The State Company of Industrial Participations (Sepi) will attend in person tomorrow, Friday, the Shareholders’ Meeting that Telefónica holds at its headquarters in Las Tablas, in Madrid. On March 25, the body dependent on the Ministry of Finance informed the National Securities Market Commission (CNMV) that it was in possession of 3% of the capital of the telecommunications company, an operation that involved a disbursement of between 650 and 700 millions.
As a relevant shareholder in the multinational, Sepi “will exercise the rights that correspond to it” at the Telefónica Shareholders’ Meeting, as confirmed by sources from the public body. The mandate agreed upon by the Council of Ministers is for the public company to acquire “up to 10%” of the company. You will have the obligation to communicate your position to the stock market regulator when it reaches 5%.
The acquisition of 3% of Telefónica took place after March 8, the date on which the company published the agenda of the Meeting, and five days after that date, which is the period shareholders have to modify the debate proposal. Sepi, therefore, was out of time to request, if interested, the presence of its representative on the board of directors. The only right that 3% of the capital you own gives you at this time is to attend the Shareholders’ Meeting and, if you wish, to have one of your representatives speak before the audience.
Sepi has a reputation for being a not very active investor in the companies it is present. For example, it does not usually take a position on points such as the remuneration of top management when it is present on the boards of directors. The tradition is that its directors abstain when it comes to taking a position on salaries, as is the case of Indra or Enagas.
Precisely, approve the annual report on the remuneration of the directors of Telefónica, S.A. corresponding to fiscal year 2023 is one of the 17 points on the agenda on which the company’s shareholders must position themselves. It is one of the points that generates the most controversy among international proxy advisors, together with the approval of a long-term incentive plan consisting of the delivery of shares of Telefónica, S.A. intended for executives of the Telefónica Group.
Telefónica shareholders are ordered on Friday to validate or not, the re-election, ratification and appointment, if applicable, of seven directors, among which the re-election of Isidro Fainé Casas, as proprietary director, stands out. Fainé is the president of Criteria Caixa, which last Monday, April 8, announced that it has increased its stake in Telefónica to 5%, which together with the 2.5% held by CaixaBank places the Torres Negras group as the largest shareholder. of Telefónica.
As we indicated, to access a position on the board of directors of Telefónica, Sepi would have to request it in good time from the board of directors, as well as call an extraordinary meeting for its ratification. If not, he would have to wait for next year’s regular meeting.
Another option is the one being exercised by Saudi Telecom, the Telecommunications company of the national fund of Saudi Arabia that last September emerged to be in possession of 4.5% of the capital of Telefónica and to have another 5% in options on derivative products. and that at the moment it has not requested to have a representative on the council.
