Fusion by absorption of Caixabank and Bankia it advances by leaps and bounds. Last night both boards of directors gave the green light to the project of the operation, which has been sent this morning to the National Securities Market Commission (CNMV). Their union will give rise to a giant in Spain with some 630,000 million in assets -664,000 million at the group level-, some 6,700 branches and more than 51,000 employees.
One of the hot spots during the negotiation has been the composition of the new board of directors. This, finally, will be made up of 15 members: Chairman, CEO, nine independent directors, three proprietary directors and “another external director”.
Of the proprietary (representing shareholders), two of them will be appointed by Fundación Bancaria La Caixa, through Criteria, and the other by the FROB, through BFA. The State thus ensures a director in the new Caixabank, apart from the fact that Goirigolzarri, who appears as president of BFA, will assume the presidency. In the case of independents, six of them are proposed by Caixabank and the remaining three by Bankia.
The composition of the council is as follows:
–Tomás Muniesa Arantegui, currently proprietary director of CaixaBank, appointed at the proposal of the shareholder Criteria. He holds the position of vice president of the board of directors.
–José Serna Masiá, currently proprietary director of CaixaBank, appointed at the proposal of the shareholder Criteria.
–Gonzalo Gortázar Rotaeche, currently executive director of CaixaBank. He holds the position of CEO.
–Maria Veronica Fisas Vergés, currently independent director of CaixaBank.
–Cristina Garmendia Mendizábal, currently independent director of Caixabank.
–Maria Amparo Moraleda Martinez, currently independent director of Caixabank.
–Eduardo Javier Sanchiz Irazu, currently an independent director of Caixabank.
–John shepard reed, currently an independent director of Caixabank.
–Koro Ragwash Unsain, currently independent director of Caixabank.
–José Ignacio Goirigolzarri Tellaeche, currently president of Bankia. He will hold the position of executive president with limited functions.
–Joaquin Ayuso Garcia, currently an independent director of Bankia.
–Francisco Javier Campo Garcia, currently an independent director of Bankia.
–Eva Castillo Sanz, currently independent director of Bankia.
-A director proposed by the FROB, through BFA, who has yet to be appointed. Sources from the public institution indicate that it is still a premature phase to talk about specific names. First, study the operation, and later your proposal will come.
–Fernando Maria Costa Duarte Ulrich, as “another external director”.
These are the 14 names, plus the one that remains to be named by the FROB. But as in any merger, some remain and others are forced to leave. Natalia Aznárez Gómez leaves the position for Caixabank, while Francisco Javier García Sanz and Carmen Moragues Josa, whose suitability verifications are in process, will not proceed to accept their new positions as directors of Caixabank. And in the list of departures two in particular stand out: that of Jordi Gual, current president, e Ignacio Garralda, president of Mutua.
On the part of Bankia, although they are not considered exits, they will not be integrated into the new entity Jose Sevilla, current CEO, and the directors Antonio Ortega, Carlos Egea, Fernando Fernández, José Luis Feito, Jorge Cosmen, Laura González Molero, Antonio Greño and Nuria Oliver.