Tegel has received a takeover notice from Bounty Fresh Food, a large Philippines-based producer of fresh and processed chicken.
The New Zealand subsidiary, Bounty Holdings intended to buy all shares in Tegel Group Holdings for $1.23 each, a 50 percent premium on the last traded price of 82 cents.
Tegel would also be able to pay shareholders a dividend of up to 4.1c cents a share, without any adjustment to the draft offer price.
Independent directors of Tegel's board said the notice was unsolicited and they had not received the full details of the proposed offer.
However, they said a substantial shareholder Claris Investments had a lock-up agreement to sell its 45 percent stake to Bounty, once the offer was made.
"At this stage, we advise shareholders to take professional advice before taking any action with respect to their Tegel shares," directors said, adding they were also taking advice from Goldman Sachs.