Ferrovial has obtained the backing of its general shareholders' meeting to which its ex-board delegates Joaquín Ayuso and Santiago Bergareche continue in its board of directors and as vice-chairmen of the group despite the fact that Leopoldo del Pino, shareholder with 5% of the capital and brother of the group president, had requested his departure.
The partners of the company support the position of the group and its president, Rafael del Pino, in his bet that the two former senior managers remain in the highest management body of the group.
The reelection of Ayuso and Bergareche for three more years He went ahead by winning a majority of favorable votes in the assembly of this Friday to the two points of the agenda of the board that constituted.
Ferrovial voted individually for each of them, as did the rest of the eight members of the council who had to renew their posts, including the president himself, and that of the other two Del Pino Calvo-Sotelo brothers, María and Joaquín.
Leopoldo del Pino is the only brother who is not on Ferrovial's board, after he left his chair in this management body in January 2016, also by letter and alleging personal reasons. However, he did days after selling 4.15% of the capital of Ferrovial, half of the share it had at the time in the group that his father founded.
The point of the votes on the re-election of directors thus garnered the full attention of Ferrovial's board after in the previous hours it transcended the crossing of letters between the brother of the president and the company in relation to the convenience of the continuity of the referred two counselors.
Specifically, Leopoldo del Pino sent a letter to his brother and Ferrovial's chairman, dated March 29, requesting that the two ex-CEOs not renew as directors.
In his opinion, Ayuso and Bergareche "far exceed the maximum term of twelve years established in the law for independent directors," according to the letter.
"In fact, at the end of the term for which they are being proposed now, they would add permanence between 20 and 23 years in office», Adds Leopoldo Del Pino.
In addition, it emphasizes that, in the case of Bergareche, it is 73 years old, which contradicts what it says in the board's regulations, which sets a maximum of 72 years to act as a director.
"We must not forget, also, that they joined Ferrovial in 1982 and 1995, respectively, so the uncertainty about their independence that is derived from the very long stay in their positions is linked to the close ties and personal relationships that may exist between them and the members of the management team of the company, with whom they have worked over the years, "he adds.
Reply from Ferrovial
To this letter, Ferrovial responded with another letter, dated this Thursday, April 4, in which he defended by "enriching" the continuity of the two ex-delegates.
The group also underlined the "deep knowledge of the company" with which Bergareche and Ayuso tell, "not only because of their years of membership of the board, but also because of the performance of executive positions in the group." For this reason, he assures that his "permanence in the council is considered very enriching".
Regarding doubts about their status as independent, the company recognizes that the fact that "can not be classified as such"it has not been considered relevant for the purposes of his re-election ».
In spite of this written response, the re-election of both in their posts of directors and vice-presidents of the company was pending the vote of the board that, on their side, supported it.
In this context, the only shareholder who spoke at the meeting did so to praise the work of Rafael del Pino as president of the company.