Acwi EX Usa Imi Screened Non-lending Comm TR FD; State of Minnesota State Employees Ret Plan; State of Wyoming; State ST GL Adv Trust Company Inv FF Tax EX Ret Plans; State Street Emerging Markets Equity Index Fund; State Street Global Advisors Lux Sicav - S S G e M I e Fund; State Street Global All Cap Equity Ex-us Index Portfolio; State Street Icav; State Street Ireland Unit Trust; State Street M Brazil I N L Common Trust Fund; State Street Variable Insurance Series Funds, Inc; State University Retirement System; Stichting Ahold Delhaize Pensioen; Stichting Bedrijfstakpensioenfonds Voor de Detailhandel; Stichting Depositary Apg Emerging Markets Equity Pool; Stichting Juridisch Eigenaar Achmea Investment Man; Stichting Pensioenfonds Hoogovens; Stichting Pensioenfonds Pgb; Stichting Philips Pensioenfonds; Storebrand Emerging Markets; Storebrand Global All Countries; Strategic Global Advisors Collective Investment Trust; Sunamerica Series Trust SA Emerging Markets Equity; Swiss Fonds Ag, Faobo Swc (ch) Ind FD I - Swc CH I EQ F e MK; Symmetry Panoramic Global Equity Fund; Symmetry Panoramic International Equity Fund; TD Emerald Emerging Markets Index Pooled Fund Trus; Teacher Retirement System of Texas; Teachers Retirement System of the State of Illinois; Texas Municipal Retirement System; the Bank of N. Y. M. (int) Ltd as T. of I. e. M. e. I. F. UK; the Bank of New York Mellon Emp Ben Collective Invest FD Pla; the Board of the Pension Protection Fund; the Board of.A.C.e.R.S.Los Angeles,california; the Chicago Pub.School Teachers P. and Retirem F; the Emerging M.S. of the Dfa I.T.CO.; the Incubation Fund, Ltd.; the Master Trust Bank of Jap, Ltd. as TR. for Mtbj400045828; the Master Trust Bank of Jap., Ltd. as TR. for Mtbj400045829; the Master Trust Bank of Japan, Ltd. as T of Mutb400021492; the Master Trust Bank of Japan, Ltd. as T of Mutb400021536; the Master Trust Bank of Japan, Ltd. as T. for Mtbj400045835; the Master Trust Bank of Japan, Ltd. as TR for Mutb400045792; the Master Trust Bank of Japan, Ltd. as Tru FO Mtbj400045849; the Master Trust Bank of Japan, Ltd. as Trustee FO; the Master Trust Bank of Japan, Ltd. as Trustee for Mutb4000; the Master Trust Bank of Japan, Ltd. Trustee Mutb400045794; the New Zealand Guardian Trust Company Limited IN Its Capac; the Nomura T and B CO Ltd RE I e S Index Msci e no Hed M Fun; the Public Instituition for Social Security; the Regents of the University of California; the Seventh Swedish National Pension Fund - Ap7 Equity Fund; Thrift Savings Plan; Thrift Savings Plan; Total International EX U.S. I Master Port of Master Inv Port; Trinity College Cambridge; Universal Invest Luxembourg SA ON Behalf of Univest; Utah State Retirement Systems; Utimco SP II LLC; Vanguard Emerging Markets Shares Index Fund; Vanguard Emerging Markets Stock Index Fund; Vanguard Esg International; Vanguard F. T. C. Inst. Total Intl Stock M. Index Trust II; Vanguard Fiduciary Trt Company Instit T Intl Stk Mkt Index T; Vanguard Funds Plc / Vanguard Esg Emerging Markets; Vanguard Funds Plc / Vanguard Esg Global All Cap U; Vanguard Funds Public Limited Company; Vanguard International High Dividend Yield Index F; Vanguard Inv Funds Icvc-vanguard Ftse Global All Cap Index F; Vanguard Investment Series Plc; Vanguard Investment Series Plc / Vanguard Esg Emer; Vanguard Total International Stock Index Fd, A SE Van S F; Vanguard Total World Stock Index Fund, A Series of; Variable Insurance Products Fund Ii: International; Verdipapirfondet Klp Aksje Fremvoksende Markeder F; Verdipapirfondet Klp Aksje Fremvoksende Markeder Indeks I; Verdipapirfondet Storebrand Indeks Alle Markeder; Verdipapirfondet Storebrand Indeks Nye Markeder; Victorian Funds Man C A T F V e M T; Voya Vacs Index Series em Portfolio; West Yorkshire Pension Fund; Willian Cleyson Fritsche; Willians Pereira Dutra; Wilshire Mutual Funds, Inc. - Wilshire International Equity; Xtrackers; e Xtrackers (ie) Public Limited Company.
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Exhibit 99.45
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 exchange offer, such as in open market or privately negotiated purchases.
MARFRIG
GLOBAL FOODS S.A.
Publicly Traded Company
CNPJ/MF No. 03.853.896/0001-40
NIRE 35.300.341.031
MINUTES OF THE EXTRAORDINARY GENERAL MEETING
INITIATED AND SUSPENDED ON
JUNE 18, 2025, AND RESUMED AND CONCLUDED ON AUGUST 5, 2025
1 | DATE, TIME AND PLACE: Initiated and suspended on June 18, 2025, at 11:00 a.m., and resumed on August 5, 2025, at 3:00 p.m., exclusively in person, at the headquarters of Marfrig Global Foods S.A. (“Company”), located in the city of São Paulo, State of São Paulo, at Avenida Queiroz Filho, No. 1560, block 5, room 301, Vila Hamburguesa, Zip Code 05319-000. |
2 | CALL NOTICE: The notice calling this Extraordinary General Meeting (“Meeting”) was published in the May 16, 19, and 20, 2025 editions of the newspaper “Valor Econômico,” in printed (pages C9, B6, and A12, respectively) and digital versions. In addition, the resumption of the Meeting was the subject of a material fact disclosed by the Company on July 15, 2025, which was published in the July 15, 16, and 17, 2025 editions of the newspaper “Valor Econômico”, in both printed (pages C5, A7, and C5, respectively) and digital versions. |
3 | PUBLICATIONS: All documents related to the matters to be decided at this Meeting, as provided for in Brazilian Securities Commission (“CVM”) Resolution No. 81, dated March 29, 2022 (“CVM Resolution 81”), including those related to the suspension and resumption of the Meeting, were made available to shareholders at the Company headquarters and on the websites of the Company (ri.marfrig.com.br), the CVM (gov.br/cvm) and B3 S.A. – Brasil, Bolsa, Balcão (“B3”) (www.b3.com.br). |
4 | ATTENDANCE: Present at this Meeting were shareholders representing approximately 86.74% (eighty-six point seven four percent) of the Company voting capital, excluding shares issued by the Company held in treasury, as follows (i) shareholders who attended this Meeting in person; and (ii) shareholders whose remote voting ballots were considered valid, pursuant to Article 47, item II, of CVM Resolution 81. Also present were (i) Mr. Antonio dos Santos Maciel Neto, member of the Company Board of Directors, Coordinator of the Company Statutory Audit Committee and Coordinator of the Company Special Independent Committee, established in connection with the Merger (as defined below); (ii) Mr. Tang David, Chief Financial Officer and Investor Relations Officer; (iii) Mr. José Luiz de Souza Gurgel, member of the Fiscal Council; (iv) Mr. Miguel Côrtes Carneiro Monteiro, representative of the Appraisal Company (as defined below); and (v) Mr. Jefferson Diniz and Raphael Toneto, in their capacity as representatives of Grant Thornton Independent Auditors. |
5 | BOARD: After verifying that there was a quorum for the meeting, the proceedings of the Meeting, which had been initiated and suspended by resolution of the shareholders on June 18, 2025, were resumed, and the board was composed of Mr. Tang David – Chairman; and Mr. Francisco Antunes Maciel Müssnich, known professionally as Chico Müssnich– Secretary. |
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6 | READING OF DOCUMENTS AND DRAFTING OF MINUTES: The reading of the documents related to the matters discussed at this Meeting was waived, since (i) they were made available to shareholders at the Company headquarters; (ii) they were made available to shareholders at through the Company website (ri.marfrig.com.br); (iii) they were sent to B3, in accordance with the provisions of Article 124, paragraph 6, of the Brazilian Corporations Law; and (iv) they were made available to shareholders on the CVM website (gov.br/cvm). In addition, the Chairman announced that the consolidated summary voting map for remote voting ballots considered valid by the Company was available for consultation, and the shareholders present waived its reading, in accordance with Article 46-C, sole paragraph, of CVM Resolution 81, which will be filed at the Company headquarters, pursuant to Article 130, paragraph 1, of the Brazilian Corporations Law. |
7 | GENERAL CONSIDERATIONS: This Meeting was called in the context of the merger by the Company of all shares issued by BRF S.A. (“BRF” together with the Company, “Companies”), not held by the Company on the Closing Date (as defined below), in exchange for the delivery to BRF shareholders (except for the Company) of common shares issued by the Company, with the consequent transfer of BRF shareholding base to the Company, in accordance with 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 agreed upon in the “Plan of Merger of BRF S.A. into Marfrig Global Foods S.A.”, entered into between the Companies on May 15, 2025, as amended and consolidated by the “First Amendment to the Plan of Merger of BRF S.A. into Marfrig Global Foods S.A.,” entered into by the Companies on May 26, 2025 (“Plan of Merger”). The proposals for resolution described in the items on the agenda indicated below, with regard to the Merger, are interdependent legal transactions, on the premise that each of the stages will not be effective individually unless the others are also effective and implemented in their entirety. |
8 | AGENDA: The Company shareholders met to examine, discuss, and resolve the following matters: |
(i) | the approval of the Plan of Merger, which establishes the terms and conditions of the Merger; |
(ii) | the approval of the Merger, the effectiveness of which will be conditional upon the verification (or waiver, as applicable) of the Conditions (as defined in the Plan of Merger) and the occurrence of the date on which the Merger will be deemed to have been consummated, in accordance with the Plan of Merger (“Closing Date”); |
(iii) | the approval of the increase in the Company capital stock, the issuance of common shares by the Company, as well as the consequent amendment to the Company bylaws (“Bylaws”), with delegation to the Company Board of Directors of the powers to confirm the effective number of shares to be issued by the Company, in the event of adjustments to the Exchange Ratio (as defined in the Plan of Merger), within the scope of the Merger, subject to verification (or waiver, as the case may be) of the Conditions and the occurrence of the Closing Date (“Capital Increase”); |
(iv) | the ratification of the appointment of Apsis Consultoria Empresarial Ltda., registered with the National Register of Legal Entities 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, with headquarters 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 appraisal company responsible for preparing (a) the appraisal report, at market value, of the shares issued by BRF to be merged into the Company, within the scope of the Merger (“Merger Appraisal Report”); and (b) the appraisal report containing the calculation of the exchange ratio of the shares held by BRF non-controlling shareholders, based on the net equity value of the shares of the Company and BRF, with both net equity values appraised according to the same criteria and on the same date, at market prices, pursuant to Article 264 of the Brazilian Corporations Law (“Appraisal Report 264”); |
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(v) | approval of the Merger Appraisal Report; |
(vi) | approval of the Appraisal Report 264; |
(vii) | the change in the Company corporate name, with the consequent amendment of the Bylaws, subject to the occurrence of the Closing Date and the consummation of the Merger; |
(viii) | the consolidation of the Bylaws, subject to the Closing Date and the consummation of the Merger; and |
(ix) | authorization for the Company management to take all necessary steps to consummate the Merger. |
9 | RESOLUTIONS: Upon resumption of the Meeting, the shareholders present unanimously approved the drafting of these minutes in the form of a summary of the events that occurred, containing only the transcription of the resolutions adopted, as provided for in Article 130, paragraph 1, of the Brazilian Corporations Law, as well as the publication of these minutes with the omission of the signatures of the shareholders present, pursuant to Article 130, paragraph 2, of the Brazilian Corporations Law. After reviewing and discussing the items on the agenda, the shareholders resolved as follows: |
(i) | approve, by a majority of the votes of the shareholders present (with 723.877.711 votes in favor, 350 votes against, and 254.796 abstentions) , the Plan of Merger, which sets forth the terms and conditions applicable to the Merger, pursuant to the management proposal for this Meeting (“Management Proposal”); |
(ii) | to approve, by a majority of the votes of the shareholders present (with 723.877.362 votes in favor, 459 votes against and 255.036 abstentions), the Merger, the effectiveness of which will be conditional upon verification (or waiver, as applicable) of the Conditions and the occurrence of the Closing Date, in accordance with the Plan of Merger and the terms of the Management Proposal; |
(iii) | to approve, by a majority of the votes of the shareholders present (with 723.187.980 votes in favor, 690.081 votes against, and 254.796 abstentions), the increase in the Company capital stock, the issuance of common shares by the Company, as well as the consequent amendment to the Bylaws, with delegation to the Company Board of Directors of the powers to confirm the effective number of shares to be issued by the Company, in the event of adjustments to the Exchange Ratio, within the scope of the Merger, subject to verification (or waive, as the case may be) the Conditions and upon the occurrence of the Closing Date, in all cases, pursuant to the Management Proposal, provided that: |
(a) | the Merger will result in an increase in the Company shareholders’ equity in the amount of up to R$14,933,103,366.87 (fourteen billion, nine hundred and thirty-three million, one hundred and three thousand, three hundred and sixty-six reais and eighty-seven cents), supported by the value attributed to the shares issued by BRF to be merged into the Company (i.e., without considering the shares issued by BRF held in treasury and the shares issued by BRF held by the Company), based on the Merger Appraisal Report and considering the elimination of the investment held by the Company in BRF, it being understood that the amount of (i) R$4,977,203,352.18 (four billion, nine hundred and seventy-seven million, two hundred and three thousand, three hundred and fifty-two reais and eighteen centavos) will be allocated to the Company capital stock account; and (ii) the remaining amount will be allocated to the Company’ tital reserve account; |
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(b) | due to the allocation to the Company capital stock mentioned in item (a) above, on the Closing Date, the Company share capital will be R$15,468,781,313.18 (fifteen billion, four hundred and sixty-eight million, seven hundred and eighty-one thousand, three hundred and thirteen reais and eighteen centavos); |
(c) | without prejudice to any adjustments to be made under the terms of the Plan of Merger (considering the Exchange Ratio and the effective number of shares issued by BRF to be incorporated by the Company), the Merger will involve the issuance by the Company of 639,743,458 (six hundred and thirty-nine million, seven hundred and forty-three thousand, four hundred and fifty-eight) common shares, to be subscribed by BRF officers, on behalf of BRF then shareholders (except for the Company) on the Closing Date, pursuant to Article 252, paragraph 2, of the Brazilian Corporations Law; |
(d) | pursuant to Article 252, paragraph 1, of the Brazilian Corporations Law, the Company shareholders will not have preemptive rights to subscribe for the shares issued by the Company as a result of the Merger; |
(e) | due to the capital increase and the issuance of shares by the Company under the terms above, subject to the Closing Date and the consummation of the Merger, Article 5, caput, of the Bylaws shall come into force with the following wording, subject to any adjustments: |
“Article 5. The Company capital stock, fully subscribed and paid up, is R$15,468,781,313.18 (fifteen billion, four hundred and sixty-eight million, seven hundred and eighty-one thousand, three hundred and thirteen reais and eighteen centavos), divided into 1,497,671,577 (one billion, four hundred and ninety-seven million, six hundred and seventy-one thousand, five hundred and seventy-seven) common shares, all registered, book-entry and without par value .”
(f) | The powers are hereby delegated by this Meeting to the Company Board of Directors to confirm, in the event of adjustments, the effective number of shares to be issued by the Company under the Merger, and therefore, the Company Board of Directors to approve, subject to ratification by the first general meeting of the Company to be held after the Closing Date, a new amendment to the caput of Article 5 of the Bylaws, for the purpose of recording the number of shares into which the Company capital stock will be divided as a result of the Merger; |
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(iv) | approve, by a majority of the votes of the shareholders present (with 723.868.985 votes in favor, 459 votes against and 263.413 abstentions), the ratification of the appointment of the Appraisal Company as the appraisal company responsible for preparing the Merger Appraisal Report and Appraisal Report 264; |
(v) | to approve, by a majority of the votes of the shareholders present (with 723.869.037 votes in favor, 459 votes against and 263.361 abstentions), the Merger Appraisal Report, as set forth in Annex 4.2 of the Plan of Merger and in accordance with the Management Proposal; |
(vi) | to approve, by a majority of the votes of the shareholders present (with 723.868.782 votes in favor, 459 votes against and 263.616 abstentions), the Appraisal Report 264, as set forth in Annex 4.5 of the Plan of Merger and in accordance with the Management Proposal; |
(vii) | the resolution regarding the change in the Company name was removed from the agenda by the board of this Meeting; |
(viii) | to approve, by a majority of the votes of the shareholders present (with 723.877.351 votes in favor, 350 votes against, and 255.156 abstentions), the consolidation of the Bylaws to reflect the resolutions adopted at this Meeting, which, subject to the Closing Date and the consummation of the Merger, without prejudice to any adjustments to be made under the terms of the Plan of Merger, shall become effective as set forth in Annex I hereto; and |
(ix) | approve, by a majority of the votes of the shareholders present (with 723.877.351 votes in favor, 350 votes against and 255.156 abstentions), the authorization for the Company management to perform all acts necessary to consummate the Merger, pursuant to the Plan of Merger and Justification and the Management Proposal, including the ratification of all acts already performed for this purpose. |
10 | CLOSING AND SIGNATURES: There being no further business, the floor was opened to anyone who wished to speak. There being no further comments, the meeting was adjourned for the drafting of these minutes in summary form, which will be published without the signatures of the shareholders present, pursuant to Article 130, paragraphs 1 and 2, of the Brazilian Corporations Law. When the meeting was resumed, these minutes were read, approved and signed by the board and by the shareholders who participated in this Meeting in person, the shareholders whose remote voting ballots were considered valid by the Company being considered signatories of the minutes, pursuant to Article 47, paragraph 1, of CVM Resolution 81. |
São Paulo, August 5, 2025.
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Table:
Tang David | Francisco Antunes Maciel Müssnich | |
President | 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
MAMS FUNDO DE INVESTIMENTO EM ACOES
Attorney in Fact – Roberto Rocha de Jesus
CONCORDIA PHOENIX FUNDO DE INVESTIMENTO MULTIMERCADO CRÉDITO PRIVADO;
FUNDO DE INVESTIMENTO JABURÁ AÇÕES
Attorney in Fact – Manuel Nogueira Lois
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IT NOW IBOVESPA B3 BR+ FUNDO DE ÍNDICE RESPONSABILIDADE LIMITADA; IT NOW IBOVESPA FUNDO DE ÍNDICE; IT NOW IDIV FUNDO DE INDICE; IT NOW IDIV RENDA DIVIDENDOS FUNDO DE ÍNDICE – RESPONSABILIDADE LIMITADA; IT NOW IGCT FUNDO DE INDICE; IT NOW PIBB IBRX-50 FUNDO DE ÍNDICE; IT NOW SMALL CAPS FUNDO DE INDICE; ITAÚ AÇÕES DIVIDENDOS FUNDO DE INVESTIMENTO FINANCEIRO RESPONSABILIDADE LIMITADA; ITAU CAIXA ACOES FI; ITAÚ FLEXPREV SMART AÇÕES BRASIL FUNDO DE INVESTIMENTO FINANCEIRO RESPONSABILIDADE LIMITADA; ITAÚ FTSE® RAFI BRAZIL 50 CAPPED INDEX FUNDO DE INVESTIMENTO EM AÇÕES RESPONSABILIDADE LIMITADA; ITAÚ GOVERNANÇA CORPORATIVA AÇÕES FUNDO DE INVESTIMENTO SUSTENTÁVEL; ITAU IBOVESPA ATIVO MASTER FIA; ITAÚ IBRX ATIVO MASTER FIA; ITAÚ INDEX AÇÕES IBOVESPA FI; ITAU INDEX ACOES IBRX FI; ITAÚ MASTER GLOBAL DINÂMICO MULTIMERCADO FUNDO DE INVESTIMENTO; ITAÚ MASTER GLOBAL DINÂMICO ULTRA MULTIMERCADO FUNDO DE INVESTIMENTO; ITAÚ PREVIDÊNCIA IBRX FIA; ITAÚ QUANTAMENTAL GEMS MASTER AÇÕES FUNDO DE INVESTIMENTO; ITAU SMALL CAP MASTER FUNDO DE INVESTIMENTO EM ACOES; ITAÚ VÉRTICE OMNI FUNDO DE INVESTIMENTO FINANCEIRO MULTIMERCADO RESPONSABILIDADE LIMITADA; WM SMALL CAP FUNDO DE INVESTIMENTO FINANCEIRO EM AÇÕES – RESPONSABILIDADE LIMITADA
Attorney in Fact – Karina Francisca de Andrade
Shareholders present by sending a remote voting bulletin, pursuant to CVM Resolution 81: 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 GUSTAVO DE MIRANDA LAGE; LUIS ROBERTO FIRMINO DA SILVA; MARCELO FIRMINO DA SILVA; ROBERTO CARLOS SCARNAVACA; GUSTAVO LOESCH; PABLO JAVIER GRANA; JUSCELINO MATIAS DE LIMA; DUART MOREIRA DUART; ALDINO ENGEL; ALVARO MEDEIROS DE SOUZA ANJOS FILHO; ANTONIO CARLOS DE PAULA MUNIZ; PEDRO BERNARDINELLI JUNIOR; RAFAEL JACINTHO; CRISTINA ROVERE GEHLING; JOSE ARTINI NETTO; SALVADOR FERNANDES DE JESUS JUNIOR; MICHEL ARAUJO BASTOS; ROBERTO AOKI ROMERO; MIGUEL HLEBCZUK JUNIOR; FELIPE GRASS; RODOLFO DE ASSIS MIRANDA; WILLIAN RIBEIRO SANTOS; KLEBER DUARTE FRANDOLOSO; ELIZEU ALMEIDA DOS SANTOS PALL; EDVAN PEREIRA DOS SANTOS; JEAN CARLOS BATISTA DA SILVA; ARMANDO JUSTINO SILVA; LUCAS FERNANDO FEITOSA SECUNDO; PEDRO CARLOS COSENTINO; ALEXANDRE JOSE CONSELVAN; VIRGINIA RETIREMENT SYSTEM; THE PENSION RESERVES INVESTMENT MANAGEMENT BOARD; PARAMETRIC TAX-MANAGED EMERGING MARKETS FUND; THE EMERGING M.S. OF THE DFA I.T.CO.; THE MONETARY AUTHORITY OF SINGAPORE; ACADIAN EMEMRGING MARKETS EQUITY FUND; 1199 HEALTH CARE EMPLOYEES PENSION FUND; EMER MKTS CORE EQ PORT DFA INVEST DIMENS GROU; BLACKROCK LIFE LIMITED - DC OVERSEAS EQUITY FUND; PARAMETRIC EMERGING MARKETS FUND; CC&L Q MARKET NEUTRAL FUND; AMERICAN CENTURY ETF TRUST - AVANTIS EMERGING MARK; POLICE AND FIREMEN’S RETIREMENT SYSTEM OF NEW JERS; AMERICAN CENTURY ICAV; THE CAPTIVE INVESTORS FUND; VANGUARD FUNDS PLC / VANGUARD ESG EMERGING MARKETS; CC&L Q CANADIAN EQUITY 130/30 PLUS FUND; CC AND L Q 140-40 FUND; PROVIDENCE HEALTH SERVICES CASH BALANCE RETIREMENT PL TRUS; NATIONAL RAILROAD RETIREMENT INVESTMENT TRUST; COLLEGE RETIREMENT EQUITIES FUND; EASTSPRING INVESTMENTS; LEGAL & GENERAL INTERNATIONAL INDEX TRUST; ACADIAN EMERGING MARKETS EQUITY II FUND, LLC; ISHARES MSCI EMERGING MARKETS SMALL CAP ETF; ALASKA PERMANENT FUND; THE BANK OF N. Y. M. (INT) LTD AS T. OF I. E. M. E. I. F. UK; COLONIAL FIRST STATE EMERGING MARKETS FUND 6; LEGAL & GENERAL GLOBAL EMERGING MARKETS INDEX FUND; CUSTODY B. OF J. LTD. RE: STB D. E. E. F. I. M. F.; OPSEU PENSION PLAN TRUST FUND; ISHARES III PUBLIC LIMITED COMPANY; EATON VANCE TR CO CO TR FD - PA STR EM MKTS EQ COM TR FD; BNYM MELLON CF SL ACWI EX-U.S.IMI FUND; FIDELITY RUTLAND SQUARE TRUST II: STRATEGIC A E M FUND; ISHARES CORE MSCI TOTAL INTERNATIONAL STOCK ETF; ISHARES EMERGING MARKETS FUNDAMENTAL INDEX ETF; SCOTTISH WIDOWS INVESTMENT SOLUTIONS FUNDS ICVC- FUNDAMENTAL; GENERAL PENSION AND SOCIAL SECURITY AUTHORITY; ACADIAN ACWI EX US-SMALL CAP FUND LLC; THE CHICAGO PUB.SCHOOL TEACHERS P. AND RETIREM F; LEGAL GENERAL U. ETF P. LIMITED COMPANY; PROVIDENCE HEALTH AND SERVICES AND SWEDISH HEALTH S M R T; ACADIAN NON-US SMALL-CAP LONG-SHORT EQUITY FUND, LLC; ACADIAN COLLECTIVE INVESTMENT TRUST; FIDELITY SALEM STREET T: FIDELITY TOTAL INTE INDEX FUND; VANGUARD INV FUNDS ICVC-VANGUARD FTSE GLOBAL ALL CAP INDEX F; THE BOEING COMPANY EMPLOYEE SAVINGS PLANS MASTER TRUST; THE BOARD OF THE PENSION PROTECTION FUND; SCOTIA BALANCED OPPORTUNITIES FUND; FRANKLIN TEMPLETON ETF TRUST - FRANKLIN FTSE BRAZI; VANGUARD TOTAL WORLD STOCK INDEX FUND, A SERIES OF; VIDENT INTERNATIONAL EQUITY FUND - WI; MERCER UCITS COMMON CONTRACTUAL FUND; MERCER QIF FUND PLC; STATE OF ALASKA RETIREMENT AND BENEFITS PLANS; AMERICAN CENTURY ETF TRUST - AVANTIS EMERGING MARK; SPARTAN GROUP TRUST FOR EMPLOYEE BENEFIT PLANS: SP; STICHTING PENSIOENFONDS CAMPINA; AMERICAN CENTURY ETF TRUST - AVANTIS EMERGING MARK; TEACHERS RETIREMENT SYSTEM OF THE STATE OF ILLINOIS; THE REGENTS OF THE UNIVERSITY OF CALIFORNIA; VANGUARD INVESTMENT SERIES PLC / VANGUARD ESG EMER; STICHTING BEDRIJFSTAKPENSIOENFONDS VOOR DE DETAILHANDEL; DIMENSIONAL EMERGING CORE EQUITY MARKET ETF OF DIM; JOHN HANCOCK TRUST COMPANY COLLECTIVE INVESTMENT T; VANGUARD FUNDS PLC / VANGUARD ESG GLOBAL ALL CAP U; BRITISH COAL STAFF SUPERANNUATION SCHEME; ADVISORS INNER CIRCLE FUND-ACADIAN E.M.PORTF; AMERICAN CENTURY ETF TRUST-AVANTIS EMERGING MARKET; PRUDENTIAL ASSURANCE COMPANY SINGAPORE (PTE) LTD; ISHARES CORE MSCI EMERGING MARKETS IMI INDEX ETF; LEGAL & GENERAL COLLECTIVE INVESTMENT TRUST; FIRST TRUST EMERGING MARKETS SMALL CAP ALPHADEX FUND; AMERICAN CENTURY ETF TRUST - AVANTIS EMERGING MARK; THOMAS MAGNO DE JESUS SILVEIRA; MARCELO LEONARDO LEAL LIMA; ANDRE LUIZ DE ANDRADE DOWSLEY; BRUNO GIL DO AMARAL; NORTHERN TRUST COMMON ALL COUNTRY WORLD EX-US INVESTABLE MAR; NORTHERN TRUST COLLECTIVE EAFE SMALL CAP INDEX FUND-NON LEND; NORTHERN TRUST COLLECTIVE EMERGING MARKETS QUALITY; CC&L Q US EQUITY EXTENSION FUND; CC&L MULTI-STRATEGY FUND; GENERAL ORGANISATION FOR SOCIAL INSURANCE; QIC INTERNATIONAL EQUITIES FUND; FRANKLIN TEMPLETON ETF TRUST - FRANKLIN FTSE LATIN; WS WALES PP GLOBAL OPPORTUNITIES EQUITY FUND; FRANKLIN LIBERTYSHARES ICAV; QIC LISTED EQUITIES FUND; WS WALES PP EMERGING MARKETS EQUITY FUND; BLACKROCK BALANCED CAPITAL FUND, INC.; LEGAL AND GENERAL ASSURANCE PENSIONS MNG LTD; CC&L U.S. Q MARKET NEUTRAL ONSHORE FUND II; RAPHAEL SAULORS CHAPUR; MARCOS SCATULIN BOCCA; EUCLIDES TEDESCO; LEONEL RODRIGUES LAZOUWNIK; JULIO ROMEU GLOBO; DIMAS RUY DE LIMA; JULIO CESAR TRENTO FILHO; TIAGO AGUIAR DE OLIVEIRA; MARCELLO SILVA CRUZ; BRUNO DE ALMEIDA INTROVIGNI; ERIKSON HOLSTEIN DA SILVA; ELINALDO VIEIRA DOS SANTOS; JOSIMAR DA SILVA CAMARA; HUMBERTO SIMOES DE SOUZA RIBEIRO; HERMELINDO PINHEIRO MANOEL; GILBERTO ANTONIO DE MELLO; ANDRE BAKER MEIO; LOCKHEED MARTIN CORP DEFINED CONTRIBUTION PLANS MASTER TRUST; OAKTREE (LUX.) FUNDS - OAKTREE EMERGING MARKETS EQUITY FUND; CC&L Q EMERGING MARKETS EQUITY FUND LP; CC&L Q GLOBAL SMALL CAP EQUITY FUND; OAKTREE EMERGING MARKETS EQUITY HOLDINGS,L.P; PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OHIO; OAKTREE EMERGING MARKETS EQUITY FUND; LOCKHEED MARTIN CORP MASTER RETIREMENT TRUST; CONNOR CLARK & LUNN COLLECTIVE INVESTMENT TRUST; CC&L ALTERNATIVE CANADIAN EQUITY FUND; OBERDAN CARLOS ALVES PACHECO; HUGO BORGES DE FREITAS; ALTAMIRO THADEU FRONTINO SOBREIRO; THE BANK OF NEW YORK MELLON EMP BEN COLLECTIVE INVEST FD PLA; ISHARES V PUBLIC LIMITED COMPANY; GERMANO SORIANO DE SA; CRISTIANO FERNANDES; NAURU MENDES MARTINS; RANDOLFO JOSE CARVALHO ALVES; ROBERT FUERST; ARROWSTREET EMK ALPHA EXTENSION FUND L.P.; GLOBAL X SUPERDIVIDEND UCITS ETF; SCHWAB FUNDAMENTAL EMERGING MARKETS LARGE COMPANY INDEX FUND; AUSTRALIAN RETIREMENT TRUST; COLONIAL FIRST STATE GLOBAL SHARE FUND 30; GLOBAL X SUPERDIVIDEND ETF; FP RUSSEL INV ICVC - FP RUSSEL INV INT GROWTH ASSETS FUND; MACKENZIE EMERGING MARKETS EX-CHINA EQUITY FUND; 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.; IBM 401 (K) PLUS PLAN; STATE STREET ACTIVE EM MKTS SEC LEND QP COM TR FD; RUSSELL TR COMPANY COMMINGLED E. B. F. T. R. L. D. I. S.; DUKE POWER CO EMPLOYEE RETIREMENT PLAN; FORD MOTOR COMPANY OF CANADA, L PENSION TRUST; UTAH STATE RETIREMENT SYSTEMS; 3M EMPLOYEE RETIREMENT INCOME PLAN TRUST; FLORIDA RETIREMENT SYSTEM TRUST FUND; SPDR SP EMERGING MARKETS ETF; RUSSELL GLOBAL OPPORTUNITIES FUND; RUSSELL INVESTMENT COMPANY EMERGING MARKETS FUND; 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.; RUSSELL TAX EFFECTIVE GLOBAL SHARES FUND; 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; RUSSELL INVESTMENT COMPANY PUBLIC LIMITED COMPANY; 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; RUSSELL INVESTMENT COMPANY RUSSELL MULTI-STRATEGY INCOME F; PIMCO EQUITY SERIES: PIMCO RAE EMERGING MARKETS FUND; RUSSELL INVESTMENT COMPANY RUSSELL TAX-MANAGED INTERNATIONAL; PIMCO RAE EMERGING MARKETS FUND LLC; STATE STREET G. A. L. SICAV - S. S. E. M. S. C. ESG S.E. F.; RUSSELL INSTITUTIONAL FUNDS, LLC - REM EQUITY PLUS FUND; RUSSELL INVESTMENT COMPANY MULTI-ASSET GROWTH STRATEGY FUND; OMERS ADMINISTRATION CORPORATION; RUSSEL EMERGING MARKETS EQUITY POOL; THE INCUBATION FUND, LTD.; INTERNATIONAL MONETARY FUND; MACKENZIE EMERGING MARKETS SMALL CAP MASTER FUND (; TJ-NONQUALIFIED, LLC; MACKENZIE EMERGING MARKETS SMALL CAP FUND; MACKENZIE EMERGING MARKETS LARGE CAP FUND; TJ-QUALIFIED, LLC; AMERICAN HEART ASSOCIATION, INC.; ARROWSTREET EMERGING MARKET ALPHA EXTENSION TRUST; VANECK VECTORS BRAZIL SMALL-CAP ETF; MCIC VERMONT (A RECIPROCAL RISK RETENTION GROUP); WILLIAN CLEYSON FRITSCHE; LUIZ HENRIQUE DE MORAES RODRIGUES; FAMA LATAM CLIMATE TURNAROUND FIA; MARCOS FELIPE SANTOS RABELO; MATEUS JOSE DO REGO CAVALCANTI; FORD MOTOR CO DEFINED BENEF MASTER TRUST; TEACHER RETIREMENT SYSTEM OF TEXAS; THE UNITED NATIONS JOINTS STAFF PENSION FUND; ISHARES CORE MSCI EMERGING MARKETS ETF; CALIFORNIA STATE TEACHERS RETIREMENT SYSTEM; VICTORYSHARES USAA MSCI E. M. VALUE M. ETF; CC&L Q EMERGING MARKETS EQUITY FUND; NAT WEST BK PLC AS TR OF ST JAMES PL GL SMALL COMP UNIT FUND; ISHARES PUBLIC LIMITED COMPANY; TEXAS MUNICIPAL RETIREMENT SYSTEM; LUCIA HELENA W B DE SOUZA; ROBSON REIS MESQUITA; LUCIANO DAS NEVES PEREIRA; EDUARDO GHADER E SILVA; ELIAS DE SOUZA; ARMANDO CAMOLEZE FILHO; STICHITING BLUE SKY ACT EQ EM MK GL FUND; CATERPILLAR INVESTMENT TRUST; INVESCO MARKETS III PLC - INV FTSE RI EMERGING MARK U ETF; ISHARES MSCI BRAZIL SMALL CAP ETF; VANGUARD FUNDS PUBLIC LIMITED COMPANY; IVESCO FTSE RAFI EMERGING MARKETS ETF; INVESCO DWA EMERGING MARKETS MOMENTUM ETF; CITY OF NEW YORK GROUP TRUST; INVESCO INVESTMENT MANAGEMENT LTD, ACTING AS MANAG; CALIFORNIA PUBLIC EMPLOYEES RETIREMENT SYSTEM; GUILHERME CORREA DE SOUZA CARRILHO; OLAVO CENACHI JUNIOR; NANCY DRESSLER BUSS CENACHI; UI BVK KAPITALVERWALTUN. MBH ON BEHALF OF BAYVK A2-FONDS; BEST INVESTMENT CORPORATION; CCANDL Q EMERGING MARKETS EQUITY UCITS FUND A SUB FUND OF CO; ARROWSTREET EMK ALPHA EXTENSION FUND L.P.; ARROWSTREET EMERGING MARKET ALPHA EXTENSION TRUST; DIEGO ARAUJO DE MEDEIROS BRITO; ACADIAN EMERGING MARKETS SMALL CAP EQUITY FUND LLC; EMPLOYEES RET SYSTEM OF THE STATE OF HAWAII; PIMCO EQUITY SERIES: PIMCO RAFI DYNAMIC MULTI-FACTOR EMERGIN; ARROWSTREET EMERGING MARKET TRUST FUND; GOLDMAN SACHS TRUST - GOLDMAN SACHS EMERGING MARKETS E I F; EMERGING MARKETS EQUITY ACTIVE ETF; 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; 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; THRIFT SAVINGS PLAN; 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; THE BOEING COMPANY EMPLOYEE RETIREMENT PLANS MASTER TRUST; VANGUARD TOTAL INTERNATIONAL STOCK INDEX FD, A SE VAN S F; NORGES BANK; KALIL FACURY SANTOS DE SOUZA
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Member of the Fiscal Council present:
José Luiz de Souza
Gurgel
Fiscal Council Member
Representatives of Grant Thornton Independent Auditors:
Jefferson Diniz | Raphael Toneto |
Appraisal Company representative present:
Miguel Côrtes Carneiro Monteiro
Representative of the Company management, member of the Statutory Audit Committee and member of the Special Independent Committee present:
Antonio dos Santos Maciel Neto
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MARFRIG
GLOBAL FOODS S.A.
Publicly traded company
CNPJ/MF No. 03.853.896/0001-40
NIRE 35.300.341.031
MINUTES OF THE EXTRAORDINARY GENERAL MEETING
INITIATED AND SUSPENDED ON
JUNE 18, 2025 AND RESUMED AND CONCLUDED ON AUGUST 5, 2025
APPENDIX I
Consolidated Bylaws
(This appendix begins on the following page.)
(Remaining page intentionally left blank.)
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MARFRIG
GLOBAL FOODS S.A.
Publicly Traded Company
CNPJ/MF No. 03.853.896/0001-40
NIRE 35.300.341.031
BYLAWS
Chapter I Name, Headquarters, Jurisdiction, Corporate Purpose and Term of Existence
Article 1. Marfrig Global Foods S.A. (“Company”) is a Brazilian corporation with authorized capital, governed by these bylaws (“Bylaws”) and by applicable laws and regulations.
Article 2. The Company is headquartered and has jurisdiction in the City of São Paulo, State of São Paulo, at Avenida Queiroz Filho, No. 1560, Block 5 (Tower Sabiá), 3rd Floor, Room 301, Vila Hamburguesa, CEP 05319-000, and may establish and close branches, agencies, warehouses, offices, subsidiaries, representative offices, and any other establishments in Brazil or abroad, as decided by the Executive Board.
Article 3. The Company corporate purpose is: (i) the operation of meatpacking activities, including the slaughter of cattle, horses, pigs, goats, sheep, poultry, and buffalo, and the industrialization and commercialization of animal products and by-products, whether edible or not, including, but not limited to, the industrialization and commercialization of leather products and by-products, in its own establishments or those of third parties; (ii) the purchase, sale, distribution, representation, import, and export of food products in general, including alcoholic and non-alcoholic beverages and others; (iii) the purchase and sale of cattle, horses, pigs, goats, sheep, poultry, and buffalo; (iv) the provision of labor to other companies; (v) farming and forestry; (vi) participation as a partner or shareholder in any commercial or civil company; (vii) distribution and sale of food products in general; (viii) production, distribution, and sale of soaps, laundry detergents, disinfectants, fabric softeners, and other hygiene and cleaning products; (ix) cogeneration, production, and sale of energy and biodiesel; (x) participation in the financial market, as well as in the carbon credit market; (xi) marketing and production of products derived from legumes and vegetables, as well as all their derivatives and substitutes; feed, preserves, canned goods, and fats; and (xii) transportation of its products and those of third parties; representation and other related ventures that are necessary for the corporate objectives; (xiii) breeding, rearing, and fattening of cattle, horses, pigs, goats, sheep, poultry, and buffalo on its own premises and those of third parties; (xiv) import and export of products related to agricultural activities, in addition to embryos and others; (xv) the provision of effective labor to other companies; (xvi) the provision of services to third parties for the breeding, treatment, handling, fattening, and transportation of cattle, horses, pigs, goats, sheep, poultry, and buffalo; (xvii) technical tests and analyses; (xviii) manufacture of pharmaceutical products of animal origin; (xix) manufacture of organic chemical products not specified above; and (xx) ecological restoration services.
Paragraph 1. | The Company may engage in other lines of business that are related to the object expressed in this Article 3. |
Paragraph | With the admission of the Company to the special listing segment called Novo Mercado, of B3 S.A. – Brasil, Bolsa, Balcão (“B3” and “Novo Mercado”, respectively), the Company, its shareholders, including controlling shareholders, members of the Board of Directors, the Executive Board, and the Fiscal Council, if and when installed, are subject to the provisions of the Novo Mercado Regulations (“Novo Mercado Regulations”). |
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Paragraph 3. | The provisions of the Novo Mercado Regulations shall prevail over the provisions of the Bylaws in the event of any infringement of the rights of the recipients of public offerings provided for in these Bylaws. |
Paragraph 4 | The Company and its shareholders, including controlling shareholders, members of the Board of Directors, Executive Board, and Fiscal Council shall comply with the deadlines, obligations, and procedures set forth in the Regulations for Listing Issuers and Admission to Trading of Securities of B3, in the B3 Issuer Manual, and in the Novo Mercado Regulations. |
Article 4. The Company has an indefinite term.
Chapter II Share Capital and Shares
Article 5 The Company capital stock, fully subscribed and paid up, is R$ R$15,468,781,313.18 (fifteen billion, four hundred and sixty-eight million, seven hundred and eighty-one thousand, three hundred and thirteen reais and eighteen centavos), divided into 1,497,671,577 (one billion, four hundred and ninety-seven million, six hundred and seventy-one thousand, five hundred and seventy-seven) common shares, all registered, book-entry and without par value .
Article 6. The Company is authorized, upon resolution of the Board of Directors, to increase its capital stock, regardless of any amendment to the bylaws, by issuing up to 2,000,000,000 (two billion) common shares, all registered and without par value, including the Company current Capital Stock.
Paragraph 1. | The Board of Directors shall establish the conditions for the issuance of shares referred to in the above paragraph, including the price and payment term, and may, within the limit of the authorized capital, resolve to issue subscription bonuses. |
Paragraph 2. | Within the limits of the authorized capital and in accordance with the plan approved by the General Meeting, the Board of Directors may authorize the Company to grant stock options to its managers, employees, and service providers, as well as to the managers, employees, and service providers of other companies that are directly or indirectly controlled by the Company, without preemptive rights for shareholders. |
Paragraph 3. | The Company is prohibited from issuing beneficiary shares. |
Article 7. The capital stock shall be represented exclusively by common shares, and each common share shall correspond to one vote in the resolutions of the General Meeting. The Company may not issue preferred shares.
Article 8. The shares issued by the Company are book-entry shares, held in deposit accounts in the name of their holders, with a financial institution authorized by the Brazilian Securities and Exchange Commission (CVM).
Sole Paragraph. | Subject to the maximum limits set by the CVM, the cost of transferring ownership of book-entry shares may be charged directly to the shareholder by the depositary institution, as defined in the share registration agreement. |
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Article 9. At the discretion of the Board of Directors, shares, debentures convertible into shares, or subscription bonuses may be issued, without preemptive rights or with a reduction in the term referred to in Article 171, paragraph 4, of the Brazilian Corporations Law, and placed through sale on a stock exchange or by public subscription, or by exchange for shares in a public tender offer for control, under the terms established in the applicable legislation and regulations, within the limits of the authorized capital.
Chapter III General Meeting
Article 10. The General Meeting shall meet ordinarily once a year and, extraordinarily, when called, in accordance with applicable legislation or these Bylaws.
Article 11. The General Meeting shall be convened and chaired by the Chairman of the Board of Directors or, in his absence, by any member of the Board of Directors or, in his absence, by a shareholder or director of the Company chosen by a majority vote of those present, and the Chairman of the General Meeting shall appoint the secretary, who may or may not be a shareholder of the Company.
Article 12. In addition to the powers provided for by law and in these Bylaws, the General Meeting shall have the following powers:
(i) | elect and dismiss the members of the Board of Directors, as well as appoint the Chairman of the Board of Directors; |
(ii) | to set the total annual remuneration of the members of the Board of Directors and the Executive Board, as well as that of the members of the Fiscal Council, if established; |
(iii) | take, annually, the accounts of the administrators and deliberate on the financial statements presented by them; |
(iv) | amend the Bylaws; |
(v) | to decide on the dissolution, liquidation, merger, spin-off, or incorporation of the Company or of any company in the Company; |
(vi) | approve plans for granting stock options to its managers and employees, as well as to managers and employees of other companies that are directly or indirectly controlled by the Company; |
(vii) | to decide, in accordance with a proposal submitted by management, on the allocation of profits for the fiscal year and the distribution of dividends; |
(viii) | elect the liquidator, as well as the Fiscal Council that shall operate during the liquidation period; |
(ix) | to decide on the request for cancellation of the registration as a publicly traded company with the CVM and withdrawal from the Novo Mercado; and |
(x) | decide on any matter submitted to it by the Board of Directors. |
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Chapter IV Management Bodies
Section I General Provisions
Article 13. The Company shall be managed by the Board of Directors and the Executive Board.
Paragraph 1 | The members of the Board of Directors and the Executive Board shall take office by means of a term of office recorded in a specific book, signed by the administrator or director taking office and stating their subjection to the arbitration clause referred to in Article 32 of these Bylaws, with no management guarantee being required, and subject to compliance with the applicable legal requirements. |
Paragraph 2 | The administrators shall notify the Company and, if applicable, the CVM and B3, of the ownership and negotiations carried out with securities issued by the Company, in accordance with the law and regulations in force. |
Paragraph 3 | The administrators shall remain in office until their replacements take office. |
Paragraph 4 | The positions of chairman of the board of directors and chief executive officer or chief operating officer of the Company may not be held by the same person. |
Paragraph 5 | The rule set forth in Paragraph 4 shall not apply in the event of a vacancy, in which case the company shall: (i) disclose the accumulation of positions resulting from the vacancy by the business day following the occurrence; (ii) disclose, within 60 (sixty) days from the vacancy, the measures taken to terminate the accumulation of positions; and (iii) terminate the accumulation within 1 (one) year. |
Paragraph 6. | The Company shall disclose, in accordance with the provisions of the regulations issued by the CVM that provide for the disclosure and use of information on material acts or facts relating to publicly traded companies, the resignation or dismissal of members of the board of directors and statutory officers by the next business day after the company is notified of the resignation or the dismissal is approved. |
Article 14. The Shareholders’ Meeting shall set a limit on the total annual remuneration to be distributed among the management, and the Board of Directors shall decide on the individual remuneration of the management, in accordance with these Bylaws.
Article 15. Subject to regular call in accordance with these Bylaws, any of the management bodies shall meet validly with the presence of a majority of its members and shall decide by a majority vote of those present.
Sole Paragraph. | Prior notice of all administrators for a meeting shall only be waived as a condition of its validity if all members of the body to be met are present, for which purpose verification of attendance by means of written votes delivered by another member or sent to the Company prior to the meeting shall be permitted. |
Section II Board of Directors
Article 16 The Board of Directors shall be composed of at least three (3) and at most eleven (11) members, all elected and removable by the General Meeting, with a unified term of office of two (2) years, with reelection permitted.
Paragraph 1 | At the Ordinary General Meeting, the shareholders shall decide on the effective number of members of the Board of Directors. |
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Paragraph 2 | Of the members of the Board of Directors, at least two (2) directors or twenty percent (20%), whichever is greater, shall be independent directors, based on the criteria and requirements established by the Novo Mercado Regulations, and their status as independent directors shall be expressly indicated in the minutes of the General Meeting that elects them, and the director(s) elected pursuant to the provisions of Article 141, paragraphs 4 and 5, of Law No. 6,404, of December 15, 1976, as amended (“Brazilian Corporations Law”), shall also be considered independent. |
Paragraph 3. | When, as a result of the calculation of the percentage referred to in Paragraph 2 above, the number of independent board members is a fraction, it shall be rounded up to the nearest whole number. |
Paragraph 4. | Members of the Board of Directors must have an unblemished reputation and may not be elected, unless waived by the General Meeting, if they (i) hold positions in companies that may be considered competitors of the Company; or (ii) have or represent interests that conflict with those of the Company; Members of the Board of Directors may not exercise their voting rights if the same impediments arise subsequently. |
Paragraph 5. | Members of the Board of Directors may not have access to information or participate in Board of Directors meetings related to matters in which they have or represent a conflict of interest with the Company, and they are expressly prohibited from exercising their voting rights. |
Paragraph 6 | In order to better perform its duties, the Board of Directors may create committees or working groups with defined objectives, composed of persons appointed by it from among the members of management and/or other persons who are not part of the Company management. |
Article 17 The Chairman of the Board of Directors shall be appointed by the General Meeting.
Paragraph 1 | The Chairman of the Board of Directors shall preside over the General Meetings and the meetings of the Board of Directors and, in the event of absence or temporary impediment, these duties shall be performed by another member of the Board of Directors chosen by the majority of the other members. |
Paragraph 2. | In the event of a vacancy on the Board of Directors that does not result in a composition that is less than the majority of the positions on the body, in accordance with the number of effective members determined by the General Meeting, the remaining members of the Board of Directors may: (i) appoint a substitute(s), who shall remain in office until the end of the term of office of the member(s) replaced; or (ii) choose to leave the position(s) of the vacant member(s) vacant, provided that the minimum number of members provided for in the caput of Article 16 is respected. |
Paragraph 3. | If a vacancy occurs on the Board of Directors that results in less than a majority of the positions on the body, according to the number of effective members decided by the General Meeting, the Board of Directors shall call a General Meeting to elect replacement(s), who shall remain in office until the end of the term of office of the member(s) replaced. |
Paragraph 4 | In the deliberations of the Board of Directors, the Chairman of the body shall be entitled, in addition to his own vote, to a casting vote in the event of a tie in the voting due to an even number of members of the Board of Directors. Each director shall be entitled to one (1) vote in the deliberations of the body. |
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Article 18. The Board of Directors shall meet whenever convened by the Chairman of the Board of Directors. Board meetings may be held, exceptionally, by conference call, video conference, or any other means of communication in which there is unequivocal proof of the expression of votes.
Paragraph 1. | Notices of meetings shall be given in writing at least three (3) business days in advance, by letter, telegram, fax, email, or any other means that allows for proof of receipt of the notice by the recipient, and shall contain the agenda and be accompanied by documentation related to the agenda. |
Paragraph 2 | All decisions of the Board of Directors shall be recorded in the minutes of the respective Board meeting and signed by the directors present. |
Paragraph 3 | At meetings of the Board of Directors, advance written votes and votes cast by fax, email, or any other means of communication shall be permitted, with members who vote in this manner being counted as present. |
Paragraph 4 | The decisions of the Board of Directors shall always be taken by a majority vote of the members present at the meeting. |
Article 19 In addition to other duties assigned to it by law or in these Bylaws, the Board of Directors shall:
(i) | to establish the general guidelines for the Company business; |
(ii) | elect and dismiss the Company Officers; |
(iii) | establishing or changing the amount of authority of the Executive Board to issue and/or carry out public or private offerings of credit instruments to raise funds, in , whether they be simple debentures, non-convertible into shares and without collateral, bonds, notes, promissory notes, commercial papers, or others commonly used in the market, as well as to establish their terms of issuance and redemption, and may, in cases it defines, require prior authorization from the Board of Directors as a condition for the validity of the act; |
(iv) | supervise the management of the Directors, examining, at any time, the books and papers of the Company and requesting information on contracts entered into or in the process of being entered into and any other acts; |
(v) | select and dismiss the Company independent auditors; |
(vi) | call upon the independent auditors to provide any clarifications it deems necessary; |
(vii) | review the Management Report and the accounts of the Executive Board and decide on their submission to the General Meeting; |
(viii) | approve the Company annual budgets and any amendments thereto; |
(ix) | previously express any proposal to be submitted for deliberation by the General Meeting; |
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(x) | authorize the issuance of Company shares, within the limits authorized in Article 6 of these Bylaws, establishing the conditions of issuance, including price and payment term, and may also exclude (or reduce the term for) the right of first refusal in the issuance of shares, subscription bonuses, and convertible debentures, whose placement is made through sale on the stock exchange or by public subscription or in a public offer for the acquisition of control, under the terms established by law; |
(xi) | to decide on the acquisition by the Company of shares of its own issue, or on the launch of put and call options, referenced to shares issued by the Company, for maintenance in treasury and/or subsequent cancellation or disposal; |
(xii) | decide on the issuance of subscription bonuses; |
(xiii) | grant stock options to its managers, employees, and service providers, as well as to managers, employees, and service providers of other companies that are directly or indirectly controlled by the Company, without preemptive rights for shareholders, under the terms of the programs approved at the General Meeting; |
(xiv) | authorize the Company to provide guarantees for its obligations and those of its subsidiaries and/or wholly-owned subsidiaries, whose value exceeds the amount established in the Sole Paragraph below; |
(xv) | approve any acquisition or disposal of permanent assets whose value exceeds the amount established in the Sole Paragraph below, except as provided in item (xvi) below; |
(xvi) | authorize the Company participation as a shareholder or quotaholder in other companies, or the Company association with other companies to form joint ventures; |
(xvii) | approve the creation of encumbrances on the Company assets or the granting of guarantees to third parties, whose value exceeds the amount established in the Sole Paragraph below; |
(xviii) | approve the obtaining of any financing or loan, including leasing transactions, on behalf of the Company, not provided for in the annual budget, whose value exceeds the amount established in the Sole Paragraph below; |
(xix) | approve any transaction or set of transactions whose annual value is equal to or greater than the amount determined by the Board of Directors, involving the Company and any related party, directly or indirectly. For the purposes of this provision, a related party is understood to be any Company manager, employee or shareholder who directly or indirectly holds more than 10% (ten percent) of the Company share capital; |
(xx) | authorize the assignment of use, sale, transfer, or licensing of any type of intellectual or industrial property belonging to the Company; |
(xxi) | previously deliberate on spin-offs, mergers, incorporations, dissolutions, or liquidations, or any other corporate reorganization with similar effects involving any of the Company subsidiaries; |
(xxii) | grant stock bonuses and decide on any stock splits or consolidations; |
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(xxiii) | express its opinion in favor of or against any public tender offer for the acquisition of shares (“OPA”) involving the shares issued by the Company, by means of a prior reasoned opinion, disclosed within fifteen (15) days of the publication of the OPA notice, which shall address, at a minimum (i) the convenience and timeliness of the OPA in relation to the interests of the shareholders as a whole and in relation to the price and potential impacts on the liquidity of the securities they hold; (ii) the strategic plans disclosed by the offeror in relation to the Company; and (iii) the alternatives to acceptance of the OPA available in the market. The opinion of the Board of Directors must include a favorable or unfavorable opinion on the acceptance of the public tender offer, warning that the final decision on such decision is the responsibility of each shareholder; and |
(xxiv) | choose the specialized company responsible for preparing the appraisal report on the Company shares, in the event of cancellation of registration as a publicly traded company or delisting from the Novo Mercado. |
Sole Paragraph. | The Board of Directors may establish limits for the executive board to perform any of the acts referred to in items (iii), (xiv), (xv), (xvii), (xviii) and (xx) of the caput of this Article, observing limits on the value per act or series of acts. |
Section III Executive Board
Article 20. The Executive Board shall consist of two (2) to seven (7) Executive Officers, including a Chief Executive Officer, an Investor Relations Officer, a Chief Financial Officer, and the other Executive Officers without specific designation. The position of Investor Relations Director may be held concurrently with the position of any other Director, as determined by the Board of Directors.
Paragraph 1. | The Directors shall be elected for a term of three (3) years and may be re-elected. |
Paragraph 2 | Members of the Executive Board who are not reelected shall remain in office until the new Directors take office. |
Paragraph 3 | In the event of permanent impediment or vacancy of the position, the Board of Directors shall be immediately convened to elect a replacement. |
Paragraph 4 | The absence or impediment of any Director for a continuous period exceeding thirty days, unless authorized by the Board of Directors, shall determine the end of the respective term of office, applying the provisions of Paragraph 3 of this Article. |
Paragraph 5 | A Director may not simultaneously replace more than one other Director. |
Paragraph 6 | The Executive Board shall meet when called by its Chief Executive Officer or by any two members acting jointly, whenever the interests of the company so require. The meetings of the Executive Board, which shall be held at the company headquarters, shall be convened with the presence of the majority of its members, including the Chief Executive Officer or an absolute majority of the members of the Executive Board, and the respective decisions shall be taken by a majority vote of the members present, except that in the event of a tie, the Chief Executive Officer shall have the casting vote to approve or reject the matter under discussion. The minutes of the meetings shall be recorded in the appropriate book with the corresponding resolutions. |
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Article 21. The Directors shall be responsible for administering and managing the Company business, in particular:
(i) | comply with and enforce these Bylaws and the resolutions of the Board of Directors and the General Meeting; |
(ii) | submitting, annually, to the Board of Directors for consideration, the Management Report and the accounts of the Executive Board, accompanied by the independent auditors’ report, as well as the proposal for the application of the profits earned in the previous fiscal year; |
(iii) | submitting the Company annual budget to the Board of Directors; |
(iv) | submit quarterly to the Board of Directors the detailed economic, financial and equity balance sheet of the Company and its subsidiaries; |
(v) | issue and approve internal instructions and regulations deemed useful or necessary; and |
(vi) | represent the Company actively and passively, in court or out of court, in accordance with the provisions of Article 25. |
Article 22. The Chief Executive Officer is responsible for coordinating the actions of the Executive Officers and directing the execution of activities related to the Company general planning, in addition to the duties, responsibilities, and powers assigned to him by the Board of Directors, and in accordance with the policies and guidelines previously established by the Board of Directors:
(i) | to convene and chair the meetings of the Executive Board; |
(ii) | supervise the Company administrative activities, coordinating and supervising the activities of the members of the Executive Board; |
(iii) | coordinate the Company personnel, organizational, managerial, operational, and marketing policies |
(iv) | of the Company; |
(v) | annually prepare and submit to the Board of Directors the Company annual business plan and annual budget; and |
(vi) | manage corporate matters in general. |
Article 23. The Investor Relations Officer shall provide information to the investing public, the Securities and Exchange Commission, and the stock exchanges and organized over-the-counter markets on which the Company is registered, and shall keep the Company publicly traded company registration up to date, in compliance with all laws and regulations applicable to publicly traded companies.
Article 24. In addition to the duties, responsibilities, and powers granted to him by the Board of Directors, and in accordance with the policy and guidelines previously established by the Board of Directors, the Chief Financial Officer is responsible for:
(i) | propose financing alternatives and approve financial terms for the Company business; |
(ii) | manage the Company cash and accounts payable and receivable; and |
(iii) | direct the accounting, financial planning, and tax areas. |
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Article 25. The Company shall be represented as follows:
(i) | by two (2) directors acting jointly, one of whom shall be the Chief Executive Officer or the Chief Financial Officer, necessarily in conjunction with another Director without specific designation; |
(ii) | by two (2) directors acting jointly, one of whom shall be the Chief Executive Officer, necessarily together with the Chief Financial Officer or another Director without specific designation; |
(iii) | by any director together with a proxy appointed in accordance with items (i) and (ii) above; |
(iv) | by two (2) attorneys-in-fact jointly, appointed as provided in items (i) and (ii) above; or |
(v) | individually by the Investor Relations Officer, exclusively within the scope of his/her competence as provided for in Article 23 of these Bylaws. |
Paragraph 1. | Powers of attorney shall always be granted on behalf of the Company in accordance with items (i) and (ii) above, and shall be valid for a maximum period of one year, except that powers of attorney for the purposes of legal representation or in administrative proceedings may be granted for an indefinite period. |
Paragraph 2. | A power of attorney duly granted in accordance with Paragraph 1 above may expressly authorize the performance of specific acts that bind the Company by only one of the members of the Executive Board or by a designated attorney-in-fact. |
Chapter V Fiscal Council
Article 26. The Company Fiscal Council, with the duties established by law, shall be composed of three (3) to five (5) members and an equal number of alternates.
Paragraph 1. | The Fiscal Council shall operate on a permanent basis, in accordance with legal provisions. |
Paragraph 2 | The members of the Fiscal Council shall, immediately after taking office, notify B3 of the quantity and characteristics of the securities issued by the Company that they hold directly or indirectly, including their derivatives. |
Paragraph 3 | The members of the Fiscal Council shall have a term of office of one (1) year and may be re-elected. The members of the Fiscal Council shall take office by means of a term of office recorded in a specific book, signed by the member taking office and stating their subjection to the compromissory clause referred to in Article 32 of these Bylaws, and shall be subject to compliance with the applicable legal requirements. |
Chapter VI Statutory Audit Committee
Article 27. The Statutory Audit Committee, an advisory body linked to the Board of Directors, shall be composed of at least three (3) members, at least one (1) of whom shall be an independent director, and at least one (1) shall have recognized experience in corporate accounting matters.
Paragraph 1 | The same member of the Statutory Audit Committee may accumulate both characteristics referred to in the caput. |
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Paragraph 2 | The activities of the audit committee coordinator are defined in its internal regulations, approved by the Board of Directors. |
Paragraph 3 | The members of the Statutory Audit Committee shall have a term of office of two (2) years and may be re-elected and hold office for a maximum of ten (10) years, with their appointment being conditional upon the signing of a term of office agreement, which shall include their subjection to the arbitration clause referred to in Article 32 of these Bylaws. |
Paragraph 4 | The Statutory Audit Committee shall have the following duties: |
(i) | to give an opinion on the hiring and dismissal of the independent external auditor to conduct independent external audits or any other services; |
(ii) | supervising the activities: (a) of the independent auditors, in order to assess their independence and the quality and adequacy of the services provided to the Company; (b) of the Company internal control area; (c) of the Company internal audit area; and (d) of the area responsible for preparing the Company financial statements; |
(iii) | monitor the quality and integrity of: (a) internal control mechanisms; (b) the Company quarterly information, interim statements, and financial statements; and (c) information and measurements disclosed based on adjusted accounting data and non-accounting data that add elements not provided for in the structure of the usual financial statement reports; |
(iv) | assess and monitor the Company risk exposures, including requesting detailed information on policies and procedures related to: (a) management compensation; (b) the use of the Company assets; and (c) expenses incurred on behalf of the Company; |
(v) | evaluate and monitor, together with management and the internal audit area, the adequacy of related party transactions carried out by the Company and their respective disclosures; |
(vi) | prepare an annual summary report, to be presented together with the financial statements, containing a description of: (a) its activities, results and conclusions reached, and recommendations made; and (b) any situations in which there is a significant disagreement between the Company management, the independent external auditors and the Statutory Audit Committee regarding the Company financial statements; and |
(vii) | ensure that the Company has the means to receive and handle information about non-compliance with legal and regulatory provisions applicable to the Company, as well as internal regulations and codes, including specific procedures for the protection of whistleblowers and the confidentiality of information. |
Paragraph 5. | The internal rules of the Statutory Audit Committee shall be approved by the Board of Directors and shall describe in detail its duties and operating procedures. |
Paragraph 6. | The remuneration of the members of the Statutory Audit Committee, in addition to the respective budget allocation, shall be determined by the Board of Directors. |
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Chapter VII Fiscal Year and Financial Statements
Article 28 The fiscal year begins on January 1 and ends on December 31 of each year.
Paragraph 1 | At the end of each fiscal year, the Executive Board shall prepare, in accordance with the relevant legal provisions, the financial statements required by law and by the Novo Mercado Regulations. |
Paragraph 2 | The financial statements for the fiscal year shall include a management proposal on the allocation of net income, in accordance with these Bylaws and applicable law. |
Paragraph 3 | The net income for the fiscal year shall be allocated as follows: |
(i) | 5% (five percent) to the legal reserve, until it reaches 20% (twenty percent) of the subscribed capital; |
(ii) | payment of mandatory dividends, in accordance with the provisions of Article 29 of these Bylaws and applicable legislation; and |
(iii) | the constitution of a profit reserve and distribution of dividends in addition to the mandatory dividends under the terms of the Brazilian Corporations Law. |
Article 29. Shareholders shall be entitled to receive, in each fiscal year, as dividends, a mandatory minimum percentage of 25% (twenty-five percent) of the net income for the fiscal year, with the following adjustments:
(i) | the decrease in the amounts allocated during the fiscal year to the legal reserve and contingency reserves; and |
(ii) | the increase in amounts resulting from the reversal, in the fiscal year, of reserves for contingencies previously formed. |
Paragraph 1. | Whenever the amount of the mandatory dividend exceeds the portion of net income for the fiscal year, management may propose, and the General Meeting may approve, allocating the excess to the constitution of a reserve for unrealized profits (Article 197 of the Brazilian Corporations Law). |
Paragraph 2 | The General Meeting may grant the Company management or its subsidiaries a share of profits, subject to the relevant legal limits. Payment of such share is conditional upon the allocation to shareholders of the minimum mandatory dividend referred to in this Article. |
Paragraph 3. | The Company may prepare half-yearly balance sheets or balance sheets for shorter periods. Subject to the conditions imposed by law, the Board of Directors may: (a) decide to distribute dividends to be debited from the profit account recorded in the half-yearly balance sheet or in shorter periods, subject to approval by the General Meeting; and (b) declare interim dividends to be debited from the profit reserves recorded in the last annual or half-yearly balance sheet. |
Paragraph 4. | Dividends not claimed within three years shall expire in favor of the Company. |
Paragraph 5 | The Board of Directors shall decide on a proposal by the Executive Board to pay or credit interest on equity capital, subject to approval by the Ordinary General Meeting that reviews the financial statements for the fiscal year in which such interest was paid or credited, and the amounts corresponding to interest on equity capital shall be allocated to the mandatory dividend. |
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Chapter VIII Disposal of Control, Cancellation of Registration as a Publicly Traded Company and Exit from the Novo Mercado
Article 30. The direct or indirect sale of control of the Company, whether through a single transaction or through successive transactions, shall be contracted under the condition that the acquirer of control undertakes to carry out a public tender offer for the shares issued by the Company held by the other shareholders, in accordance with the conditions and deadlines set forth in the legislation and regulations in force and in the Novo Mercado Regulations, so as to ensure equal treatment with that given to the transferor.
Article 31. In the event of direct or indirect sale of control of the Company, cancellation of its registration as a publicly traded company, voluntary withdrawal from the Novo Mercado, or corporate reorganization involving the transfer of the Company share base, the provisions of applicable laws and regulations shall be observed, including, without limitation, the rules issued by the CVM and the Novo Mercado Regulations.
Chapter IX Dispute Resolution
Article 32. The Company, its shareholders, managers, and members of the fiscal council, both permanent and alternate, if any, undertake to resolve, through arbitration before the Market Arbitration Chamber, in accordance with its rules, any dispute that may arise between them, related to or arising from their status as issuer, shareholders, managers, and members of the fiscal council, and in particular, arising from the provisions contained in Law No. 6,385, of December 7, 1976, as amended, in the Brazilian Corporations Law, in the rules issued by the National Monetary Council, the Central Bank of Brazil and the CVM, in these Bylaws, as well as in the other rules applicable to the operation of the securities market in general, in addition to those contained in the Novo Mercado Regulations, the other B3 regulations and the Novo Mercado Participation Agreement.
Chapter X Liquidation
Article 33. The Company shall be dissolved in the cases provided for by law, and the General Meeting shall, when applicable, determine the manner of liquidation and appoint the Fiscal Council and the liquidator who shall act during the liquidation period, setting their remuneration.
Chapter XI Final Provisions
Article 34. The Company is prohibited from granting financing or guarantees of any kind to third parties, under any form, for businesses unrelated to its corporate interests.
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Exhibit 99.46
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 exchange offer, such as in open market or privately negotiated purchases.
Exhibit 99.47
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 exchange offer, such as in open market or privately negotiated purchases.
BRF S.A.
A Public Held Company
CNPJ 01.838.723/0001-27
NIRE 42.300.034.240
CVM 16269-2
FINAL SYNTHETIC VOTING MAP
EXTRAORDINARY GENERAL MEETING
Meeting held on August 5, 2025
BRF S.A. (“BRF” or “Company”) (BM&FBovespa: BRFS3; NYSE: BRFS), pursuant to Resolution nº. 81/2022, hereby provides its shareholders with the final synthetic voting map of the Extraordinary General Meeting held on August 5, 2025, which consolidates the remote votes sent directly to the Company and through custody, central depository and bookkeeping agents, the votes delivered in person and through the remote participation system made available by the Company, as attached.
São Paulo, August 5, 2025.
Fábio Luis Mendes Mariano
Chief Financial and Investor Relations Officer
BRF S.A.