JBS Shareholders Approve U.S. Listing Despite Minority Opposition

Brazilian meat giant JBS secured shareholder approval for its dual listing plan on Friday, marking the end of a decade-long pursuit to access American capital markets.

The company’s shares jumped 2.71% to R$43.41 following the announcement. The vote proved closer than expected. Preliminary counts showed minority shareholders initially opposed the proposal by a slim margin.

However, the final tally during Friday’s assembly favored the dual listing when all votes were counted. The Batista family, which controls JBS, abstained from voting alongside state development bank BNDES.

This arrangement left the decision entirely to minority shareholders. BNDES holds an 18.18% stake after recently selling over 58 million shares for approximately R$2.47 billion.

The approved structure creates a Netherlands-based holding company that will trade on the New York Stock Exchange. This arrangement establishes two share classes with different voting rights.

The Batista family’s voting control could increase from 48.34% to potentially 85% under the new structure. JBS plans to begin NYSE trading under ticker “JBS” by June 12, 2025.

The company received SEC approval in April and expects Brazilian regulatory clearance by May 30. Current JBS shares will stop trading on June 6, with new depositary receipts starting June 9.

The dual listing faced significant opposition from advisory firms and environmental groups. Institutional Shareholder Services recommended against the proposal, citing concerns about reduced minority shareholder influence.

A bipartisan group of US senators also opposed the listing over corruption and environmental concerns. The Batista family previously attempted US listings but faced setbacks including the Lava Jato corruption scandal.

Brothers Joesley and Wesley Batista were briefly jailed in 2017 on bribery charges related to the investigation. JBS argues the listing will provide access to broader capital markets and align its valuation with international competitors.

The company trades at 4.7 times projected 2025 earnings with estimated EBITDA of R$38.4 billion. The approval represents a significant milestone for JBS’s international expansion strategy.

However, governance concerns about concentrated voting control remain contentious among institutional investors and regulatory observers.