The president of the CNMV (National Securities Market Commission), Rodrigo Buenaventura, announced this Friday during his participation in the last day of the seminar organized by the Association of Economic Information Journalists (APIE) at the Menéndez Pelayo International University (UIMP) ) who have already contacted Indra to request more information about the surprise dismissal of four independent directors, decided yesterday by the general meeting of shareholders. The head of the CNMV has called the departure of the 'independents' Alberto Terol, Carmen Aquerreta, Enrique de Leyva and "worrying in the sense that it could call into question the quality of good governance". Ana de Pro from the company's board of directors.
For all of the above, Buenaventura has recalled that the last amendment to the 'Corporate Good Governance Code of Listed Companies' adopted in June 2020 refers to the 'supervening dismissals' of directors during a shareholders' meeting. A change that adds the recommendation that independent directors "provide the company with their opinion on the context and reasons for the termination experienced, as well as advising that listed companies make this opinion available to shareholders as soon as possible".
“Indra, according to its co-portarity governance report, declares that it complies with this recommendation, so I hope that it will proceed to make the communication of the independent directors available to the shareholders and we will make that happen,” added the head of the CNMV.
What Buenaventura did not want to be more specific about is the possibility of an agreement between the State Society for Industrial Participations (SEPI) with the Amber fund and Sapa in Indra, which could force them to launch a takeover bid for the rest of the share capital. "The regulations are clear in the Spanish case and the casuistry as well, so it is very imprudent to pronounce on the existence or not of a concert between shareholders according to information that we currently know," Buenaventura has limited himself to pointing out. In any case, the president of the CNMV has claimed that they apply the rules equally and that when they have had situations similar to Indra's in private companies without the participation of public companies "we have required additional information".