Overview

For more than two decades, the Avícola Villalobos dispute has centered on a simple but extraordinary fact: Lisa, S.A., a lawful one-third owner of the largest poultry group in Central America, has been denied the dividends, information, and shareholder rights to which it is legally entitled. Internal financial practices concealed profits, diverted revenues, and excluded Lisa from corporate benefits. When these irregularities were exposed, courts in Bermuda, Panama, and Guatemala issued rulings confirming Lisa’s rights and condemning the misconduct.

Instead of complying, the controlling shareholders escalated the conflict across multiple jurisdictions. In Panama, binding orders now require Villamorey, S.A. to pay Lisa more than 51 million dollars in declared but withheld dividends, and both the company and Juan Luis Bosch Gutierrez continue to disregard these orders. In Guatemala, the Villalobos companies have carried out one of the most extensive and abusive litigation campaigns in the region, filing hundreds of defective or frivolous cases to block Lisa’s economic rights.

The result is a multinational legal battle defined by prolonged obstruction and a consistent refusal to honor final judicial decisions. This overview summarizes the origins of the dispute, the parties involved, and the key litigation fronts in Panama and Guatemala.

The origins of the dispute trace back to concealed accounting practices and profit diversions inside the Avícola Villalobos Group, where Lisa, S.A. held a 25% direct ownership interest and an additional stake through Villamorey, S.A. Internal records later examined in court revealed undisclosed revenues, off-the-books operations, and distributions that bypassed Lisa entirely. These practices culminated in the 2008 Bermuda judgment, which confirmed that Lisa had been intentionally deprived of its rightful economic benefits. Instead of correcting the wrongdoing, the controlling shareholders escalated their response by excluding Lisa as a shareholder and launching retaliatory litigation in multiple jurisdictions. These events form the foundation of the ongoing legal battles in Guatemala and Panama.

The chart below sets out the ownership and control structure at the center of the dispute. It reflects how CMI and BDT Investments Inc. jointly own Villamorey, S.A., a Panamanian company specifically created to receive and distribute dividends from the Avícola Villalobos Group. Villamorey itself holds a one-quarter interest in the group, while CMI and BDT directly own an additional 50 percent and 25 percent, respectively.

This structure is fundamental to understanding the conflict. Despite BDT’s combined ownership position—one-third of Villamorey and a direct 25 percent stake in the largest poultry group in Central America—it has been consistently denied dividends, access to financial information, and meaningful participation as a shareholder.

Panamanian courts have ruled that Villamorey, S.A. must pay Lisa, S.A. more than $51.6 million in dividends that were declared but unlawfully withheld for over a decade. Despite binding orders, Villamorey and Juan Luis Bosch Gutierrez, have refused to release the funds, prompting ongoing enforcement actions, accounting litigation, and criminal investigations. The cases highlight a sustained effort to obstruct compliance with final judicial mandates.

For more than two decades, Lisa, S.A., a lawful 25% shareholder of the Avícola Villalobos Group, has faced one of the most extensive and abusive litigation campaigns in Guatemala’s corporate history. Rather than paying the dividends withheld since 1999, now valued in the hundreds of millions of dollars, the Villalobos companies initiated hundreds of lawsuits, maintained unjustified embargoes, and used the judicial system to obstruct and delay Lisa’s economic rights. Courts at every level have repeatedly rejected these actions as premature, defective, unfounded, or legally untenable. The proceedings reveal a sustained and coordinated effort to prevent Lisa from collecting the dividends and corporate value that rightfully belong to it.

Through a series of mergers, the Avícola Villalobos Group consolidated dozens of companies into a few larger entities. Still, the lawsuits originally filed against Lisa, S.A. remain active. Under Guatemalan law, absorbing companies inherit both assets and liabilities—including ongoing litigation—so Lisa continues to face claims from companies that disappeared legally but whose lawsuits were taken over by their successors.