The State Industrial Participation Society (SEPI), SAPA Placencia and Amber Capital have taken control of Indra's board after appointing Jokin Aperribay as proprietary director for the Basque group and promoting the removal of four independent directors at the shareholders' meeting of this Thursday. In addition, the renewal of the position of a fifth independent director has been rejected.
A representative of Amber Capital -which has more than 4% of Indra and is the largest shareholder of Prisa- formulated during the interventions a request to introduce an item off the agenda of the meeting with the aim of dismissing Alberto Terol, Carmen Aquerreta, Ana de Pro and Enrique de Leyva. He has justified his request on the grounds that the company needs greater stability and a "broader restructuring" on his advice.
Likewise, the re-election of Isabel Torremocha, also an independent, has not gone ahead, leaving the newly appointed Francisco Javier García Sanz and Silvia Iranzo as the only independents.
Aperribay, a member of the founding family of SAPA Placencia, received 53.1% of the votes, despite having a report against the Remuneration Commission. A percentage practically identical to that of shareholders who have supported the dismissals. Together with Aperribay, Miguel Sebastián, Antonio Cuevas, Francisco Javier Sanz and Luis Abril, this executive, all with votes above 90% of the shareholders, have renewed their mandate as directors.
The board resulting from the meeting is made up of two independent directors, three proprietary directors, the president of the company, Marc Murtra, as another external director, Abril and Ignacio Mataix as executive directors, Guillermo Guerra as secretary and Fabiola Gallego as deputy secretary of the board. These should soon be joined by Juan Moscoso, who will be the third director of SEPI after the public holding company has exceeded 25% of the capital, which allows it to choose a new representative.
With this meeting, which has had more than 75% of the group's shareholders, a governance crisis between SEPI and part of the independents that was unleashed with the replacement last year of Fernando Abril Martorell is closed due to the intention of the public entity to start a "new stage of the company". Likewise, Deloitte has been re-elected as auditor of the company.
After the request for the removal of the four independent directors, the directors, Alberto Terol and Enrique de Leyva, have taken the floor to consider that the decision will "severely damage" the company. Terol has called the decision to dismiss four independents "crazy" and has pointed out that both he and other directors have tried to "understand the Government's plans" in terms of defense so that they were taken into account in the company's strategy.
After presenting the petition for his dismissal, De Leyva has assured that he is not a person who can "bend his arm" and has assured that he had no intention of continuing in a company controlled by SEPI and its allies.
Before the dialectical confrontation and the voting, Murtra and Mataix have given two speeches marked by the company's commitment to strengthening its defense branch given the change of context that the Russian invasion of Ukraine has brought with it. Murtra has assured that the Spanish technology company must be the pole that consolidates the Spanish defense sector, since he has the capacity to do so, being a technological leader trained to lead projects at a national and international level.
The president of the firm has highlighted the need to align with the Government to achieve defense objectives at a time of budget increases for these items and a week before the NATO summit to be held in Madrid. He has also highlighted the problems of lack of scale and investment capacity in the sector, as well as "gaps" in critical capacities.
Likewise, he considers it necessary for the company to continue opening new markets, while trusting that both the technology subsidiary Minsait and Indra will obtain large projects from European funds "very soon". For its part, Mataix celebrated the fact that last year a record in income and portfolios was achieved and also the return to the dividend, scheduled for July with 0.15 euros per share.
