A shareholders meeting in Málaga shapes Unicaja Banco’s governance path
In Málaga this Thursday, the ordinary general meeting of Unicaja Banco shareholders rejected the proposal to approve the appointments of independent directors Isidoro Unda and Maite Costawas. The decision reflected the stance of the Unicaja Foundation, the bank’s main shareholder, which voted against the appointments due to questions surrounding the independence of the two candidates. Manual Menéndez, who is outside the CEO’s direct orbit, came to Unicaja from his prior role at Liberbank. The board’s attendance represented an 86% participation rate of the company’s capital.
During the session at the bank’s headquarters on Avenida de Andalucía, shareholders backed several other items, including the appointment of four special directors who were recommended by the Unicaja Banking Foundation: Miguel González, Juan Antonio Izaguirre, Natalia Sánchez, and José Ramón Sánchez. These new directors replaced the outgoing members Juan Fraile, Petra Mateos, Manuel Muela, and Teresa Sáez. The foundation opted for this change last December amid a loss of confidence in the then-managers.
Sergio Corral, the general manager of the Unicaja Foundation, attended the meeting and voted against the bank’s main shareholder’s proposal. Two independent directors questioned the board’s leadership and abstention was considered as a possibility, citing concerns about the management style described as prudent and financially involved in Unicaja Banco.
From the foundation’s perspective, the institution must ensure it maintains sound corporate governance procedures in line with national and international standards in force at all times. As the heir to the legacy of the former savings bank, the foundation aims to preserve Unicaja’s traditional banking model, a retail-focused approach that serves both families and local businesses and maintains strong regional ties.
Corral also emphasized the foundation’s role in supporting decision-making that seeks to improve the business model and asset governance. The foundation believes this broad framework of action will sustain a solid capital and liquidity position and generate returns for Unicaja Banco’s owners, while ensuring an adequate work environment and social responsibility in its operations.
The general assembly outcomes regarding board composition set the stage for the balance of power between the Malaga bloc (the former Unicaja) and the Asturian bloc (from Liberbank) at a pivotal moment for the bank’s future control. In the upcoming months, Unicaja plans governance model changes required by European banking authorities, with a deadline of 31 July. The changes will reduce the executive duties of the current chairman, Manuel Azuaga, and prompt a reconfiguration of the CEO position, currently associated with Manuel Menéndez.
Azuaga emphasizes continuity and the cultural core of the bank
Manuel Azuaga, Unicaja Banco’s chairman, spoke at the shareholders’ meeting about opening a new phase in the organization that should be articulated to guarantee continuity and the preservation of the bank’s values and culture. He stressed that stability and attentive service to families, businesses, and society are essential as the organization restructures its leadership.
Reflecting on corporate structuring since the summer of 2021, Azuaga noted that the organization chart has been fully deployed to unlock the potential of its people. The focus remains on three lines of defense ensuring the proper functioning of the bank.
When outlining 2022 results, Menéndez highlighted that progress toward the 2022–2024 strategic plan reached more than halfway at 54%, and the merger with Liberbank was close to achieving 85% in terms of synergy realization. Unicaja’s inclusion in Ibex 35 in December 2022 was cited, alongside a total shareholder return of 22% for the year.
Progress on ERE and workforce matters
Both Azuaga and Menéndez reported that the ERE restructuring plan has advanced to 80% completion, with 80% of agreed layoffs and all planned office closures already implemented. Meanwhile, around a hundred employees gathered at the party headquarters gates to voice concerns about working conditions, linking the current situation to the Liberbank integration process.
UGT condemned what it described as disorder and the victimization of employees not working under the Liberbank framework, while CCOO argued that the governance crisis connected with the Liberbank merger caused significant damage to the asset. These sentiments reflect ongoing tensions as Unicaja navigates integration challenges and governance realignment.