Norges Bank, Norway's sovereign wealth fund, will vote against Cellnex's new executive remuneration policy at the shareholders' meeting next Thursday, June 1.
The entity, which controls 3.003% of the capital of the company, will show its support for all the changes in the board, including endorsing the new CEO, Marco Patuano, and Jonathan Amouyal Sunday of TCI, the fund that with its pressure has unblocked the appointment of the successor of Tobías Martínez at the head of the telecommunications company.
The fund already voted against the company's remuneration policy at last year's meeting. Now, it opposes item 7.2 of the agenda of the meeting, which reforms this policy to, among other points, raise the remuneration of the board and simplify the incentives that the new CEO will receive.
The new policy also eliminates the shield for the executive in case of departure, but raises to two annuities of fixed remuneration, with the option of adding the annual variable, the payment of the non-compete clause.
The Appointments Committee of Cellnex has justified in a report the changes in the regulatory policy to "optimize" the link between the remuneration of the executive director and the creation of value for shareholders, as well as the review of several elements that presented "risks" because they were less aligned with "best market practices".
These changes include the elimination of the possibility of granting extraordinary remuneration to executive directors, a step also taken by Telefónica to satisfy institutional investors and proxy advisors (better known in financial jargon as 'proxy advisors'), traditionally combative on this point.
"The new remuneration policy is fully aligned with market practices and best corporate governance practices," they tell EL MUNDO from the company.
In this way, the opposition of the investment fund of the Nordic country joins the recommendation of twoproxy advisors against the vote, advanced by 'La Información'. Advisers welcome the changes, but consider the maximum remuneration too high.
With the exception of this point of order, Norges Bank will also support the rest of the decisions, which include the appointment or ratification of seven other directors, including two new directors; Óscar Fanjul, also a director of BBVA, and the French executive, Dominique D'Hinnin, who was co-managing partner of Lagardère.
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