A shareholder dispute at global fintech firm FNZ is escalating, as employee shareholders accuse the company of using legal threats to silence dissent ahead of a planned class action.
Class B shareholders — many of them current or former employees — intend to file legal proceedings in the High Court of New Zealand, where FNZ is domiciled, by the end of May.
The claim will allege unfair treatment and significant dilution of their shareholdings.
At the heart of the dispute is FNZ’s shareholding structure and a series of board decisions.
Shareholders claim that constitutional changes were made without disclosure, stripping away key protections for ordinary investors and paving the way for preferential treatment of institutional and private equity stakeholders.
Between May 2024 and April 2025, the board undertook three equity raises totalling approximately $1.5bn through the issuance of preference shares with returns ranging from 100% to 200%.
These moves, shareholder representatives argue, have diluted employee shareholders by an estimated $4.5bn.
In addition, the board imposed an $8.3bn valuation hurdle that must be met before Class B shareholders can participate in future value creation.
Legal representatives for the shareholders say FNZ has intensified efforts to suppress their voices, including attempts to shut down a shareholder-run X (formerly Twitter) account created to share updates and concerns.
In recent days, multiple Class B shareholders have received legal letters demanding they refrain from public comment.
In a letter responding to FNZ’s legal actions, the shareholders’ legal team at MC wrote:
“It is hard to see your letter of today as anything other than another attempt to obtain the identities of our clients, in order to put improper pressure on them.”
They argue these actions form part of a broader strategy to intimidate and silence those raising legitimate concerns about corporate governance and fairness.
FNZ has been contacted for comment.
