MILAN – The polls are closed, and the expected vote of Unicredit shareholders on the new top management remuneration policies, which imply a salary of 7.5 million a year to CEO Andrea Orcel, has had an outcome on the line woolen. According to the latest rumors, the collection of votes, done remotely given the provisions still in force a year ago for the pandemic, ended with a narrow consensus on the suffered and main point on the agenda. The turnout of the shareholders would have been around 60% of the ordinary capital, and of those present about 55% (one third of the total capital) would have voted in favor of the “first section” of the executive remuneration policies. The majority of the shares deposited for the meeting was needed. Trust is an assist, albeit indirect, to the much-needed restructuring that the historical shareholders and the big market funds expect from the former business banker, one of the champions of the City for 20 years. His appointment, within the list of the outgoing board as well as that of Pier Carlo Padoan as president, would have garnered higher, even if not totalitarian, consensus among the pan-European bank investors: it is said around 80% of the shares present, equal to approximately 48% of the ordinary capital.
Orcel will earn 7.5 million a year, of which the first 5 in shares not subject to variables whatsoever. A “good income” that has already led Iss and Glass Lewis, the two largest advisors to global investors, to suggest a vote against. Usually the funds follow them: and the discussion could end here, since Unicredit is a public company with 80% of the shares dispersed between institutional and sovereign funds. But the expectations – quite a few – for the hiring of the director of the great European banking mergers, then the UBS healer, are such that tomorrow the funds will be tempted to trust not only the board of directors, which includes Orcel as the president in pectore. Pier Carlo Padoan, but also, perhaps obtorto collo, to remuneration policies, without inflicting the humiliation just suffered by the small Banca Farmafactoring. Where the new remuneration policies were rejected by 52% of the shareholders present, then the old ones remain in force (if it happened to Unicredit, it would be a thud for Orcel: his predecessor Jean Pierre Mustier in 2020 earned 911 thousand euros). “The 2021 remuneration structure for the 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”, reads Unicredit’s responses to the shareholders gathered (remotely) tomorrow. “In this context, in order to facilitate the alignment of interests between the designated CEO and the shareholders, a one-off allotment of shares is envisaged already in the first year, which will allow Orcel to meet the guidelines on the shareholding structure of the group »: that is, a variable pay of twice the fixed, according to a total package doubled months ago.
The Crt Foundation, which has 1.65%, “will vote in favor of the overall remuneration policy, in line both with the international best practices of similar groups, and with the pursuit of the objective of the creation of value in the medium-long term “. Rather, the Turin body asks the new boss to “guide the bank’s strategic choices towards the most appropriate positioning on the market in a challenging period like the current one, with particular attention to the territories”. A few days ago, the Cariverona Foundation, a founding shareholder today with 1.8%, defended Orcel, motivating the choice with similar assumptions.
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