The Orcel era officially begins in Unicredit. The shareholders' meeting, which was attended by 60,47% of the capital, approved the 2020 financial statements, but above all the renewal of the board of directors and, ultimately, also the new remuneration policy.
From today, the former Economy Minister Pier Carlo Padoan is the new president of Unicredit, while Andrea Orcel is officially the managing director. The champion of the "mergers" is called to a far from simple challenge: to lead the relaunch of the bank and shorten the distances from Intesa Sanpaolo, looking around for potential M&As. The Mps hypothesis has been in the field for months, but an operation with Banco Bpm could also be considered. Subsequently, on the impetus of the large international funds and Leonardo Del Vecchio, who are the big voters of Orcel, the big step could be to look towards Mediobanca (with an eye to Generali) in order to build the great pole of Italian finance.
THE RENEWAL OF THE BOD
The new board will be made up of 13 members, 11 of whom belong to the list presented by the outgoing board, which obtained 76,31% of the votes in favour. Orcel and Padoan are joined by Lamberto Andreotti, Elena Carletti, Jayne-Anne Gadhia, Jeffrey Alan Hedberg, Beatriz Ángela Lara Bartolomé, Luca Molinari, Maria Pierdicchi, Renate Wagner and Alexander Wolfgring. The board of directors is completed by Francesca Tondi and Vincenzo Cariello, who are the two names included in the list presented by institutional investors which obtained 22,75% of the votes.
“It is an honor for me to have been elected by the board of directors as the new chairman. I will put all my skills at the service of our people and our Group and I thank our shareholders for their trust. My main objective will be to create the best conditions for the bank to generate value for its shareholders and for all its stakeholders. On behalf of the whole group, I would like to thank my predecessor, Cesare Bisoni, for his commitment, his guidance and his leadership which have been fundamental for the stability of our bank and for the results achieved in the last period", he declared Pier Carlo Padoan
On the other hand, the new CEO Orcel commented: “I am thrilled to be appointed Chief Executive Officer of UniCredit and grateful for the trust of our shareholders and the Board. This bank plays a key role in the lending landscape and is a truly pan-European institution, whose origins are firmly rooted in Italy, the country where I was born. I see in UniCredit the opportunity to make a difference. An opportunity to do things differently and model what banking can be like, done the right way, for the right reasons.”
“This is an opportunity I don't intend to miss, but one I intend to focus on for the good of all our stakeholders. I want to thank Jean Pierre Mustier for his management of the last 5 years and Pier Carlo Padoan for his constant support in the process leading up to today. I look forward to working with him, the board and all the incredibly talented people within Unicredit in the next phase of what will be an exciting and challenging journey,” concluded Orcel.
THE REMUNERATION OF SHAREHOLDERS
Despite the controversy of the last few days and the resistance of the proxy advisors Institutional Shareholder Services and Glass Lewis, who had asked to reject the new remuneration policy, 54,1% of the shareholders present gave the green light to the new fixed and variable remuneration system . For the first year, the new CEO will be guaranteed compensation of up to 7,5 million (five of which in share bonuses unrelated to performance objectives) more than double the salary received by the previous CEO, Jean Pierre Mustier, who left in February due to conflicts with the board on the strategy. The bank justified the choice by stating that "the remuneration structure envisaged for 2021 for the designated CEO is closely linked to the first year of the mandate and is aimed at guaranteeing the right level of competitiveness and attraction for a high-level executive". Among the large shareholders, Leonardo Del Vecchio's Delfin (1,9% of the capital), the Cassa di Risparmio di Verona Foundation (1,8%) and Cassa di Risparmio di Torino (1,65%), Blackrock (5,158%), Capital Research and Management Company (5,158%), Allianz Group (3,103%), Norges Bank (3,003%) and Atic Second International Investment Company.
The 2021 incentive system (1,8 million directors a year for the activities they carry out within the sphere of the board of directors and board committees) was instead approved by 98,55% of the capital, while the group policy of payments of severance pay, which among other things increases the maximum amount to 15 million, obtained 72,73% (against 26,54%). Finally, the report on the fees paid was approved with 98,63% of votes in favour.
2020 FINANCIAL STATEMENT AND DIVIDEND
The shareholders also gave the green light to the 2020 financial statements with 97,89% of the votes in favor and to the payment of the 12 cents per share dividend with 98,62%. The coupon will be detached on April 19, with payment expected on April 21.
During the meeting, the outgoing chairman Bison also referred to the dividend policy: "UniCredit confirmed its dividend policy and planned an extraordinary distribution of capital in the last quarter of the year, should the right conditions arise again and subject to the authorization of the supervisory authority”, said Bisoni, underlining that “Today Unicredit is an extraordinary bank. It is solid, enjoys the highest level of capitalization in its history and is adequately equipped to face the challenges that the entire banking sector is called upon to face”.
