The Council of Ministers authorized Public proposal for acquisition (OPA) BBVA on Banco Sabadell, provided that over the next three years organizations support an independent legal person.
“The Council of Ministers agreed to resolve the concentration between the BBVA and BANCO Sabadell, provided that over the next three years both organizations have retained a separate legal person and heritage, as well as autonomy in managing their activities,” explained Minister of Economics Carlos at the press conference after the Council of Ministers.
After these three years, the Council of Ministers will assess the effectiveness of the established condition capable of Expand its duration For an additional period, two more years.
The government discussed for almost a month under this operation, after the Ministry of Economics decided to raise the case to the Council of Ministers, having received possible impact on overall interest.
The Department directed by Carlos received a potential impact on the warranty Adequate goals sector of regulation, protection of workers, territorial cohesion, promotion of research and technological development and goals of social policy.
This decision occurs after the National Commission on Markets and Competition (CNMC) approved OPA with the conditions and after receiving non -excitement from the European Central Bank.
The government also decided to fulfill the obligations that CNMC adopted by BBVA Allow the operation. In addition, at the press conference, the minister’s corps emphasized that employment regulation files associated with this process cannot be executed, since both organizations will have to remain independent.
At the press conference, the minister indicated that the main attention will be made on Protection of the five criteria for general interest: Ensure that the sector targets regulate, protection of templates, territorial cohesion, social work and affordable housing, as well as assistance and development (R&D).
This autonomy in the management management should be indicated, at least, when maintaining autonomous management and decision -making regarding financing and credit decisions, especially for SMEs; Human resources, network of offices and banking services; And social work through their foundations.
In order to assess the effectiveness of the condition agreed by the Council of Ministers, on the eve of six to two months on the final date of the shortest period established in the agreed condition (three years), BBVA and BANCO Sabadell must be sent to the state secretariat of the company and support of the company The situation is reported by everyoneWhich will describe in detail the autonomous control model that has been fulfilled, and its contribution to maintaining the mentioned criteria of overall interest.
In addition, in advance, organizations should once tell in detail and publish on their web Long structural planOr, in which his corporate strategy is a detail, at least over the next five years, he revealed criteria for general interest.
Permission to the government at this stage only refers to the proposal of public acquisition (OPA), but not to the merger of organizations that can require BBVA only after pAsen these three or five years are proposed. The National Commission for the Securities Market (CNMV) must still approve the brochure so that the proposal is considered by the Sabadell shareholders.
Therefore, any subsequent process will occur only if the shareholders of Banco Sabadell, at least 50% of the voice law of the organization’s social capital (that is, with the exception of motor), will decide to go to OPA.