(Adds regulator’s comments, statement from Société Mondiale’s lawyer in final paragraphs)
By Ana Mano
SAO PAULO, Aug 1 (Reuters) - A Brazilian activist investor with a stake in bankrupt telecom provider Oi SA has requested a meeting with shareholders to discuss allegations that the carrier’s majority owner Pharol SGPS SA committed improprieties, according to a securities filing made late on Friday.
Société Mondiale, which holds 7 percent of Oi’s voting shares, proposed that the meeting be called in eight days, the filing showed. Oi said in a statement on Monday its board would analyze Société’s request, without giving a date for the meeting.
The activist, controlled by Brazilian businessman Nelson Tanure, is known for investing in financially distressed companies and acquired a stake in Oi after the telecom company filed for bankruptcy protection in June. Pharol remains the largest individual shareholder of Oi, with 27.49 of its voting shares.
Société Mondiale wants Oi’s shareholders to weigh a proposal to commence legal and arbitrage proceedings against Pharol, formerly Portugal Telecom, and its wholly owned Netherlands-based subsidiary Bratel BV, for committing what the activist called “illegal acts” in managing Oi.
Pharol declined to comment on the matter.
The arbitration would be aimed at collecting damages related to the shareholder agreement between Oi SA and Portugal Telecom, which involved “overvalued or unsubstantiated assets,” including 3.2 billion reais ($980 million) in defaulted debt instruments issued by Rio Forte Investments SA and acquired by Portugal Telecom, according to the securities filing.
Tanure will also propose annulling a March 2015 shareholders’ meeting approving Portugal Telecom’s acquisition of a majority stake in Oi through a share offering carried out as part of Oi’s takeover by the Portuguese company.
In addition, the proposed claims would seek monetary damages from former executives of Oi and Santander Brasil, which was responsible for evaluating the assets involved in the merger, according to Société Mondiale.
Brazil’s markets regulator CVM said in a statement any minority shareholder owning at least 5 percent of a company’s share capital has the right to call a general shareholders’ meeting based on a “well-founded” request if management fails to respond in eight days.
João Mendes, partner at Galdino Coelho Mendes and Société Mondiale’s legal advisor, told Reuters on Monday his client would call the shareholders’ meeting in eight days if Oi’s board does not carry it out within the period set in the law.
Banco Santander refused to comment on affairs involving its clients. ($1 = 3.2642 Brazilian reais) (Reporting by Ana Mano; Editing by Christian Plumb and Diane Craft)