The CNMV disqualifies the Government's actions in Indra, but saves it from sanction and from launching a takeover bid

The Council of the National Securities Market Commission (CNMV) has agreed "unanimously" to archive its investigation into the assault by the Government and its allies on Indra.

He disqualifies his performance for kicking out the uncomfortable independent directors, but saves the State Company of Industrial Participations (Sepi) from launching a multimillion-dollar Public Offer for the Acquisition of shares (OPA) on the company for not finding "sufficient indications" of agreement with Amber , led by the president of Prisa,

, and the Basque group Sapa.

He also included in the maneuver the president of Indra,

, to whom he points out that he could qualify as a representative of the Government in society.

The stock market watchdog, chaired by

, warns, however, that it is keeping this alliance under surveillance, in case it had to change the decision "

, he affirmed in an unusual official statement published on the eve of the Christmas holidays about events from last June.

Buenaventura also offers to appear before the Economic Affairs Commission of the Congress of Deputies.

The Popular Party demanded that it act when last June, the Government and its allies proceeded to dismiss the majority of the independent councilors who opposed their plans for Indra.

According to the CNMV, from the investigation carried out "it has been proven that the shareholders SEPI, SAPA and Amber "cooperated to carry out the dismissals" in Indra,

with whom several of the dismissed directors They maintained persistent discrepancies in governance since their appointment, but they file the case because they say they cannot prove that this agreement responds to "a concerted action to control Indra's management."

It is based, among other factors, on the decision of this regulatory body to let time pass and give the company the opportunity to reincorporate other independents.

he maintains, that there has been a change in the majority of the Indra Board, regardless of the appointment of proprietary directors derived from the subsequent acquisitions of two of the three shareholders.

Not only does it thus save allies from launching a takeover bid, but it does not penalize them either, because it points out the possible violation of the corporate governance regulations contained in the Capital Companies Act (LSC) or the non-observance of the recommendations of the Code of Good Government, the CNMV

The only punishment that the CNMV does is to clearly make the facts ugly to Sepi and its allies: "Although it does not contravene the current regulations that regulate the powers of the shareholders' meeting on the dismissal of directors, this episode

."

According to the note, "disagreements on governance in their collegiate bodies must seek to be resolved without curtailing the continuity of the independent directors, whose mission is to ensure the interests of all shareholders, especially minority ones."

Therefore, it reiterates what Buenaventura has already requested, as reported by this newspaper, regarding legal changes so that these actions are not repeated and ensures that

to prevent the repetition of episodes similar may undermine the soundness of the corporate governance of the Spanish listed companies".

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