Unicaja Banco has held today the first meeting of its Board of Directors after the legal completion of the merger by absorption of Liberbank on 30 July. The Board, which continues to be chaired by Manuel Azuaga as Executive Chairman, has appointed Manuel Menéndez as CEO, as established in the Draft Terms of Merger. Manuel Menéndez was the CEO of Liberbank until the completion of the legal procedures of the merger with the registration of the merger deed, on 30 July, in the Trade Register.
The Board has also approved the appointment of a new Lead Director and it has set the date of pay of the second tranche of the dividends approved at the Annual General Meeting of Shareholders held on 31 March (5.36 million euros), and it has approved the first managing line of the company’s organizational chart.
Manuel González Cid has been appointed Lead Director. The Board of Directors is composed by Manuel Azuaga as Executive Chairman, Manuel Menéndez as CEO, Juan Fraile as Deputy Chairman, Teresa Sáez as Board Secretary, Manuel González Cid as Lead Director and 10 other members.
In this new stage, the Board of Directors of Unicaja Banco is composed by 15 members (two executive directors, seven proprietary directors and six independent directors). This body continues to meet the corporate governance standards related to independent directors (40% of the total of members) and women directors (one third of the Board), thus following the recommendations of the Good Governance Code for listed companies of the CNMV.
At this first meeting of the Board of Directors of Unicaja Banco after the merger, the date of the pay out of the second tranche of the dividend approved at the Annual General Meeting of Shareholders held on 31 March has also been set. This consists of an amount of 5.36 million euros, scheduled to be paid on 17 September. It should be noted that the General Meeting approved a dividend distribution with a charge to the profit of 2020 amounting to 16.91 million euros, divided into a first tranche of 11.54 million euros, paid to shareholders prior to the registration of the merger (in April), and a second tranche of 5.36 million euros, to be paid after the registration of the merger in the Trade Register.
First managing line of the organizational chart
Additionally, the Board of Directors of Unicaja Banco has also approved the composition of the first managing line of the company’s organizational chart, which is composed as follows: Directorate General Assistant to the Chairman, of Control, Strategy and Relations with Supervisors, Isidro Rubiales; Directorate General Assistant to the CEO, of Corporate Development, Investees, Asset Recovery and Non-Core Asset Management, Jesús Ruano; CFO, Pablo González; Directorate General of Business, Jonathan de Joaquín; Directorate General of Operations and Technology, Severino Jesús Méndez; Directorate General of Human Resources, Talent and Culture, José María de la Vega; Directorate General of Credit Risk, Francisco Javier Pérez; Directorate General of General and Technical Secretariat, José M. Domínguez; CRO, Cédric Blanchetière; Compliance Directorate, Galo Juan Sastre; Internal Audit Directorate, Jesús Navarro; CEO Cabinet Directorate, Ana Echenique; Digital Business Directorate, Joaquín Sevilla; ESG Business Directorate, Miguel Ángel Barra; Directorate of Targets and Business Monitoring, Marta Suárez; Investor Relations Directorate, Juan Pablo González, and Transformation and Innovation Directorate, Cristo González.
Professional profile of Manuel Menéndez
Manuel Menéndez Menéndez has a PhD in Economic Science from the University of Oviedo and is a Professor of Financial Economics and Accounting at the same university (on leave).
Menéndez, born in Ovanes –Salas- (Asturias) in 1959, has developed his professional career in the banking and energy sector, having been the Chairman of Asturgar, Caja de Ahorros de Asturias, Banco de Castilla La Mancha, Hidroeléctrica del Cantábrico, S.A. (currently EDP), and Naturgas Energía Grupo, S.A.
He has also been member of the Board of Directors of Cecabank and Enagás, and Chairman of Fundación Bancaria Caja de Ahorros de Asturias.
At Liberbank, he has held the positions, successively, of Chairman (executive) and CEO since 2011.
He is currently member of the Board of EDP Renovaveis and Chairman (non-executive) of EDP España, member of the Board of Asociación Española de la Industria Eléctrica (AELEC), of the Board of Directors of CECA and Trustee (Patrono) of Fundación Princesa de Asturias, Fundación EDP España, Fundación de las Cajas de Ahorros (FUNCAS) and Fundación DIPC.
Fifth bank in the Spanish financial system
As a result of the merger, Unicaja Banco is the fifth-largest bank in the Spanish financial system in terms of assets (c. 113 billion euros), with over 4.5 million customers, with a broad and diversified presence across the country, being the bank of reference in six Autonomous Communities, with a sound and quality balance sheet (with remarkable solvency and coverage positions and a low NPL level), and a professional team with broad experience in generating value through integration processes.
The combined entity, which maintains the name Unicaja Banco and the registered address in Malaga, is present in 80% of the national territory, being the best-in-class in Andalusia, Extremadura, Castilla y León, Castilla-La Mancha, Cantabria and Asturias, as well has having a traditional and important presence in other markets such as Madrid, Ceuta and Melilla.
Unicaja Banco continues with the goal of providing value to shareholders and stakeholders, boosting profitability, as well as continuing improving the offering and quality of the service to customers, and continuing to support the country’s economic recovery, while preserving as shared values closeness and commitment to regions.
Since Monday 2 August, the share capital of Unicaja Banco stands at 2,654.83 million euros, divided into shares of 1 euro nominal value each, resulting from the capital increase carried out for 1,075.07 million euros to cover the exchange of shares to execute the merger. The newly issued shares are trading since that mentioned date.
Annex. Composition of the Board of Directors
· Manuel Azuaga Moreno, Executive Chairman
· Manuel Menéndez Menéndez, CEO
· Juan Fraile Cantón, Deputy Chairman (Proprietary)
· Manuel González Cid, Lead Director (Independent)
· Teresa Sáez Ponte, Secretary of the Board of Directors (Proprietary)
· María Luisa Arjonilla López, Director (Independent)
· Ana Bolado Valle, Director (Independent)
· Manuel Conthe Gutiérrez, Director (Independent)
· Jorge Delclaux Bravo, Director (Independent)
· Felipe Fernández Fernández, Director (Proprietary)
· María Garaña Corces, Director (Independent)
· Petra Mateos-Aparicio Morales, Director (Proprietary)
· Manuel Muela Martín-Buitrago, Director (Proprietary)
· Ernesto Luis Tinajero Flores, Director (Proprietary)
· David Vaamonde Juanatey, Director (Proprietary)
