Monday, March 27

The Unicaja Shareholders’ Meeting approves its accounts, silencing allusions to Medel and the Foundation’s crisis

This Thursday was a big day for Unicaja. The bank from Malaga, immersed in a crisis of governance and reputation personalized to the still powerful Braulio Medel, was the protagonist of the news in so many places that an observer did not know where to look.

The Andalusian Parliament asks the Government to dismiss Braulio Medel as president of the Unicaja Foundation

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The first General Shareholders’ Meeting was held at the headquarters since the absorption of Liberbank. Meanwhile, a few meters away, the plenary session of the Malaga’s town hall he scolded the banker, to ask him to step aside while he was investigated. It was approved unanimously. And in Antequera, Medel tries to make its bitter drink sweeter: the Board of Trustees of the Unicaja Foundation (main shareholder of the bank) has to contract this investigation to an external audit, which will evaluate the “suitability” and “honorability” of its president, who is none other than Medel himself. Regarding this meeting, the secrecy was absolute, to the point that the Foundation did not even confirm that it was going to be held, much less the time. But the fact is that there is a meeting, and Medel has attended despite the probable impossibility of voting on the points that affect him.

The easiest exam

Unicaja Bank resolved the issues on the table of the General Shareholders’ Meeting in the morning. Actually, it was the easiest exam, because those in charge had a comfortable majority. The bank’s management also achieved the continuity of the four proprietary directors from the Foundation, whose continuity was questioned last December, and the appointment of two new independent ones, after the resignations that have occurred in recent months.

It also approved its results for 2020 (1,113 million euros, including goodwill and labor and office restructuring costs) and its net profit: 147 million euros, 47% more than in 2020, of which 67.3 were will distribute in dividends. Finally, Manuel Menéndez, CEO, presented the 2022-2024 Strategic Plan, approved in December.

However, attention was focused on another issue that conditions the future of the bank. The current managers had to face criticism from all the shareholders who spoke, despite attempts to contain it.

President Manuel Azuaga intervened to reprimand the shareholders who wanted to comment at the Unicaja Banco Meeting on the governance crisis in its main shareholder, Fundación Unicaja. “I am not going to pronounce on the issues related to the Unicaja Foundation,” he warned. He fulfilled his purpose, but he did not manage to get those who spoke, one after another, to allude more or less explicitly to the Foundation’s crisis, which “is having an impact on the bank’s reputation”, as Maribel Casquet, of CCOO.

Azuaga did assure that the supposed transfer of Unicaja’s headquarters to Madrid is “fake news”.

three points of attention

Some common keys were planned on the three scenarios. The link of the bank to Malaga and Andalusia, questioned by the power acquired by the Asturian part of the bank, Manuel Menéndez and Liberbank. The situation of the workforce, immersed in an ERE that will culminate in the departure of 1,513 workers until 2024. And the notable roots of the bank in Malaga and Andalusia, now questioned to the point that there is talk of an eventual transfer of the headquarters to Madrid.

As a vault key, the management of Medel at the head of the Foundation, the main shareholder of Unicaja Banco with 30.24% of its share capital. Medel is the subject of an investigation by the Prosecutor’s Office for the alleged commission of crimes of misappropriation and unfair administration when he was president of Unicaja Banco, and he is on the run. A few days ago, the Protectorate of Banking Foundations, dependent on the Ministry of Economic Affairs, sent an unusual letter to the Unicaja Foundation expressing its “serious doubts” that it meets the “necessary commercial and professional suitability and honorability for the performance of its functions ”.

ERE and office closures

Manuel Azuaga, president of Unicaja Banco, tried to separate the Shareholders’ Meeting from the situation of Medel and the Foundation, but he could not. At least not at all. He had to listen to very harsh interventions, all lamenting the bank’s reputational and governance crisis and the decline in its workforce and its territorial presence.

“What trust can be given to accounts prepared by a Board of Directors of which a part of its members, perfectly identified, is being questioned from all regulatory, economic and financial spheres?”, questioned Jesús Barbosa, Vice President of the Interunion Credit Confederation (CIC), which represents 25% and is one of Medel’s complainants before the Prosecutor’s Office. In this regard, he recalled that in less than a month, three directors “of recognized prestige” have resigned, alleging discrepancies with the Bank’s governance.

Barbosa even questioned the legality of the absorption process (agreed a year ago and executed in August), assuring that Liberbank has not published all its financial information. He also threatened to file a social responsibility action if the merger agreement is not facilitated and an explanation is given for its alleged breaches.

Danger of uprooting?

But most of the reproaches that Menéndez had to listen to referred to the fear that the merger and progressive seizure of power by the Asturian part (in theory, the absorbed part) would lead to an uprooting that is already taking shape due to the closure of offices and the ERE agreed in December, the first major milestone in the restructuring process that has followed the merger.

Between now and 2024, 1,513 workers will leave the entity. All have voluntarily adhered to an agreement reached after two historic strikes. The figure represents a third more than the necessary departures, “because a large part of the workforce does not believe in the project,” lamented a union representative. Other interveners accused Menéndez of importing into Unicaja a labor management model based on “conflict”, with serious damage to the entity’s reputation.

The number of offices, which before the merger was 1,524, will increase to 986 when the restructuring is completed, 35%. 143, most of them in rural areas, were closed on March 18, generating protests in the affected municipalities. Faced with the difficulties of access to banking services for this very aged population, the current managers claimed digital banking, remote managers, financial agents and ATMs.

“It is embarrassing that you say: ”We have a commitment to our clients and society“. And then society does not exist. Good governance code? If this is a farce… Society has spoken”, snapped Pedro Romero, who accused the current managers of “betraying a people”. “I see a person really suffering, and another is… he doesn’t care. Everyone knows who they are”, he said, referring respectively to Manuel Azuaga, president of Unicaja Banco and who has been everything in the Malaga entity, and Manuel Menéndez, CEO from Liberbank.