Unicaja Banco is holding a general meeting of shareholders this Thursday. He comes to the meeting in the midst of an internal earthquake, a year after Liberbank’s takeover. This operation, far from strengthening the fifth entity in the country, coincided with its most convulsive period. There have been a number of resignations in management in recent weeks, deep power disputes have been settled, court investigations have been launched and even the authorities have had to intervene, raising doubts about the dignity of the bank’s major shareholder. Supervisors are also concerned about the state of the bank.
There are two different but closely related actors in this conflict. On one side is Unicaja Banco, the fifth Spanish unit. On the other hand, Unicaja Foundation, the group’s major shareholder with 30% of the capital. It was the same before the financial crisis, but changes in regulations forced old savings banks, transformed into banks, to segregate the fundamentals. Both subjects live up to this Thursday’s key appointments. On the one hand, Unicaja Banco mentions the General Meeting of Shareholders, which it meets after the resignation of three independent directors, dissatisfied with the group management drift, who do not represent any shareholders, in the last two months. On the other hand, the Unicaja Foundation Board of Trustees meets to order an independent report that determines whether the president, Braulio Medel, can continue to lead. Last week, a bank fund protectorate that oversees this type of oversight of organizations under the Ministry of Economy gave the board a two-month deadline due to doubts about the medal’s “honesty.”
Medell is exactly the hero who is at the center of the crises that both the fund and the bank are experiencing. He is a banker who has survived in this sector since the late 1980s as the prominent leader of Unicaja, where he came from the Andalusian junta after holding high positions in the Socialist administration. First as President of the entity, then of the Fund, when the above-mentioned regulatory change in the management of the old savings banks prevented the merging of the two positions. Medell is currently under investigation by prosecutors following a CIC union complaint – the same one that used the popular allegation in the Bank case – against him for allegedly collecting alleged payments to Ausbanc and allowances for board memberships. When he was president of Unicaja. The complaint, which is still being considered by the prosecutor’s office, accuses Medel of misappropriation and unfair administration at the head of Unicaja.
Although Medell does not lead it, Medell’s long shadow continues to influence the bank. The fund is the largest shareholder of the bank, with 30% of its shares and five seats on the board of directors, including the vice-chairman of the medal, Manuel Azuaga. Although Azuaga was his successor, there are not a few voices warning of the team Medal has created with CEOs, Manuel Menendez, Liberbank and another name in the savings banks with long and controversial careers in Spain. . Governance was already one of the delicate points during the merger and was accentuated by Medell’s approaches to Liberbank executives, to the detriment of some from Unicaja, such as Azuaga himself.
CIC President Gonzalo Postigo notes that following the lawsuit against Medel in the prosecution, the union intends to send letters to the CNMV, to ICAC – to the company’s accounting regulator under the Ministry of Economy and to the bank. Spain raised doubts about Liberbank’s accounting prior to the merger, which may contradict the weight it was given during the negotiations between the two entities.
For its part, the merger protocol stipulated that the bank’s board of directors should have 15 representatives, six of whom would be independent. In addition to the Unicaja Foundation, the board includes members of the Cajastur Foundation, the Oceanwood Foundation, and Mexican businessman Ernesto Luis Tinagero. The family membership of another large shareholder of the bank, the owner of another, has led to a reduction in the number of independent directors on the board. The figure of an independent director has gained weight in recent years under the Good Governance Code of the listed companies as counterweight guarantors in favor of minority shareholders who have more weight.
The bank itself had to admit to CNMV that this was the reason for his resignation after the supervisor requested additional information about the departure wave from his governing body. Manuel Conte, the former vice president of CNMV, resigned from one of the positions. Anna Bolado, former chairman of the council’s appointment committee, has resigned. He did so after opposing the appointment of a new property director – who is one of the major shareholders – the number of independents was reduced. He said this had “alienated the bank from good governance practices that investors and regulators have the right to expect from a discounted company and especially from the bank.” These resignations are also being analyzed not only by Spanish supervisors and the government, but also by the ECB, reports El Confidencial, which is closely monitoring the case.
The consequences of this situation are many for Andalusia and especially for Malaga. First, there is the political derivative. The PSOE and PP have so far maintained an ambivalent position in crisis political management. Both abstained when the Andalusian parliament last week backed the central government in removing the medal. The initiative was made possible by the votes of United We Can (Citizens), Citizens and Vox. Beyond the lack of executive weight of the petition – Medal’s resignation does not depend on the government and especially on the Andalusian parliament – this type of initiative reveals the reasonable and intimidating attitude of the representative parties in the council. Trustees who know who is manipulating the time bomb, which, if it explodes, will have a full impact on the economic and social fabric of Andalusia.
This position throws a difficult balance, sometimes impossible. The Andalusian junta government has been showing the medal to the exit door for two weeks. President Juan Moreno lifted the ban by calling for Calvino to act, and Elias Bendodo, the president’s minister, tightened his tone: “Taking a step aside is sometimes a very good option.” However, he refrained from calling for the resignation of the Andalusian parliament.
For its part, the PSOE is changing its demanding position through negotiations at the local level in Seville. The same Thursday, a plenary session of the Malaga City Council voted in favor of the Socialist proposal, asking Medel to “leave his executive functions at the Unicaja Foundation” and hand them over to another employer so as not to interfere in the investigation. In its suitability. At the regional level, the tone is more cautious. In recent weeks, there have been three sensible and secretive meetings between the banker and PSOE-A Secretary General Juan Espadas, or with Gaspar Lane, Espadas’s right-hand man on economic issues. In addition, from December to March, PSOE representatives at the fund changed the direction of voting on capital issues that affect the management of the organization. For example, Pedro Vilces, a representative of the Jaen Provincial Council, in December objected to a proposal to renew the mandate of property directors proposed by the Medal-related fund in Unicaja Banco, but ultimately voted.
“What is the change in the direction of voting?” “They continue to defend this man,” said Pedro Moreno Brenes, a law professor and former employer, former IU councilor at Malaga City Council and promoter of the Salvemos Unicaja platform. “Why do you meet him?” If you are a policeman, you do not meet Al Capone … “This weekend, he published an open letter to Medal in Sur, accusing him of” imposing unbridled ego “and” disobedience to morals and law “:” You have the arrogance to always feel unpunished “.
“Profiling the PSOE in the institutions is already more than doubtful, and at the back it seems to be against the Ministry of Economy and the Andalusian Parliament,” protested Tony Valero, a spokesman for United We Can for Andalusia. Condemns that behind the scenes the main issue for Andalusia is being prepared. “There is a deliberate strategy to decapitalize Unicaja and there is a risk that it will end up in Madrid. , – he says.
The second derivative is social. The aforementioned Salvemos Unicaja platform was created with the support of the CCOO, UGT, United We Can, Citizens and PSOE, although the latter has distanced itself from some decisions due to its difficult position in the conflict. Its current speaker is Soledad Ruiz, a representative of UGT, who explains to the media that “the situation in the unit is very serious” and warns that “he is most affected” by the role that Unicaja has as a key player in Andalusia and its . Roots in the area. The main concern of the promoters of this association is that the bank drift, which gives more power to the representatives of Liberbank, ends with the decision of the group in Madrid and not in Malaga. “We understand that there is an obvious conflict of interest,” Ruiz said of Medell’s role at the Unicaja Foundation.
The third and final derivative is the state of the workforce. Aside from the uncertainty caused by the problems at the top of the bank, an issue that is being closely monitored by internal staff groups is what unions have denounced as “pressure and harassment” of workers. “Management does not know how to do its job unless it is whipped,” the CCOO said in a statement. Recall that this situation was already in Liberbank. The current CEO of Unicaja, Manuel Menendez, already held the same position in the absorption unit at a time when many labor disputes had arisen at the Asturian Bank. Shareholders affiliated with this syndicate are voting to renew the directors proposed by the Unicaja Foundation.
Source: El Diario
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