Torres, Genç and González-Bueno face their reelection in the middle of the BBVA-Sabadell battle

In the coming months – before June 30 – Ibex 35 companies face the renewal of around twenty presidents, CEOs and executive and non-executive vice presidents. They will submit at the ordinary general meetings the support of the shareholders for the management carried out during their last mandate. In this sense, the scrutiny of the two top managers of BBVA stands out, the president Carlos Torres and the CEO Onur Genç, and about the chief executive of Banco Sabadell, César González-Bueno.

The three face their renewal in the midst of the battle waged by the two entities over the hostile public takeover bid (takeover bid) that the Basque company launched last year for the Catalan company, with the ultimate objective of merging. An operation that still has some way to go in the Competition (CNMC) and Markets (CNMV) bodies and that also faces opposition from the Spanish Government.

Torres and Genç, on the one hand, and the non-executive president of Sabadell, Josep Oliu, and González-Bueno, on the other, are the protagonists of a historic contest in the Spanish financial sector whose outcome is still distant. BBVA shareholders already massively supported the proposed operation in an extraordinary meeting held last July. Both entities have been recounting for months the good things – the Basque bank – and the bad things – the Catalan one – of an operation whose final decision will depend, in any case, on the owners of Sabadell. The vote will come if BBVA obtains the relevant authorizations. But first, the three aforementioned directors will gauge their strength in the ordinary meetings that will be held between March and April, presumably.

Indra faces the expiration of the mandate of 11 directors during this year

Torres and Genç were re-elected in 2022 for a three-year period. The first has been president of BBVA since 2019, when he replaced Francisco González. Previously, since 2015, he had served as CEO. This position was assumed by the Turkish manager upon his departure. González-Bueno, for his part, was ratified by the Sabadell board as CEO in 2021, replacing Jaime Guardiola, and it is his turn to renew his mandate.

In addition to Torres and Genç, BBVA faces the renewal of the Danish Connie Hedegaard as an independent director. In the case of Sabadell, the mandates of two independents, Manuel Valls Morató and Alicia Reyes, also expire.

Telefónica also faces the renewal of José María Álvarez-Pallete as president of Telefónica. The teleco’s first executive was re-elected four years ago and will appear before his shareholders in the midst of the transformation that the company’s capital has experienced in the last year and a half, with the entry of STC and Sepi and the escalation of Criteria.

The Saudi company has not yet formally requested a seat on the board nor has it executed the derivatives it contracted with Morgan Stanley to reach 9.9% – today it has 4.9% -. If it does, Telefónica will have to find a space. For now, the death in December of vice president Javier Echenique has left one chair free. The independents Carmen García Andrés and Francisco José Riberas – relevant shareholder – end the cycle. This year’s assembly will also serve to ratify the appointment of Carlos Ocaña as proprietary director by Sepi.

The largest Spanish group, Inditex, will also address the reelection of its first executive, Óscar García Maceiras. The CEO is serving his first term after his appointment in 2021, replacing Carlos Crespo. In this period, the textile firm has increased its stock market value by two thirds.

IAG, for its part, will bring the full composition of the board of directors to the shareholders’ meeting for another year, given that its statutes set terms of only one year. Javier Ferrán has been the non-executive president of the Spanish-British airline since 2021 and Luis Gallego has been CEO since the same year.

The senior management of several family companies in which they have dominant stakes as founders or heirs will also be up for re-election. This is the case of Ferrovial with Rafael del Pino, Acciona Energía with José Manuel Entrecanales, Fluidra with Eloy Planes, Rovi with Juan, Javier and Iván López-Belmonte (president and first and second vice presidents); and Solaria, with Enrique and Arturo Díaz-Tejeiro (president and vice president).

Acciona Energía, with terms of only two years, will have to elect the entire new board, including the CEO, Rafael Mateo. Meanwhile, Ferrovial, in addition to the president, faces the renewal of non-executive vice president Óscar Fanjul, who has independent status. If re-elected, in the next period he would exceed the 12 years that good corporate governance sets in Spain as the maximum to be able to maintain independent status. However, in the Netherlands, where it has been based since 2023 – and where it is also listed – this rule does not apply.

Bicephaly at Sacyr

After IAG and Acciona Energía, the company with the most directors who will have to submit to appointment or re-election by its shareholders is Indra. Up to 11 members conclude the period for which they were appointed during this year. Among them is executive vice president Luis Abril, whose continuity is linked to the sale of the subsidiary he directs, Minsait. There are four proprietary shareholders that expire in the coming months: in the Basque Sapa and the three in Sepi, Indra’s largest shareholder with 27.99%. These are former minister Miguel Sebastián, Antonio Cuevas and Juan Moscoso (this one completes his cycle in October so he could still wait for the 2026 meeting). The remaining six are independent.

The Government will have to decide, therefore, on these three Indra directors and also about one of the three that he chooses in Redeia to represent his 20%. This is Ricardo García Herrera, who was appointed in 2021.

The Executive has another chair available among those listed in which he participates. In this case it is that of the director of Aena, Manuel Delacampagne, who represents the state-owned company Enaire.

Added to all this is the position on the governing body that the Frob has in CaixaBank, occupied by Teresa Santero, and who will have to be re-elected or replaced. The assembly of the Catalan bank will also serve to ratify Tomás Muniesa as president, in his case non-executive, replacing José Ignacio Goirigolzarri, who has left his duties since January 1.

Finally, Sacyr will execute at the next meeting, expected in June, the separation of powers to which its president Manuel Manrique committed two years ago. In this way, the appointment of a CEO is expected – Manrique assumes this job today.