Governance Concerns Emerge at Oncoclínicas Over BTS Goiânia Credit Handling

Three independent councilors of Oncoclínicas have formally requested an investigation by Brazil’s Securities and Exchange Commission (CVM) into the conduct of the company’s chairman, Marcelo Curti, and other board members amid its extrajudicial recovery process. The complaint centers on the handling of credits related to a 2023 contract with Cedro Participações for the BTS Goiânia hospital project.

The councilors—Raul Rosenthal Ladeira de Matos, Ademar Vidal Neto, and Mateus Affonso Bandeira—allege that the board initially classified R$ 630 million of these credits as illiquid and excluded them from the creditor list pending an audit. However, they uncovered that the executive team unilaterally included these credits in the creditor list without conducting any audit or obtaining a supporting report. A representative of BR Partners, Oncoclínicas’ advisor, confirmed that this decision originated from the executive team on October 2. The BTS Goiânia contract is currently under investigation by an independent internal committee.

The complaint also highlights board governance issues following the resignation of key member Paulo Belém, which shifted voting influence away from the Latache group. The councilors accuse Curti of repeatedly canceling meetings without explanation and contest the legitimacy of upcoming extraordinary general assemblies perceived as favoring Latache-aligned candidates.

Further, the councilors express concern over the proposed recovery plan that implies debt at 11 times EBITDA post-restructuring, potentially risking another future restructuring. The CVM has been asked to clarify whether Latache, Lumen, and Bruno Ferrari form a controlling group, which would affect minority shareholder protections.

Curti stated that matters requiring board approval would be presented as legally mandated. Cedro Participações confirmed the contract’s validity but noted the councilors’ request to exclude the debt from creditor recognition pending audit. This unfolding situation has cast doubt on Oncoclínicas’ transparency and governance during its financial recovery process.