CaixaBank, S.A. (BME:CABK)
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Apr 24, 2026, 5:38 PM CET
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AGM 2024

Mar 22, 2024

José Ignacio Goirigolzarri Tellaeche
Chairman, CaixaBank

Good morning, ladies and gentlemen, dear shareholders. I welcome you all on my behalf and on behalf of the board of directors to this general shareholders' meeting, to be held here at the Palacio de Congresos de Valencia. First of all, I want to say thank you to all of you who are here, and those who are online, and those who are watching us with the streaming. Following the articles of incorporation and the regulation of our board has allowed for the online with the streaming in real time for the shareholders so they can really vote and do all and exercise all the rights they have on the notice of call. Also the shareholders have been able to attend, to vote, and to delegate their votes, and to communicate at distance before this general meeting.

I want to say that Bureau Veritas has certified and audited this general meeting as a sustainable one, aligned with the goals of sustainable goals we have. You can check that on our website. This general meeting has been held to approve the annual accounts 2023 and the rest of the items in the agenda. Mr. Secretary will tell you about publishing of this call and the assistance data. I'll give him the floor.

Óscar Calderón de Oya
Secretary of the Board, CaixaBank

Good morning, ladies and gentlemen, dear shareholders. The call of this general meeting was published on the 18th of February 2024, on our website, on the website of the National Commission for the Listing of Companies, on our website and in the newspapers La Vanguardia and La Razón.

From since then, it's been publishing in our website all the information and documents regarding the different items on the agenda of this meeting, and it's established on the Equity Companies Act. The shareholders have been able to have access to all those documents. Let me tell you that there are QR codes on this hall and on the Valencian Conference Hall to access all the information that is in our website. In any case, there are copies of all the documents if you might need it. Let me tell you that the shareholders and their representative assisting to this meeting, both onsite and online, they can intervene and they can speak following the legal method of intervention.

All of you who are here in this hall, you please go to a desk which is at the bottom of the hall, and you can ask for a card to speak later on. You will have to give your data there. If you want your intervention to be on the record, you have to say it. And if you want your intervention to be literally on the record, you will have to tell that to the notary public so the notary will record it. And let me remind you, dear shareholders, that the time for each intervention will be five minutes as it is on our regulation. As you can see in the call, in the notice of call by CaixaBank, we all waive our right, so we will be recording this meeting.

Those of you who are going to speak during the Q&A and don't want their image to be streamed, please do say so to the notary or to the desk when you are asking for intervention. If any of you have any difficulties in moving or accessing, please do tell them to the organizers, and then we will provide you with a mic. On the other hand, let me remind all the shareholders, both onsite and online, they have to send their questions or when they want to ask for any documents or information, they have to do that at the telematic intervention website. We will have time until this time is closed, and we will say it so from here. As we have the approval, regulation, write it in writing, the maximum length is 7,500 characters and only one per speaker.

The time allocated for them would be the equivalent of the time of the people who are working here and who are intervening here onsite. If they are connected through the platform and they want their intervention to be on the record, they will have to say so at the beginning of their writing. Every statement or every declaration of the shareholders, all of them, both onsite and online, will be have an answer. Whether here, straight here, speaking, or by writing in the following seven days of this meeting, votes in favor are considered of all of them that are assisting this meeting, whether they are onsite or they are online. Those who are not manifesting an against vote or their abstention.

Those who are here in the room and want to vote against or abstain, they will have to go to the table for votes which are at the back of the hall, and they will have to give their data there so we can count all the votes. They can go there to vote until the finished time for voting the proposal is done. We will say that. We please ask those who want to vote online and haven't done so, please do that through the link we have on the platform for this meeting. Until the moment that we don't have any more time to vote for the different proposals. After the reading of all the proposals, when the voting is finished, the president will declare approved all the agreements if the agreements have the required number of yes votes.

Without any particularities of the exact number of votes which will be published on our website later on, then will be recorded on the notary act. Minutes of this meeting. All the shareholders that had been registered as participants in this meeting, that if they are not voting against or abstention, if they want for the votes not to be accounted as a yes vote, they will have to go to the desk, to the reception desk at the end of this hall, and will have to say so. Or they will have to do it via the web platform. If you want to leave this meeting, then you won't be able to do anything else. I mean, no voting, no acting, and so on. So if the systems or the communications are not working, this meeting would be withheld until we can solve the issues and services.

The thing would be we would publish everything on the website and also the streaming on our corporate website. We will inform about all this there. According to the data, we have the following attendance data regarding shareholders and representatives which have been registered on the platform. Both, as well as, those institutional shareholders and representatives, and those who delegate their vote before this meeting. So quorum, provisional quorum, 4,914 shareholders representing 7,502,131,619 shares representing one vote and representing 28.2% of the share capital of the equity. All of that. So we are representing as well as 77.8% of the share capital.

As we have this provisional quorum, we declare, we state that this, there is a quorum for the opening of this meeting in the second call according to the regulation of our articles of association about the Companies Act, and this without the definitive quorum data, which will be published in five days after this general meeting. And they will be on record in the notary minutes. Let me tell you that the board here is composed of myself as the President and Don Óscar Calderón de Oya, secretary of the board, acting as a president of this general board and the secretary of this general board. As well, we have all the members of the board of directors. I also have the vice secretary, first, of the board of directors.

As we can see in the call for this meeting, and according to the Companies Law and our internal regulation, the board of directors have required a notary public to write the minutes of this meeting. So we have the notary, Mr. Alfonso Maldonado Rubio. You have the floor.

Speaker 20

Thank you. So complying with the actual laws, I ask if any of the shareholders have any doubts on the legal statement of this general meeting. If any of the shareholders is online and they want to protest on the valid constitution of this general board, please write it to our email, and it will be on the record. If there's anyone who wants to object here in this hall, please do that going to the table to the desk at the end of the hall.

José Ignacio Goirigolzarri Tellaeche
Chairman, CaixaBank

Thank you very much, Mr. Notary. Now I will make a presentation. Buenos días. Good morning, everyone, dear shareholders. Bon dia. First of all, I want to reiterate my gratitude for your attendance to this annual general meeting of shareholders, both to the people who are joining us here and to those following us online.

It's a real honor for me to preside once again th is event, which marks my fourth meeting addressing you all. This time, I will structure my speech in three sections. First of all, I will provide an assessment of 2023. Next, I will refer to the strategic priorities that guide us in our actions, and I will end by briefly sharing with you some final reflections on this year, 2024. Following my presentation, our CEO will provide an in-depth analysis of developments in the business as well as the annual accounts which we present for your consideration.

A year ago, at our last general meeting, I shared with you all how the global scenario was undergoing major transformations. For a long time, there had been underlying trends that were deeply affecting our societies and which were being accelerated by the latest crisis we have experienced. The pandemic, the recent wars, and the energy crisis have had a huge impact, triggering a redesign of supply chains around the world. They are becoming shorter, geographically closer, and are even incorporating political affinities with the aim of avoiding disruptions and unwanted dependencies. There have also been some changes in the government policies in many countries with a shift towards protectionism and an increasing interventionism in our economies. Moreover, this is occurring at a time when multilateralism in international relationships is being questioned, and this has very profound implications not only for countries but also for businesses.

Far from subsiding, it appears these trends are becoming consolidated due to the duration of the invasion of Ukraine and because, unfortunately, geopolitical conflicts continue to erupt as we have seen in the Middle East. 2024 is an election year in which 50% of the world's population is being called to the polls. Some of these events, such as the European elections in June or the United States in November, will have a significant influence on the trends I have mentioned. In this highly complex context, the performance of Spain's economy has come to a welcome surprise. 2023 began with uncertainty and clear downside risks due to, on the one hand, the high energy and commodity prices which were transferred to inflation, and on the other hand, the rapid interest rate hikes implemented by the central banks in their eagerness to contain this inflation.

However, the reality is that our economy has performed better than expected, ending the year with a growth of 2.5%. Inflation, meanwhile, has reacted to the restrictive policies by showing improvement in the trend. We can expect this improvement to continue throughout the year, although the last stretch from around 3% down to the central bank's 2% target will be more gradual than the past so far and will not be free from volatility. In fact, in our forecast, it is not until 2026 that inflation is expected to be around 2% in Spain. As for the current year, in 2024, we expect GDP to grow in Spain around 1.9%, which is lower than this year's growth, but once again above the 0.7% forecast for the euro area.

This will be a year in which growth is expected to steadily increase thanks to the containment of inflation and likely interest rate reduction, which will ultimately stimulate economic activity. The pace of acceleration in the deployment of European funds will also be a key. But beyond these short-term figures, we must be aware of the medium and long-term challenges facing our economy. Our economy has structural weaknesses that have been plaguing it for decades, and we must solve them. I have always thought that the greatest vulnerability of the Spanish economy is its public accounts, and the greatest source of concern is its slow growth.

For this reason, it is necessary to undertake an urgent process of fiscal consolidation of our public finances that it is credible, sustainable, and achievable in order to reduce the high level of public indebtedness which poses a clear risk for our economy. As for growth, in the last 15 years, Spain's economy has shown meager growth capacity, and as a result, the process of convergence with Europe has been on hold since 2008 and even has reversed, whereas in 2008, Spain's GDP per capita was 7.0% below the euro upper average. By 2022, this gap has widened to 18.0%. It is essential to focus on long-term growth. In this regard, for me, productivity is the main weak point of our economy. Over the last two decades, productivity has shown only marginal growth compared to other European economies.

Moreover, this pattern weighs down our growth potential in the medium and long term. An improvement in productivity cannot be achieved through demand-side policies alone but rather requires supply-side policies, and this means comprehensive reforms that require political and social consensus. Given the current arithmetic of our parliament, this doesn't seem achievable in the short term. But despite the challenge, such reforms are fundamental for ensuring the creation of wealth, the funding of the welfare state, and ultimately the future quality of life of all Spanish citizens. From our own institution's point of view, 2023 was a very special year. It was the second year of our 2022-2024 strategic plan. This is a plan that we shared with you at the beginning of 2022 and which laid down the priorities that should guide us in the immediate future.

In 2023, CaixaBank has been supporting customers, businessmen, and households financing the projects and managing their savings. We have maintained a strong commercial pulse, and it has been accompanied by extreme risk management and strengthening of our balance sheet. All of this has contributed to the achievement of an attributable profit of EUR 4.816 billion, marking an increase of 53.9% over the previous year. Thanks to these results, our return on equity has recovered significantly and stands at 13.2%, a normalized level after more than six years of negative interest rates. Our capital and liquidity positions show greater strength. Our CET1 solvency ratio, which stands at 12.4%, and our liquidity coverage ratio at 215% represent extraordinary strength in an environment as uncertain as the current one. This position of strength is reflected by the rating assigned to us by the various rating agencies, as by Moody's, just this week.

Well, these results, together with our strong capital position, have led the board of directors to propose this general meeting of shareholders: the distribution of a gross dividend per share of EUR 0.3810 in cash, which will be paid in a single payment on the 3rd of April if you, dear shareholders, so approve. This amount is 70% higher than the 2022 dividend. This dividend represents 60% of consolidated net profit for the year, which is in line with the dividend policy approved last year, consisting of a cash retribution between 50%-60% of the consolidated net profit.

In addition, our institution carried out a share buyback program worth EUR 500 million, following the agreement reached by the board of directors last September, which involved the acquisition of 129,404,256 owned shares, represent and consequently, today we submit for the approval of this annual general meeting of shareholders the reduction of CaixaBank share capital for this same amount. For 2024, the board of directors proposes to all of you, dear shareholders, a dividend policy comprising the distribution between 50% and 60% of consolidated net profit, which would be paid through two cash payments: an interim dividend payable during the month of November 2024 for an amount between 30% and 40% of the consolidated net profit for the first half of 2024, and as a final dividend to be paid in April 2025.

In addition, last week we received the approval from the European Central Bank to carry out a new share buyback program amounting to EUR 500 million, which has already commenced. All these proposals, dear shareholders, are aimed at improving the remuneration per share that you will receive. Thus, as of the close of last year, our shares were offered a dividend yield of 10.5%, the highest in the sector in Spain and one of the highest in Europe. Similarly, if we take into account from the start of the strategic plan until the past Wednesday, March 20th, the total return for our shareholders, including both increasing the share price and the payment of dividends, amounts to a yield of 119%.

Shares that, as you can see on the display, are up 96%, and this compares very well with the performance of the IBEX, which has risen at 23%, or with the index of European banks, which in the same period has climbed 34%. Now I turn to the second part of my presentation in which I will share with you all our strategic priorities. These priorities, which guide us in our daily actions and are behind these results that I just discussed, these priorities, which were set out in the 2022 to 2024 strategic plan, are framed within a mission and a commitment to be close to people for everything that matters, a concept which I will now like to explain in further detail. First of all, being close to people for everything that matters means that we want to be close to households and businesses through our traditional business.

This is our first obligation: to offer excellent service to all of our clients. From this point of view, I think it is quite relevant to share with you that at the end of 2023, our group was on the verge of reaching EUR 1 trillion in turnover, a figure which I hope will be achieved this financial year. This turnover is structured in two channels: on the one hand, financing our customers' projects. Just a few facts: in 2023, we helped 80,000 households to buy a home, and we granted 970,000 operations for consumption. In support for the business sector, we conducted 280,000 financing operations to boost projects. We do not only finance our customers' projects; we also manage their savings in a way that sets us apart from our competition.

Behind this management of savings lies a very important relationship between CaixaBank and society, a very close relationship in people's day-to-day life, as evidenced by the fact that one out of three people in our country have their payroll or pension deposited in a CaixaBank account. Another example of our engagement is our insurance company, which makes it every year possible for 1 million customers to receive benefits from their pension plans and collective savings insurance policies. But being close to people goes beyond the mere description of our traditional activity. We are committed to supporting our society's climate transition and to the financial inclusion of our fellow citizens. On the first point, our CEO will explain in depth the enormous progress we are making in this sphere. I'm going to focus on the efforts in relation to the financial inclusion. But we do this in a three-branch approach.

Firstly, we approach this change from the perspective of geographical inclusion. CaixaBank has the most extensive branch network in Spain, but there are three facts that I find particularly revealing. Firstly, 40% of our branches are located in municipalities with fewer than 10,000 inhabitants. Secondly, we are present in 483 Spanish towns, and we have made a commitment not to abandon this location. Additionally, we have 21 mobile offices which serve 335,000 people across the 783 municipalities in which they operate. Finally, I would like to remind you that in rural areas, we have the differentiated brand AgroBank, which tends to the specific needs of the agricultural business, the second vector for tackling financial inclusion focusing on inclusion of the senior population. And here. Yes. [Foreign language] .

[Foreign language] . That our customers want to interact with CaixaBank in different ways, from customized attention in our branches to the use of the best digital channels. We need to respond to them all in a different way depending on the needs. Third, in addition to geographical and age-based inclusion, we seek to strive to achieve financial inclusion with vulnerable groups. To that end, we have MicroBank. MicroBank is the largest microfinance bank in Europe. It focuses on households with incomes which are three times below the IPREM benchmark. And on businesses with turnovers under EUR 2 million, we supported them, in fact, in their incorporation.

In 2023, MicroBank provided 149,000 individuals and small businesses with funding coming to EUR 1.38 billion. These are our three vectors of financial inclusion we are focusing on. I would like to add two further notes. On the one hand, we are committed to education via CaixaBank Dualiza. It was one of the first efforts focused on vocational training in Spain. Today, CaixaBank Dualiza has become a benchmark in Spain, a reference. It has supported more than 35,000 students in joining the labor market, and we have collaborated with more than 3,700 companies. Finally, I would like to remind you all that our dividends fund the extraordinary social work carried out by "la Caixa" Foundation. If you approve the dividends suggested by the general meeting today, "la Caixa" Foundation will receive more than EUR 900 million as a result.

In short, this is the way we understand our business. From a very different banking style, one that is highly inclusive and close to households and families, and businesses too. This way of doing banking has yet another vector. Excellence incorporates governance. I can assure you, dear shareholders, that to CaixaBank and its board, excellence in corporate governance is a key priority. This is so because we are absolutely confident that excellent corporate governance is a prerequisite to a project's sustainability. CaixaBank has an excellent board aligned with the best corporate governance practices at international level. This is independent, with 60% independent directors. It is diverse, with a board formed by 40% women with excellent professional careers. Besides, our commitment to diversity applies to the entire CaixaBank management team, with a female executive ratio of 43% of our workforce. All this has been recognized by the market once again.

We have the highest rating by ISS, the top mark, the top rating in all three dimensions: the environmental, the social, and the governance one. We also have the highest score in the Good Corporate Governance Index by AENOR. I can assure you, dear shareholders, that we are committed to keeping such high levels. Let me wrap up. 2024 would be a very important year to CaixaBank. It would be the year when we will close our strategic plan, 2022-2024. We have ambitious goals, but thanks to the efforts of the entire CaixaBank team, thanks to the trust of our customers and your support, ladies and gentlemen, I can announce we are on the right track. We trust to improve our profitability target, which was set at the start of the plan for this year, 2024, and so increase our capacity to remunerate shareholders.

I can announce that we have raised our capital repayment target over the period 2022-2024 from EUR 9 billion previously committed for the periods to a new target, namely EUR 12 billion for the three-year period as a whole. As I said at the beginning of my presentation, remunerating our shareholders is a priority to the board. We are well aware, and we do appreciate your trust, the trust of our shareholders. In the coming year, I can assure you, we will continue to pursue growth, improve our profitability, and strengthen our balance sheet. CaixaBank is a stronger, more profitable financial institution today with a higher capacity to fund businesses and households. Our strategy is well defined. We rely on the trust of our customers and our great social support. But above all, we have the best possible team.

None of these achievements would have been possible without your commitment, the commitment of each member in the CaixaBank great team. I have always argued that it is people, their skills, and their commitment which differentiate excellent institutions from mediocre ones. This will continue to be so, even in a more technological world. I can assure you, dear shareholders, that you can rely on an excellent team dedicated to service with a very clear objective to be at the service of our customers on behalf of the team and on behalf of the board of directors. I would like to express my gratitude to our customers and to all of you, shareholders, for your trust day after day. Our goal is to continue supporting society, households, and businesses because this is, without a doubt, our best contribution to contribute to progress and society's development.

We would like to do so with a different banking style, one that is born from our very founding origin, which crystallizes into our commitment to service and being very close to our customers and to society. Thank you very much. [Foreign Language] . I would like to give the floor to our managing director, to our CEO. Señor President.

Gonzalo Gortázar Rotaeche
CEO, CaixaBank

Dear President, ladies and gentlemen, dear board members, good morning. It's always an honor to be here in the conference hall of Valencia, where I should say I really feel at home. It is also an honor to address the board of directors and the general meeting. In this case, we shall proceed to pass our financial statements for 2023. As you have just heard, we have had a very, very favorable year from a competitive point of view. Things have been tough.

Even so, we managed to integrate Bankia successfully and have adequate interest rates for all of our business lines to be profitable and for everything to run smoothly, profitability-wise, with reasonable levels. We managed to do so following a period of low return. We have managed to keep a strong position and, at the same time, significantly increase dividends for shareholders to be passed today. One more year, I would like to remind you that one of the key aspects in CaixaBank's positioning is undoubtedly our work and dedication, the dedication of all employees and the efforts that were made in previous years by former employees. I would like to say thank you to all of them in front of all of you, in front of all the board members of this company. First of all, I would like to talk about commercial activities, and I will describe our results.

Finally, I will review our balance sheet strengths, which places us at a privileged position to face coming challenges in the near future. If we go through commercial activities, of course, in 2023, growth was 23.1% up to EUR 330 million. All this applies to pension schemes, saving consumption, and insurance and our deposits, which remained stable, which was in line with market trends. Please note the strong market of the saving market, which places us in a situation which is very favorable, particularly in the insurance sector, with 36.5% and high growth of 141 points. If we now talk about insurance or what we call protection insurance, life insurance, and other insurance types, we see that the new production of premiums as a whole has gone up to 7%, up to EUR 779 million. In fact, the insurance portfolio has grown 9.6%.

This is down to the successful strategy, MyBox. And as you can see, with a high diversity of portfolios, car insurance, household insurance, and with a market share of 26% for the latter item, with a 2.8% increase over the year. If I now focus on credit, in 2023, we see a fall of 2.2%. This is in line with contraction in the market and then a leverage process, which is structural in the Spanish economy and the rise of interest rates. In this respect, we see that credit to companies has grown 2.2%. The same goes for consumption credit, 0%, and households credit, 5%, an increase of 5 a decrease, sorry, of 5%, minus 5. As you can see, it is important to focus on the last quarter.

On the right-hand side of the slide, we see a very dynamic behavior if compared to former quarters, all lines growing. As you can see, this being continued in 2024. We therefore believe we are not far from reaching the bottom of the whale, if I may say, in the Spanish economy. Activity has been most relevant in Portugal via BPI, reference bank, with market shares, as you can see, from 11%-14%. But please note the improved efficiency of BPI with a lower efficiency ratio, which is better. It's gone down to 38.8%. And since 2016 up to date, this being the period in which it has been part of CaixaBank, its evolution has been outstanding, going down to 40%. But debtors, the ratio has been reduced to 1.7%, and profitability in Portugal has increased quite noticeably, our ROE.

So we are ever so pleased for their fantastic job in Portugal. Concerning our activity, I should say we've taken an important step ahead concerning sustainability goals. Sustainability goals make up one of our three pillars in our strategic plan. As you can see, in 2023, we reached EUR 50,800 million in sustainable funding. This has been a higher pace than the one set. If we keep the same trend for 2024, we will surpass our goals by 20%. We were leaders in the issuance of bonuses concerning sustainable growth and sustainable objectives, sustainability objectives. We continue being classified and defined as the best by different sustainability agencies, with top ratings by the UN and other lists of ratings applied to different banks in Europe.

And as you well know, we have participated in a banking alliance to try and reach zero carbon emissions, a zero banking alliance with interim decarbonization goals because, obviously, we plan on attaining zero levels by 2050. But 2030 is the interim milestone. We are not referring to our emissions as an organization. Since 2018, we already reached that level, zero emissions. Here, we are talking about the debt with our clients and the emissions by our clients and what emissions are indirectly being funded. We do not only want to reach net emission level, but we also want to help customers, society in general, in their energy transition for that transition to be orderly and by giving incentives to decarbonization. Right so far for activity, let me briefly speak about results. Results have gone up by 28.3%. You can see the contrast between the growth in interest rates.

Obviously, the increase in interest rates has a very relevant impact. But bank commissions dropped by 20% following our different commercial policy. Please note the results in the insurance sector with the new banking regulation. We talked previously about the higher level of activities. Here, we can see one of the consequences of success in the insurance sector, which has been a distinctive feature with us for decades. But this reaches a 20% gross margin. And please note the bank tax, our contribution to deposit guarantee funds, and the cost coming to EUR 1 billion costs, the accounting, and reaching 21.3%. Let me talk about cost. Costs grew by 5.2%.

Obviously, if income grows and costs are not that high, our ratio will be improved, the ratio that compares costs and profit in the final ratio, which goes down 9.3 points, 40% in just one year, which is truly outstanding and contributes to a rise in our exploitation margin, which is similar and close to 52%. Our next item, allowances concerning credit and our credit portfolio, the accumulative cost, what is their representation? 0.28%, which is really low, below our expectations for 2023. Therefore, yielding good results. Please note the high coverage level that we have, 73%. Finally, taking into account everything, we reach our ROE and a total result of EUR 4.8 billion. Of course, this needs to be connected with our own resources. In doing so, we obtained our own ROE, in this case, 13.2%.

If we apply these levels in a historical series, we can see such high levels had not been reached for the past 14 years. Therefore, the comparison is positive concerning profitability following a long decade in which returns to shareholders and to the whole banking system were particularly low. So we can apply and speak about a recovery of profitability to reasonable levels. Finally, I would like to talk about the strength of our balance sheet. We can see the proportion of dubious credit, 2.7% in our credit portfolio. As you can see, it has gone down since 2017. In 2023, it became stable. Even so, the higher interest rates pose threats of a spike, which did not come true. In fact, bad debtors have been reduced throughout the year. And therefore, the panorama, the scenario is positive. It's also interesting to compare it to the sector.

To the rest of the sector, we are 2.7, while the sector is 3.5, which is a relevant difference. Liquidity, one of our distinctive features. Here, you can see some more technical items, EUR 160 million liquid assets, which has allowed us to repay all the funding with the European Central Bank beforehand and before other banks. We therefore stand in a good situation. We are in a good condition. And finally, I need to speak about solvency. Our solvency ratio is 12.4%, which is above the minimum capital required, 387 basic points, more than EUR 8.8 billion capital excess, which is indeed a powerful situation. And as you can see at the center of the slide, 203 basic points growth, the green box, which is very high and which allowed us to face the dividend mentioned by our president and other payments and impacts which affect our capital base.

As the president said for a few days now, a new program, a new buyback program has been launched to return some of that capital excess to our shareholders. 2023, in my view, has been a very positive year, which allows us to face the future from a sound position, the best over the past 15 years. Our positioning is excellent. We are clear commercial leaders with market shares of 20%, 25%, or also in long-term savings with a growth of 210% in the last decade. Our balance sheet is really strong. I just went through it. I spoke about bad debts, solvency, and our yield, our profitability has reached really reasonable levels following years with really low levels.

This is an excellent starting point, which allows us to begin 2024 with a lot of confidence and trust, confidence that we will continue growing with sound profitability and yields to all stakeholders and, of course, to you, our shareholders, confidence in our business model and our ability to continue offering our clients and society as a whole the best possible service. This is all from me. I would like to say thank you. Thank you to all of you for your support, your commitment, our shareholders. Thank you to the board of directors. Thank you, President. Thank you to all the human resource team of CaixaBank. Without them, it would be impossible to have such good results. Thank you for your effort, for your dedication, for your hard work. I am convinced this will continue to be so for many years. Thank you to all of you.

Óscar Calderón de Oya
Secretary of the Board, CaixaBank

[Foreign Language] Gortázar. Thank you, Mr. Gortázar. I would like to continue now with my talk about corporate governance based on the good governance code of listed companies approved by authorities. I need to report on the most relevant aspects in CaixaBank concerning corporate governance. In this report, I would like to underline the proposal for submission for approval in this general meeting concerning the re-election of Ms. Verónica Fisas Vergés. Based on good practices for good governance, the board of directors would continue to be made up of 40% independent members, which is a majority. Similarly, the expertise and experiences are very varied in the board concerning gender, diversity. The percentage of female members stays as 40% in the proposal. In 2020, goals were already attained, 40% as defined by good governance codes for listed companies.

We therefore complied beforehand, and we ran ahead of the bill and the act on equal opportunities for both men and women, which is the result of transposing European directives. I would also like to note that in 2023, after the previous general meeting, we approved to reinforce the composition of the group for digital transformation to be able to better operate and comply with goals. Similarly, the committees of the board are presided over by independent board members in the remuneration commission and the risk commission. The board of directors will continue improving the efficiency of its operation based on measures intended to improve ongoing improvement in decision-making in the board, in the actual board, and all other branches. Since 2022, we have been certified by AENOR concerning good governance with the top mark.

In 2023, CaixaBank was given the Manuel Olivencia Award to good governance in line with good governance practices and in line with recommendation three of the code. Next, we shall explain in detail the compliance level of recommendations in the good governance code by CaixaBank. The annual report on good governance for 2023 disseminated and passed on to the authorities in January 2024 follows the compliance level in the code and declares that 59 recommendations have fully complied with, 4 recommendations are partially complied with, and 1 recommendation is non-applicable to our company in such a way that in 2023, no recommendations have been breached or not complied with, as explained in previous meetings. I would like to give the floor to the secretary who will delve into compliance of recommendations.

As announced by the president, out of the 64 recommendations on good governance in 2023, CaixaBank complies with more than 92% of such recommendations, four of them being only complied with partially and one not being applicable. First of all, recommendation five, the board of directors, in their session in March last year, applied a further recommendation concerning instruments to be able to apply mandatory and statutory measures with level one ratings, excluding preferential choice levels concerning what the board may apply and raising it to 50% of the capital instead of 20. Doing that, we believe we can attain maximum flexibility in existing instruments for regulatory capital to be integrated based on the nature of these instruments. We have covered certain markets justifying the necessary suppression of the preferred option measure.

Notwithstanding this, and according to the law of 2021 that allows some credit entities like CaixaBank not to apply this limit of the 20% of the convertible share with the rights of preferential subscriptions whenever these comply with the European regulations, as is the case for CaixaBank. With these same terms, we want to submit for the approval of the board a similar proposal to the one of 2021. Secondly, regarding recommendation number 10, we partially comply with it because we have a different way of voting depending if the proposals are coming from the board or from the shareholders. With this, we want to overcome the difficulty of the number of shareholders who are leaving the meeting before the end and the voting. It will make it easier to count votes. We guarantee transparency of the votes and the recounting of the votes.

Now, recommendation number 25 partially complies with if the directors can't attend the meeting; they can delegate with or without specific instruction. It's up to the different directors. So we can do that, and we approve that, and we leave that to the discretion of each of the directors because this makes it easy for those who have delegated votes to vote in the meeting. Regarding number 64, we are only partially complying with because we need an indemnification paid because there are no more than the total remuneration annually for each of them. However, we have to take into account all the amounts which have not been consolidated for the long-term saving. So the total amount shouldn't exceed 2 years. Lastly, the recommendation number 2 is not applicable for our company, CaixaBank, following the article 42 of the Companies Act.

In any case, CaixaBank wanted to promote the good practices in this society. We are reporting all this to our shareholders. Now, the secretary will offer you the definitive quorum. So in the definitive quorum for the constitution of the board is the following one, without prejudice of any other technical questions regarding the online presence. We have 4,963 shareholders representing 3,715 million shares, which represent 49.5% of the equity. We have represented 23,498, which are 2,122 million, which are 28% of share capital. All in all, 28,461 shareholders representing 77.81% of the share capital. This definite quorum will be published on our website in five days after this meeting. Well, with this definitive data, we ratify the legal constitution of this board. I'll give the floor to the notary.

Following the Companies Act, the current Companies Act, I want to ask you if you have any claims or any objections to the number of the shares which are represented or the shareholders. If any of you want to protest or to make a claim online, on the board, on the data regarding the number of participants, please write an email to the address lista.asistentes@caixabank.com. To this email, those shareholders which are here with us can go to the desk which is identified for the notary, which is at the back of the room. You may speak in the terms stated by the secretary before. If you want your statement to be on the record, you have to say so. If you want it literally included on the record, then you have to say so when you are asking for your turn to speak afterwards.

José Ignacio Goirigolzarri Tellaeche
Chairman, CaixaBank

Thank you very much, Mr. Notary. Now, we open the Q&A session, and I will give the floor to Mr. Secretary. As the president said, let's begin with the Q&A session. For this, we will call to the different people who want to speak and who are in the room. And they have to go to the central mics which are in the room. And also, I would like to say that all of them that want to interview online will have submitted their writings, and we will read them.

And again, if you don't want to be recorded, please do say so when you are asking for your turn of intervention. If during the meeting, according to the 157 articles of the Companies Act, then we will reply to you here or seven days after the meeting in writing. Let's begin with the Q&A session. I'll give the floor to Luis Fernando Martín Urrutia.

Luis Fernando Martín Urrutia
Secretary of the Board of Directors, CaixaBank

Good morning. I want for my statement to be literally represented on the record. I am here on behalf of the ADICAE and of the small savers and shareholders of CaixaBank, and they have delegated their vote for us to represent them in this meeting. There are five items in my presentation, and I would like to get some answers. Well, I can have your reply, but please do take into account these questions. First of all, your entity has one of the lowest capital ratios of Europe that has contributed to maximize your profits. Are you going to increase the ratio of solvency to contemplate an increase on the default loans? Even though you are complying with the minimum set by the European Bank, why don't you do this increase to be closer to the European average?

Secondly, regarding the service to your customers, we have seen situations, and we repeat this every year, in which the elderly people have to ask for a date to go for a meeting in any of your banks online, and they cannot do that. So there are many claims at the Banco de España, and it's more than a third of their claims regarding this, more than 11,000 claims on your services. What happened with the application of the financial inclusion for the elderly? That's the question because I've seen 1,600 managers that you have mentioned before, but we also have to see all the claims made by people. This is just one example of the constant worsening of the quality of service that you are offering to your clients. Thirdly, the Spanish State is the owner participating by the restructuring fund of 17.32% of CaixaBank.

Even though they are not going to be any more our shareholders after 2025, and this is the question, are they going to continue to be a shareholder after 2025 because they are one of the biggest shareholders? Can you tell if this package of shares will be sold to only one shareholder or they are going to be for everyone? And fourthly, in some other meetings, we have mentioned our doubts regarding sustainable products and sustainable development. And in your presentation, you have mentioned this today. Well, we have figures, but you say very proudly, you talk very proudly about all that. However, we have doubts because the European Securities and Markets Authority regarding the sustainable funds linked to the sustainable goals, this is not clear for us.

There were some practices which were just greenwashing, but there's a report that says that those funds linked to the sustainable goals do not depend on non-binding funds regarding contribution to those goals. All of that, despite the increase of these on the markets, are you lying? Are you lying to the European regulators? And the five items of my presentation, I want to encourage you that the tax on profits is not an enemy. It's really good to think that you are paying back all the pain that you caused when the banks had to be bailed out. Thank you very much. [Foreign Language] .

Óscar Calderón de Oya
Secretary of the Board, CaixaBank

I'll give the floor to Mr. Francisco Albert Martínez.

[Foreign language] Mr. Albert Martínez, the floor is yours.

Francisco Albert Martínez
Chapter Lead SRE, CaixaBank

[Foreign Language]. Good morning. We come to this shareholders' meeting on behalf of ADICAE and small savers shareholders of CaixaBank. They have delegated their vote for us to represent them on this meeting. Same as last year, your entity gave us record data on profit and dividends, which are going to be distributed among the shareholders. These results are due to inflation and higher interest rates both nationally and internationally, monetary policy that you have very efficiently translated to loans and credits. Its efficiency has not been translated to the deposits which have been offered to consumers. Maybe you are getting used to very profitable years, and that makes us think, what are you going to be able to do to keep these profits?

The first victim has been the savings of consumers, which might be the next one, maybe your staff, and afterwards the customers because you are looking for cost reductions, and this can have an impact, a negative impact on the service you offer. What is your strategy to keep this profitability in the long term? On the other hand, according to your data, your minority shareholders are 28% of your floating capital. This data, together with the attendance to this meeting, and the last one, which was 22.55% with national and international organizations, gave us a lot of food for thought. First of all, it seems quite clear that the meeting format is not attractive for small shareholders. It seems that the only activity to be highlighted in this meeting is to choose new directors for the board and to talk about the profit.

But these small shareholders are the legal owners of a part of your society. When are they going to be allowed to participate in the decisions on the future of the entity? Secondly, regarding transparency, shouldn't mean to give too many documents to the shareholders. To be understood, you have to be an accountant or to have a master's in legal affairs. I mean, transparency should be very clear. You are well paid, and we are sure that you could convey the information about the entity in a more clear way. And now to finish with all the clarification we need as your shareholders, let me mention your participation in the Banco de Fomento Angola (BFA). After selling part of your participation, the value has worsened around 18%. Can you please tell your shareholders what's happening with this asset? Thank you. I'll give the floor to Mrs. Begoña Peiró García.

Begoña Peiró García
President of the Union of Employees, CaixaBank

Good morning, board members and shareholders. My name is Begoña Peiró. I am the president of the union of employees in CaixaBank. I want my intervention to be literally on the record. Some days ago, we signed a collective bargaining for 2024, 2025, 2026. It was the covenant which was more beneficial for us, an universal agreement that supports everyone. And signing it, we are not losing any rights. We are recovering some of our wages as we were demanding during the. And in this bargaining, it has not been easy. But thanks to the support of the staff, to the unions, and to the will to find a consensus also by the entity, we have reached an optimum agreement for all of us, and it will be remembered as the recuperation agreement. In February, we began some mobilizations.

As you know, we had a strike for more than two hours, and there was more with a participation of more than 80% of the staff. All the staff told you that we were not going to stop until you were offering us some wages conditions representing their effort and all recognizing their effort. And also, if we don't have reached an agreement, we will have now a general strike followed by most of the CaixaBank employees. CEPLE is a union, and so it is not that so we canceled this strike for today and the different manifestations we have put today. But this doesn't mean that our fight is over. Nothing far from reality. Do you really know which is the problem and the sickness of this company? And so if you don't solve this, you will go on having some issues.

You know that we are not feeling well because despite the changes, they are not enough. The main problem of this company is commercial pressure. This is affecting, having a negative impact on the health of many of my colleagues. It doesn't stop. And even though the interest rates are higher and also we have historical profits to talk about, we don't know if this is greed or that you don't know how to do this, but this has to stop, to be stopped. As we, as the union of most of your workers, will fight for this. Let me remind you, Mr. President and Mr. CEO, the 13,000 signatures in one month and a half that we had. We wanted to have clear commercial goals which were achievable and realistic, not pressuring too much your employees. Are you complying with this? No.

On the other hand, you are tripling them. We wanted for a fair assessment of the workers' performance, taking into account also the quality of their service, the ethics, and teamwork. Are you complying with this? No. As your customers, if we are offering a good quality of services, we also ask for digital connections outside the working hours and resting. Are you complying with this? Well, you see. And also, we wanted to reduce sales and times for meetings with the sales goals. Will you let us organize our own agenda? So we have proved that you are not really doing a lot to change our scenario. So we have initiated some legal actions to change the sales pressure. If you don't do that for your employees, do that for your customers which are relevant for you.

Do it for yourself so you can have increasing wages as you do. Choose the reason you want to, but do this. Do not mistreat your staff. Again, do not underestimate them. Thank you very much, dear shareholders. I'll give the floor to Mr. Ricard Ruiz Palacio.

Ricard Ruiz Palacio
Analyst, CaixaBank

[Foreign language] Thank you. Very good morning. I want for my statement to be on the record. I am Ricard Ruiz. I work for CaixaBank, and I address this meeting representing some families and other shareholders who have delegated the vote on me on behalf of the union, Comisiones Obreras. Thank you. Today, we want to recognize the workers who are the ones who have achieved the almost EUR 5 million profit in 2023. We hope that we will sign a pre-agreement with a covenant on real wages. Staff need to improve their acquisitive power in a meaningful way because we have been losing this power for many years. The staff has contributed to solve the finance crisis and have fought for the consolidation of the leadership of CaixaBank.

This staff has been working for many years in a very difficult environment with everything against them, and they have made a huge effort. That's why I repeat, compensation has to be at the same level as the demands on them during the last years. All of this is just part of what the workers of this company need because as important as this is to have an improvement on the working atmosphere. We have been claiming for it for years, both at the general meetings and whenever we meet with the company. CaixaBank has to have a healthy atmosphere for work, a healthy environment, and this is not a situation. Most of the workers are suffering a lot of pressure, and this has to be solved. The sales demands, as the CEO says, have nothing to do with the day-to-day life of the staff. Not everything can be done.

Policies for people need a deep change for everyone, absolutely everyone in all the working centers. Changes which go beyond words, changes that are not just programs or words on paper. This requires the commitment of the whole board of directors, first of all, of the CEO. Thanks to the working of the staff, your remuneration is going to be increased. We have a 0.57 on your fixed income and 27% on your variable income. You have to give back to the staff because they have been working so hard, and demanding them working hard has to be paid back. They have been under a lot of pressure for many years. You are talking about historical profits and good perspective for 2024 and a very good forecast for the near future. So the workers of CaixaBank have to realize, to feel it. They have to be motivated.

They have to be eager to work. It is important to treat them well, and then we will have some profits and results which will be sustainable for the future. Please be as demanding with your work as you are demanding with the staff. So we are going to vote against some of the items, and we will abstain on one, two, and four. [Foreign language] . I give the floor to Catalina Llibre Alegr e.

Buenos días.

Catalina Llibre Alegre
Secretaria General of UGT, CaixaBank

Good morning. Good afternoon. Good afternoon, Mr. President, Mr. Managing Director, members of the board, ladies and gentlemen. My name is Catalina Alegre, Secretary General of UGT, of the union. I represent, I speak on the union's behalf and the employees on behalf. We are congratulating you on the excellent figures you presented, but please let's take some time and reflect about the labor situation of those who are responsible for such achievements. The employees in CaixaBank, behind profits and dividends, there are people, without a doubt. Our colleagues, our employees are undergoing huge pressures with very strict demands, which is, of course, affecting their physical and mental health. Is this the corporate culture you aim to promote? Is this the way we appreciate the efforts made and the dedication of those who make it possible for this bank to work? Let me give you a piece of advice.

Do you know the number of employees who got off sick due to stress? Do you know how many employees are being hit by anxiety and depression and how this is affecting their families and relatives? It's enough of cheap philosophy at CaixaBank. You are too sick to eat that you care for your employees and their health condition. You are not taking care of them by continuing having an asphyxiating, suffocating atmosphere at work. You are stealing their health. Quality indicators had to go down for you to notice what we've been warning and announcing at UGT, the dangers and hazards of vision focused on excessive pressure on staff. Let's go back to dialogue. Let's avoid unnegotiated measures which will not put an end to actual problems with employees.

Besides, none of the measures which you implemented unilaterally have come to reverse the problems and issues which have come to become chronic. Today, union representatives protest here to try and defend and advocate a dignified working atmosphere at CaixaBank and to fight pressures which we are now used to on a daily basis. We want satisfaction levels with the staff to become a distinctive feature with the company, and we will not stop struggling for that, and we will put a good fight if you do not listen to us. We cannot afford profitability to become the only criterion guiding our decisions. Board of Directors, focus on people. Focus on the basics. Let's go back to basics. Yes, but let's give priority to labor justice, to dignity, and let's be close to people, as the slogan says. Let's be close to your employees. Put the focus back on employees.

Let's eradicate commercial pressures, and let's bring further members of the staff to vacancies and jobs. Let's apply non-traumatic measures. Besides, benefits should allow the staff to recover their purchasing power. The increase in interest rates has given way to a very, very different scenario if compared to Bankia's integration. So we apply progressive adequacy rates to be applied for those who come from Bankia. UGT, our union, is open to having a dialogue, as always, and finding joint solutions, but the need of deep changes is obvious. We will not stand alone. We will not stay still. The most important is not the benefits, but a company being exemplary and the well-being of those who work at the company. Let's recover the holistic nature that was a distinctive feature with us in the past. We were proud of presenting high-quality levels, a feeling of belonging based on solidarity.

It's time for that solidarity to come back. We will vote against points one, two, and six. The floor goes to Mr. Ángel Bartolomé Moreno.

Ángel Bartolomé Moreno
Secretary General, ACCAM

Mr. President, members of the boards, shareholders, good afternoon to all of you. My name is Ángel Bartolomé. I speak on behalf of ACCAM, the union, and its employees. In our two previous interventions in this meeting, we asked for solutions to improve the working atmosphere, the employees' health. Let's see if I am lucky now. The situation hasn't changed, even if a manager and executive who implanted the commercial model was dismissed or is no longer here without placing the customer at the very center. Let me say it one more time.

This is due to the short-term leadership vision of CaixaBank, a model which is economically supported and based only on achieving results, which deploys on the basis of surveillance and pressure, no matter what, no matter the physical or mental health of employees because they are considered collateral damages, and there is a lot of money at stake. Collateral damages have names and surnames, relatives, and families. They suffer from depression, from anxiety. They are giving it all for the company. They do not deserve to be treated in such a way. It is urgent. It is pressing for you and your team to consider the health and well-being of your staff as a strategic factor of CaixaBank. Let's speak now about rewards, rewards for efforts. Only a few seem to benefit from that. Let me give you an example.

If the benefits of CaixaBank compared to making a cake, the high levels, the high managers would provide coffee, intermediate posts will provide flour and other ingredients, and the employees, the eggs. But when it comes to getting money back, everybody gets their share except for those who give and put the eggs in the recipe. Isn't it strange? We want to have a universal remuneration and bonus scheme with clear criteria, well-defined conditions. Let's now speak of the collective bargaining agreement. Did you congratulate the participants of the agreement? Because I don't recall you congratulating the unions. In the previous agreement, the current signatories and the unions had to accept very, very harsh work conditions. I hope you one day will explain to us you did not include review clauses comparable to a payout clause or other ratios and indexes.

The forecast for the coming years is 7.9, so with an increase of 25.3. For the same period, those who signed it have agreed on a 13.25% salary increase. But as a matter of fact, this convention, this agreement reflects loss in their purchasing power right from minute one. You should be very comfortable with the unions, shouldn't you? No, you seem to be more concerned about the form and not the matter, the substrate. And when it comes to negotiating, many of them did not protest today at the door of this building. Some did. And in fact, many colleagues in the union believe the agreement to be disgraceful. It's a shame that sometimes you behave like politicians instead of fighting for improved working conditions of your employees, which means a lack of loyalty.

We do not know whether this is due to guidelines dictated from the outside of the company, but you did fail in that respect. AcanaTech, given the current economic infrastructure, asked CaixaBank to do deeds, not words, deeds, not words, and for the clauses in the agreement to be lived up to. Don't forget you want to remunerate in a fair manner those who make the cake, all of them, including those that bring the eggs, as I said earlier. And of course, there should be a limit to these unleashed working pressures and commercial pressures you put on your employees. Mr. President, things are to change. It is up to you and up to your board for this to take place. Thank you.

[Foreign Language] The floor goes to Elena Serrano.

Elena Serrano García.
Secretary of Organization, CaixaBank

[Foreign language]. Congratulations on the staff for the benefits reached. It comes to show the efforts made by the whole team in spite of difficulties on a daily basis. We don't want, of course, not to congratulate the directors on the award given before this meeting. CaixaBank was appointed by FACO as the worst company in 2022. A prize would certainly make you proud if you want to be the winners in 2023, a year in which things have worsened by the minute.

The employees were asked if we would recommend the company to our relatives, but it takes a bit of courage. You have to pluck up your courage, you, to send the same survey again following the terrible survey results you had in 2022. You should have taken notice of that situation. Where are the results of the opinion poll which was completed by some selected individuals in November 2023?

Why don't you administer the survey to every single employee in the company? Are you scared? Are you afraid of the results it could have? Please stop looking somewhere else. We asked you last year, and nothing seems to have changed. What about the very many employees who go off sick on a long-term basis, day after day? It's not a common disease, and you know it, and you know it. We cannot continue being directly chased and threatened, intimidated on a daily basis. How many meetings, emails, team meetings, day after day, in a mental torture of the employees who cannot work with such interruptions? Do we have to write 20 emails day after day in the precise required format? We are not in school. Let us work.

80% of those who are interviewed by us ask us, "Should I be able to leave the company?" And you are 20, in your 20s, 25. That should cause you to think you have a problem in this company. It is a short-term problem. Again, like all your campaigns, short-term. So please have a thought. Please take into account this reality before you pay at all. You are not taking care of something that is treasured. Your employees is not a mistake you cannot make. MSCI lowered their rating. Double A, just one A. This rating measures employees' working conditions and the lack of transparency in CaixaBank. And you're still wondering why you don't get a higher rating, higher rating? Well, from SATE, we want you to find the origin, the starting point for you to improve for the Ustedes plan to be your plan.

And three things, incentives for, "Yeah, what about intermediary positions? Are they beyond bad and evil?" Yes, those incentives allow them to abuse the rest of the employees on a daily basis. No, but it is not only them who are to be blamed. It is also the shareholders who give their support to a company who don't really comply with their social corporate liabilities. Who does it? Workers, employees are really burned down and tired of being harassed of the policy which does not apply ethics. Yes, yes, your dividends depend on that too. An extraordinary staff, indeed, requires extraordinary leaders, extraordinary managers who know how to reward their employees for such good results, for them to be motivated again and for them not to lose their resilience to the end.

You need to give dignified wage increases to your staff now, straight away, because you are generating two types of workers. Yes, apparently adequate, but then being made to be adequate. This is an important year in the sector. It is the moment of renewing the collective bargaining agreement, an agreement that will be signed without recognizing the lack of purchasing power of our employees. Yes, is it the convention? Is it the collective agreement that will bring back education, dignity? It's not only a matter of money. We will follow you up in the bargaining agreement, no doubt.

Óscar Bayona Condell
UGT Representative, CaixaBank

The floor goes to Óscar Bayona Condell. I would like my presentation and my intervention to be on the record. Mr. Gortázar and the rest of shareholders, I represent more than 140,000 shares. Okay, our results have gone up by 53% while the gross domestic product goes up 2.5%. Board members, if you go too far, you may not be successful. Where is the limit? We don't want to run ahead of others. Success is all about knowing your possibilities and the prospects and capabilities of the staff.

The staff is exhausted, worn out. Some clever people, some smart people, I should rephrase, thought of raising targets and lowering incentives with the same members of staff. Now we are asked to make it more quality. This doesn't make any sense. Let's talk about quality. What about your PM&S? In your mandate, more than 700,000 clients were lost since 2021. Instead of reinforcing the staff, you raised your salaries. Well, some of the authorities in front of us triple their salaries. What about us, the rest? Since 2021, CaixaBank earned EUR 310,250,000 on average benefit for each employee.

It is down to having employees, but there are first-class employees, second-hand employees, and third-level employees. Your staff is really angry, is fed up. 60% of the staff feels discriminated salary-wise. They earn EUR 15,000 or EUR 20,000 if compared to the colleagues sitting next to them. Yes, this is the situation of employees who come from Bankia, Barclays, Caja Madrid, and the new employees ever since 2012, thousands of employees. Okay, it's really simple to understand. Same responsibilities, same salary. Enough is enough. This has been toxic, positivism. Don't tell us we are a great team, the star team. Forget about it. We need to be praised in the right way. We cannot be dependent on your mood, the mood of the Manor House owners, if I may say so. We need to have a larger staff, and we need the incentive policy to be changed.

Customers are asking for more people at the desk, at the branches for their needs to be met and not your needs to be met. What's the solution in your view? Well, one more desk at the app store? Are you blushing? Are you ashamed? Aren't you ashamed? Nobody works better by being subjected to more pressure. There are evidences there which you can clearly see, people going off sick due to stress and depression. It's not enough to sell insurance policies. No, we need to sell loans. And if we don't sell them, then we are told off in private or we are denied the operation. At the same time, we're asked to ensure quality. This is the operational ways we need to implement. So we will continue putting up a good fight for everybody.

We ask for three things: less commercial pressure, more members of staff to ensure quality, and number three, to eliminate salary discrimination. Be brave. Be courageous. We will be thankful for it. If you want quality to be really a part of the company, then appraise and reward your companies in the same way. It's time for it, indeed. The floor goes to Bartolomé Suau Mayor.

Bartolomé Suau Mayor
Secretary General of the Baleares Union, CaixaBank

Good morning. Good afternoon. Board members, I would like my intervention to be on the record. I am here as the Secretary General of the Baleares Union and also on behalf of other people who delegated their vote on me. I would like to start my presentation by underlining the achievements of our organization, which is the result of our effort, the result of our employees in 2023. Consolidated benefits came to be 25% higher at CaixaBank.

With that 40%, that entity in particular had a benefit of more than EUR 490 million. We don't understand the higher pressure levels on the staff when we are having profit, when we are having benefits, not at any price. The employees are the most important asset at CaixaBank that makes the difference in the industry, in the sector. That's why we need to take a step ahead in the collective bargaining agreement. And you lost a great opportunity to bring more members of staff, to hire more people. In fact, we know the cost of living has gone up, and this has not been reflected in the salary of people with a loss of purchasing power, which comes to show the disconnection with the current reality in the economy.

Besides, if we take into account the possible rise of the consumer price index, that limit of salaries for the coming years is really going to jeopardize our employees' possibility of facing future inflation levels. We are aware attempts are being made to improve processes. We want to say thank you to the relevant departments, human resources, for instance, in trying to show the willingness to improve at work. But we know, we also know, they know about the actual situation of the staff and the huge commercial pressure exerted on our colleagues with really ambitious targets which only wear them off. It's important to find the right balance between targets and well-being so that employees feel valued and well in their job. We would like to suggest improvements which are necessary for the staff to be adequately treated.

First of all, I would like to say many vacancies have not been covered for difficulties in bringing together work life and family life. We need to have the right salary categories for these new vacancies and for new positions like CC1 and CC2. Similarly, I would like to suggest loans for a first house to be bought on the Balearic Islands due to the incredibly high house and property prices. Due to poor coverage in this respect, poor health coverage, many employees have to leave the islands, the Balearic Islands, and come to the peninsula. And I would like to focus on the need to be close to customers and employees, for employees to be valued. This is an essential condition for CaixaBank to be sustainable.

We are convinced that the salary policy and their proportionality needs to be part of balanced policies so that employees preserve their well-being at work. We call on you to reconsider such proposals for improvement to be sustained on a continuous basis for the benefit of all customers, shareholders, and employees. Thank you. [Foreign language]. Antoni Cano Bernet.

Antoni Cano Vernet
Secretary General of the Union, CaixaBank

Thank you, Mr. Secretary, members of the board, CEO, president. Good afternoon. My name is Antoni Cano Vernet . I speak on my own behalf and as the Secretary General of the CaixaBank Union section. I would like my intervention to be on the record, literally. Here we are, one more year. And I would like to make the most of my time, but of course, I cannot cover it all, and I'm sure many aspects will be passed and approved based on our votes.

Yes, I don't want to sound dull. I don't want to be grumpy following the incredible results you described. We positively value such results, but I would like to ask you a few questions. One, yes, good results, benefits, but is CaixaBank the best place to work? And with the current collective bargaining agreement, do you think the salaries agreed upon meet the current situation of the economy? You still have to pay your employees back the results they achieved throughout the pandemic with their very hard work and all the pressures, the incredible and acceptable pressures they were subjected to. When will you understand that our salary is part of the investment and not a cost if you really want CaixaBank to go back on track, for CaixaBank to be the place people want to work at?

Yes, we will see that in the coming negotiations for the collective bargaining agreement. Please be generous. That will be great news to all of us. And CEO, dear CEO, EUR 3 billion, yeah, available just for 2024-2026. Is that right? If that is so, why, with such expectations and with more than EUR 4.3 billion net results and benefits for our shareholders and an increase in dividend allocation, why don't you apply that to salaries too? For our employees who have suffered badly from constraints to become better, please treat them as they deserve, not with discounts to go to the gym. We can hardly make it to the end of the month. And you are not making CaixaBank the best choice for our customers. Did we win or did we lose clients during that period? Have a look. Find the very many bad ratings we received.

And finally, let me insist on the origin of CaixaBank. Its headquarters and that of other corporate elements already said it was a transition to move it outside Catalonia. It was a decision that was forced for reasons other than the economy. Why doesn't it go back to normal? Why doesn't the headquarters go back to Barcelona? Give the employees back their lost purchasing power. Make CaixaBank the best place to work and the best banking offer and choice to our customers. That doesn't seem to be part of the program. Does it? It is obvious you are not particularly interested in these aspects, but it is tremendously interesting to all of us. Thank you for your time. Thank you to those who delegated their votes on us.

Óscar Calderón de Oya
Secretary of the Board, CaixaBank

[Foreign Language]. Antoni Mateu Salas. [Foreign langugae] .

Antoni Mateu Salas
Union Representative, CaixaBank

Good morning. My name is Antoni Mateu . Today I'm speaking on behalf of the Unió Obrera Balear, the union for CaixaBank in the Balearic Islands. I want my intervention to be on the record. Mr. President, congratulations on the pre-agreement on the industry collective bargain. Congratulations to the management that they saved the strikes for today. The staff was really joined together to do this strike because you know that the staff is really disappointed.

With this pre-agreement, we see that with loss of acquisitive power in the wages charge, we would have preferred not to see that published, but we have to publish a journal in March with the lyrics from Lluís Llach. It was not this, dear colleagues. We still need some important improvements in CaixaBank to have our staff at ease. You have to know that part of the staff don't see this agreement like a good one.

All the synergies with Bankia and everything, it's right. And now the entity is working perfectly well, and we have nearly 4% Euribor. So everything seems fine right now. But three years ago, we had to organize the wages, and most of the workers are not reaching even 25% of homologation. You could understand this in a context of negative Euribor or awful margins, but you cannot understand this with the current environment. We will continue to claim on all this injustice because this is not good for the workers, for the families, for their careers. One thing, for instance, if someone dies, the widows and the orphans have different insurances. There can be an insurance up till 5% and even up till 100% in some other entities.

Depending on the agreement that you have calculating for insurance regarding the number of sons, it depends on which entity you work in. It changes all the time. Integrated workers are like new workers. So all in all, people are not motivated. Now we have goals. We have challenges. We have demands. There's also a discrimination among the workers. It is not fair to have the same wages if we don't take into consideration the common origin of the entities so we can foster a unified company policy. We've seen that there has been historical profits, something that the workers are achieving apart from the Euribor and the sales margins. The workers don't want to go on with this discrimination. Mr. Masana and other directors, stop using the word pressure. If what you want is a real change, they are fooling you.

Most of the things are the same, and some of the things have been worsened. There are lots of emails asking for daily reports, even reports on operation and operation for rankings. So you might be ashamed comparing your work to the work of other people, and this goes on and on. You say that this is the best place to work, and we are all just having pills for anxiety. It could cost us a lot. You make this clear when we had the crisis. If you want to get higher dividends, this cannot be on behalf of the workers. They are people. And the thing is, they have been forced to sell and sell lots of products to their customers because they want to earn more money. And so we risk on having a bad image. Let me finish.

We want to protest about the difference on wages, and we want to protest on the pressure, and we want to protest on behalf of the staff. We will vote against your proposals. Thank you.

Óscar Calderón de Oya
Secretary of the Board, CaixaBank

Xavier Urquijo Goitia, you have the floor.

Good morning. Well, I already said that my statement to be on the record. Ladies and gentlemen, my name is Xavier Urquijo Goitia. I've been a shareholder since 1990, and I'm also an employee of CaixaBank, and I'm the secretary of the SEC Union at the company. In my more than 30 years of relationship with the company, I have never seen a worsening of the situation like in the last years. Let me give you some details. Thinking about investing in companies today, people think about sustainability, and this is the capability of the company to work on and to grow in the future.

I think CaixaBank is not sustainable. CaixaBank has some record profits, but it's far from its maximum capitalization. The market doesn't believe that we can keep these benefits, these profits in the long term. What is not working? First of all, human resources are not being managed well in an orderly manner. Now there's so much sales pressure that the managers are only worried about next year's results but not the results in 10 years. I find this very discouraging because there's no knowledge on the issue at hand. We have a company, and most of the workers are having pills for anxiety and depression, and they shouldn't be driving. I mean, you can investigate and research all the epidemiological service on the workers. If you ask me, you should be worried why the staff is not telling you all about this. You are mistreating your workers.

70% of new hires are leaving the company during the first year, and this has consequences. It has a negative impact because we don't have the expertise of the workers. Another consequence of mistreating your staff is that the quality of the service is worsening. In 2023, it was the worst company, CaixaBank, and the entity with more claims on the Bank of Spain. Some years ago, it was the first one in the ranking of the best companies to work in. Nowadays, this is not the situation. There are many expenses regards productivity. And for instance, IT is not working properly. Like Caixa from CaixaBank, it was always an IT leader. But today, we find that there are lots of fails in our programs, and this is making our workers more stressed and also not giving a good service to the customers.

Many days, we cannot work normally because our computers are not working. The systems are not working. And then again, someone in the management has decided to cut off and to fire people. So the only way to make profits is to have less workers. It seems so for some of them, but we don't have the right staff. Many people are really leaving their posts. If someone decides to leave the company, it's very difficult to cover all those positions, but the challenges for the staff are the same as if they were having all of their workers. And this will be like that until we have enough claims. And there's another reason for the sustainability rating of CaixaBank to be at a minimum.

They say that we are really being good on gender, but we had an agreement for having women on the directors, and this was not complied with. There was a claim later on. There was a new plan with the same commitment, and it's not finished yet, but I'm afraid that maybe you might do it better this time. There's a lack of women on the managers, and they say that women do not apply for it, but I'm still waiting to listen to the real reason for this. The managers at CaixaBank are not able to offer the equality of opportunities for both men and women. We all know that we need also to find the work-private life balance. Why do people not want to work in CaixaBank? When I visit some offices, they ask me when they can leave the company. Thank you.

[Foreign Language] Carlos Alberto Herrero Naranjo. I give the floor to Carlos Alberto Herrero Naranjo. Oh, so sorry, so sorry about that. Mr. Ignacio Casado Cervel .

Ignacio Casado Cervel
Secretary General of CGT, CaixaBank

Buenos días. Se nota que no me quiere. Good morning. You don't seem to want to hear me. Good morning. I'm Ignacio Casado. I'm a worker. I'm representing SECB in CaixaBank. Even if our union wants to be very critical, honestly, the economic result has been amazing. Profitability has been so clear. Not even the union is doubting on it. But thanks to you, CaixaBank is a reference for CaixaBank. I am a worker of CaixaBank, and I can only be thankful to you. And I think that I speak on behalf of every single one of the Spanish population to say that you are not earning enough money for what you do. However, I don't know.

If we talk about the Human Convention of the UN, you have to look at it, and you have to go beyond it. It is clear that there's nothing better than to get rid of workers than the schemes to fire people. And there's nothing worse for the staff like what you are doing with the workers on CaixaBank. And we also propose to reduce the carbon footprints. We say maybe you would prefer the people of the company to work in a kind of uniform, maybe orange or blue. But the important thing is that we are not wearing a tie because we are very modern. We are very cool. And we know that continuous days of working are not so good, and we want to work for 12 hours.

It's a pity because since slavery was abolished, is that 37 hours we could have it so we can be together in meetings with our bosses. And also, we think that it is quite important. We think even in minutes and seconds, the control of the sales on the offices and that more and more people are earning incentives with our work. If those can be individuals, better because this is an abuse that is going on every day. So let's forget about what the scientists say, and let's try to increase efficiency by pressuring more and more the workers in your offices. This pressure makes us all better workers, better people, and that is so well paid. However, we do think that there's something that we would like to mention, so see if you can solve it for next year.

We think that next year there should be three more chairs in that table: one for Comisiones Obreras, another one for CEFCRE, and another one for UGT because the three unions have been working for you, and they deserve a place in the table because they are representing yourself more than the staff. UGT has it all very clear. We are with the workers. Those three unions have really worked for you, but the staff is fed up, completely fed up, and they will be more and more bold with the time. And what is more important, your dividends or wages? Good morning. Ahora sí tiene la palabra don Carlos Alberto.

Óscar Calderón de Oya
Secretary of the Board, CaixaBank

Now I'll give the floor to don Carlos Alberto Herrero Naranjo.

Speaker 20

[Foreign Language]. Good morning, dear President, dear Directors, dear Shareholders. I am Carlos Herrero. I am a shareholder.

Carlos Alberto Herrero Naranjo
Union Representative, CaixaBank

I am a worker, and I represent some of the workers of CaixaBank. I want my statement to be on the record. Last year, I was very worried about the working survey and the opinion of our customers. In fact, while we were here meeting, CaixaBank was receiving the award as the worst company in Spain. One year later, I want to congratulate you all on your effort and the actions that you have carried out during the last year to improve the working atmosphere, the MAC project, to have better attention to our clients, to the disappearance of the sales push, and so on. With these measures, lots of things should have changed, but I'm afraid that everything is the same. With a very simple comparison, I would say that there's a stain on our wall, and we haven't cleaned it.

We have just painted on it, and so we have that kind of stain on the wall. Just washing it, whitewashing it, is not enough. The bad working atmosphere is due to a lack of team leaders, too much control, incentives which are not clear, too much pressure, too much siloed interest, not thinking about the good of the whole entity. In our everyday life, we workers cannot rest. There's an internal competition, terrible internal competition among the different employees. Every day, the employees are ranked among themselves. In the E-Touch Centers, for instance, you compete against your office and the other offices, and instead of having teamwork adapted to the needs of our customers, you are incentivizing for their own sales of the centers because at the end of the day, they will have to justify that they are selling their products from their own offices.

If there is a post-sales service that's not recorded, it's considered wasted time. The real omnichannel sales is that the customers might choose which operations to do in which means or contacting one way or another. That would be real. We are all CaixaBank, and we should be providing the best experience possible for our customers, and you cannot just smash the sales because sales should go beyond this, and that's the idea on the MAC project. Now we need some other mechanisms to implement it in real life. Every day, we might show our sales and how they have been distributed among the different products. So most of the days, you could say that we are an insurance company, and banking is only an excuse for selling insurance. In many cases, we try to sacrifice the margin, the interest rates, to get more insurance sold.

There's a difference between the P&L statement in which more than 70% of the gross margin is for the rate interest, while insurance is only 15% of the gross margin. I don't want to finish without mentioning the company's culture. And what I would like to mention is that there is a difference in wages depending on the origin of the workers, and this should be solved. For instance, when we talk about when we were absorbing Bankia and we had a negative Euribor, we understood that there was necessary a period of adaptation. Almost three years later, with this merging we did and with Euribor that 4%. Merging we did and with Euribor that 4%. And the workers cannot understand. And the workers cannot understand. It's not a review of all those items. It's not a review of all those items. Thank you very much for your attention.

Óscar Calderón de Oya
Secretary of the Board, CaixaBank

[Foreign Language] David Montesinos García. I give the floor to David Montesinos García.

David Montesinos García
Union Representative, CaixaBank

[Foreign language]. Dear notary, I want to have my statement literally on the record. Good morning, dear shareholders, board members, Mr. President. I am David Montesinos, and I talk on behalf of the company Banca Armada. I represent 10 shareholders who have delegated a total of 27,804 shares. One more year, we are here to denounce the relationship of your bank with the arms companies, specifically with the militarization of borders and how this funding makes you go responsible not only for the breach of human rights on our borders but also for the death of millions of people who are running away from the oppression, misery, and wars in which quite often there are arms which have been manufactured in Spain.

Very sad wars that only benefit those companies who are selling their own arms. In my intervention, I would like to focus on a conflict which is not usually in the news but has more deaths than many of the wars we know. The war at the borders. In this war, there's only one armed bank, and they don't need to spend a lot of money on arms because their enemies are not a threat. They leave these enemies to be drowned in the sea, or they point them as migrants without the rights to vote by the technology of those companies that you support. People are not so worried about what happens to migrants, are they? So let's pay attention to the figures of the Central African borders where we have one of the more deathful migration routes. In 2023, there were more than 6,000 deaths.

That means 18 deaths per day of refugees and migrants. These figures reflect the trend to increase of all the victims. It's 2,000 more victims than in 2021 in that same area. But are those 6,800 people important? They all have their names and surnames. Are they important? There were many minors among them, more than 3,000. What about the 84 boats that disappeared with migrants on board? To you, it should be relevant because CaixaBank has funded four companies that have been linked to the border war: Boeing, Grupo Eulen, Indra, and Accenture. CaixaBank is on the fourth ranking on the arms bank, having invested between 2020 and 2022 more than $182 million in companies working with arms. CaixaBank has acquired 5 million bonds of Indra.

Indra, 27% of their production is to develop electronic IT and shooting simulators and some of the things used on the militarization of the borders. Indra is also in charge of the system of surveillance of our southern border, looking in the sea on the boats for vulnerable people for more and more risk routes. Many have died on the sea. During these last three years, CaixaBank also gave loans for EUR 49 million to Eulen Group. This company manages the centers for temporary migrants in Ceuta and Melilla, and they are not respecting human rights, and they have been denounced by Amnesty International. Those that reach Spain, they are jailed, and of course, they cannot go to court or anything.

CaixaBank invested EUR 46 million for adventure, and they have done the system for control of biometric control on the border at the European Union that controls also in the Schengen area. This technology includes facial recognition that, as international amnesty denounced, is a racist way of controlling the borders. Dear President, members of the boards, dear shareholders, financing this border war invalidates any other thing you do for migrants. Many of you probably will be ashamed when you receive this year's dividends. We are sorry for that. Thank you for your attention.

[Foreign Language] Javier. Mr. Javier Toca Lahuerta, you have the floor.

Señor notario, deseo que mi intervención. Dear notary, I want my intervention to be on the record, literally. Good morning, dear shareholders, members of the board of directors, Mr. President.

Javier Toca Lahuerta
Union Representative, CaixaBank

I am Javier Toca, and I am participating on behalf of Banca Armada, representing 10 shareholders with more than 27,000 shares. Mr. President, once more, we are here to denounce the relationship of your bank together with the nuclear armament company industry. Yes, and some companies that are selling their arms and their products to companies who are breaching the human rights. Nuclear arms have been forbidden, and this treaty has been ratified by more than 70 countries, and it is forbidden to manufacture this kind of components and these arms. Also, it is forbidden to distribute these arms, but they are still doing them, and they have been updated by some countries who have not signed the treaty, and we have nuclear bombs able to destroy the world. Well, they need funding, and so it makes you co-responsible for the production of these nuclear arms.

Dear President, during 2021 to 2023, you have made loans for more than EUR 102 million to Boeing, fifth world manufacturer of nuclear arms. There's a report, "Untenable Investments ," that was published in February 2024. Dear shareholders, Boeing is producing components which are key for missiles and nuclear missiles for the USA, like the Trident Minuteman of Standards, and also for B61 nuclear bombs. In order to give some background, the planet could be destroyed 14 times with current nuclear weapons. 14 times. Three out of four weapons would not be manufactured without the funding of CaixaBank and other banks. Three out of four. Ladies and gentlemen, we are all accountable. We need to stop the war. We need to reduce the possibilities of nuclear confrontation and live up to the Nuclear Weapon Abolishment Treaty to ensure deceleration of nuclear weapons.

Gonzalo Gortázar Rotaeche
CEO, CaixaBank

Otherwise, there could be a disaster and a war with terrible consequences. The more nuclear weapons, the lower control on them. EUR 102 million have gone to nuclear proliferation from CaixaBank. Stop that, and we will applaud you. If you don't, we will be here, year after year, reporting on your responsibility in this respect. Besides, the Action Center for Corporate Accountability said that Boeing, one of the main weapons suppliers to Israel, is a company that benefits from the Gaza invasion. Boeing manufactures planes and helicopters which are used by Israel in their attacks against Gaza and Lebanon, the West Bank. Besides, other bombs are used by the Israeli army and have been used by the Israeli army even in refugee camps and in air raids and bombing on the occupied territories. We cannot forget the Israeli army has killed more than 30,000 Israelis, including more than 12,000 children.

Millions of people have had to be evicted from this place, from their homeland. Besides, Israeli authorities are preventing humanitarian aid from being received by those in need who are suffering from hunger. In such a context, it is more and more necessary for banks to stop funding nuclear weapon manufacturers because they are contributing to the genocide. It makes further sense, particularly if we believe and if we see that all such practices contradict our policies as they exclude explicitly nuclear weapons and the trade of weapons with countries that are likely to violate human rights. Mr. President, members of the board, you gave us a lot of figures today. We know you're only interested in those that mean benefits to you. We would like to know how come you are not ashamed of contributing to these weapons, to these arms that threaten life on the planet.

Let's stop the funding to such companies.

Óscar Calderón de Oya
Secretary of the Board, CaixaBank

Thank you. The floor goes to Antonio Valle Rincón.

Antonio Valle Rincón
Analyst, CaixaBank

Good afternoon, Mr. President, Managing Director, and members of the board. Last year, I did not intervene, though I wanted to because the organization already had great results. Thank you. But this year, I had to intervene to congratulate each of you who make up CaixaBank. Thank you for your efforts. Congratulations on the results obtained in 2023: EUR 4,816 million, based on the agreement for dividend allocation, an agreement that will be ratified by this very meeting, a buyout of 60%, an amount that reflects the efforts made by those who work in this organization. All shareholders are to be proud because, thanks to your courage, day after day, you managed to achieve such goals.

Similarly, I would like to thank the Caixa Foundation through Criteria, the main shareholder in CaixaBank, for remembering those who are in need, risk of being excluded, and their programs for childhood, job creation, medical research, knowledge dissemination, culture, to try and build a better, fairer society with more opportunities for all. It is down to these excellent results that they will further benefit. For all such reasons, as I said in 2018, I would like to use a comparison in football terms. We continue to be on the first division. We rank first our elite players, and so are our coaches. All shareholders will be here to applaud them and support them in being at the top. Of course, we are on the right track. Thank you, Mr. President, and congratulations to all of you.

Óscar Calderón de Oya
Secretary of the Board, CaixaBank

[Foreign language] Josefa Cortés. The floor goes to Ms. Josefa Cortés.

Josefina Cortés
Shareholder, CaixaBank

Hello, good afternoon. Hello, my name is Josefina Cortés. I have 55,475 shares. First of all, I would like to express my gratitude for the help given by "la Caixa" Foundation and CaixaBank to many organizations that fight child poverty and social exclusion, for instance, La Sagrera es mou u, where I work as a volunteer trying to improve the situation of vulnerable people. I would like to say thank you on behalf of Lucía Caram for the help dedicated to humanitarian corridors in Ukraine and also for the building of a campaign hospital near the border with Ukraine in Poland, a hospital still needing EUR 200,000. I would like to ask you to stay in our country for 250 orphans coming from Ukraine, for them to stay and have some holiday time in Spain, 15 days.

CaixaBank and "la Caixa" Foundation are a role model to world banks, and the work needs to be disseminated. Thank you. The floor goes to José Antonio del Barrio. Mr. President, members of the board, executives, managers, all CaixaBank employees, I would like to make the most of my time in the general meeting of shareholders and try and congratulate you on your great job in 2023, which has resulted in benefits worth coming to EUR 4.8 million. I only have a question to our president,

Mr. Gonzalo Gortázar. I would like him to answer my question, if possible. You announced something which was never distributed with shareholders, the capital excess back in 2022, coming from Bankia. I trust you, I support you, and I encourage you to follow the way of growth in coming years. Mr. Gortázar, I would like to offer myself to organize a function in the coming general meeting upon completion for us to have a drink. [Foreign Language] .

Speaker 18

Thank you. Thank you very much. This is it for the interventions. We shall now continue with the reading of those interventions submitted on the internet. First of all, Juan Prieto. Good morning. My name is Juan Prieto. I am a shareholder, 1,000 shares. I am the founder of Corporance Asesores de Voto and a member of a number of alliances. I represent ShareAction, an NGO from England. I wish my intervention to be on the record following my intervention together with the question by ShareAction concerning climate actions by the bank. Will CaixaBank improve their green funding objectives this year, ensuring more transparency and a greater impact?

ShareAction has been collaborating with a number of world banks in Europe with a number of measures, zero mileage, oil restriction policies. Last year, they published the first report on green funding entitled "Green Ambitions, Great Realities: The Travel of European Banks from Promises to Practice." The report pointed out that actions implemented by banks do not match the goals set. CaixaBank has established green funding objectives, but they are not transparent. The bank does not explain how their actions are aligned with the efforts for decarbonization. Without this methodology, it is difficult to measure and analyze actions by CaixaBank's, and of course, it cannot be deemed a reference bank. CaixaBank offers a breakdown of their funding labeled with a green label, coming to a high level of euros with their emission of green bonds, but goals are vague.

Gonzalo Gortázar Rotaeche
CEO, CaixaBank

The implementation of sector objectives, starting with renewable energies, would bring further clarity and would prepare the bank for numerous transitions which are indeed very complex. ING, for instance, has set sector goals, including specific goals for renewable energies. We urge CaixaBank to include goals in this respect by the end of 2024, including sector goals and transparent methodologies supporting them. Will CaixaBank be able to do so this year, taking into account ShareAction recommendations? I would like to make the most of this opportunity to speak on behalf of our clients. We supply them with voting services and other services, particularly 0.6, 6.1 remuneration, and 6.8 remuneration variable income due to the large amounts given for the variable salaries. Lastly, I would like to say thank you for the opportunity of participating over the internet, and congratulations on the good results obtained in 2023.

[Foreign language] . Then we have a statement by Don Juan Carlos Montes Cabellos. I ask for my intervention to be on the record. First of all, congratulations on the results of the bank. The reason of my intervention is that the staff are not always rewarded as the shareholders. So when we. My proposal would be to have written statements and written replies. It's amazing that our employees do not attend to our setup. I propose that their relationship with shareholders would be the same. On the other hand, I want to ask some information on the profits of the company and on the contingency and loans for claims, and I want to have the names of the workers and if they are going to be asked for responsibility and also the linked employees asked for 2023.

In 2022, there was a board of facts for non-linked employers talking about the pension fund for those workers, and that was going to be ended on December 2023. On the 6th of March, they said that this would expire one year later. That department didn't reply to all the mails that we brought them. Till January 2024, after a file opened by the Pension Fund, there has not been a change of criteria. I want to state very clearly that the representation of workers has not done anything regarding this. The OCU has published a survey stating that CaixaBank is almost the last of all the companies regarding satisfaction of the workers, and we are not receiving any answers regarding the electronic forum of CaixaBank's. I want to know how many participants are there, how many offers, or how many moderated dialogues which have not been published.

So managers have contributions to the pension funds, and I want to know the amounts of that. The other workers in CaixaBank, when they finish their working relationship with CaixaBank, they cannot transfer their pension funds and rights to another one, and I am asking that this should be available because if you want to get some money in advance regarding your pension, it's quite difficult. So regarding the advantages of the shareholders in Caixa forums, there should be guided visits to the exhibition, so shareholders should be offered discounts for those visits. We have two others, Doña Virginia Sánchez Rodríguez and Vicente Durba, and they have the same statement. Two shareholders have the right to intervene. They will be on the record, but I'm only going to read one of them because they are identical. First of all, I want my statement to be on the record.

Palma de Mallorca, 22 of March. I want to intervene in this meeting because I am a little bit worried about some of the products because there are technical issues for months, and they have not been solved. A very bad attention to the customers, even if you claim once and again, and they don't even reply to you as a shareholder. I'm really worried about this mistreatment of the different customers, and we are not offering the service we should be offering as a customer. I have to look for other alternatives in some other banks, and I would prefer those products and services to be provided by CaixaBank. Specifically, I am talking about products and services for minors and some products and services by CaixaBank Consumer regarding Affinity credit cards. For instance, Visa Ventajón , this kind of credit card that is on the islands.

I have an account for many years in CaixaBank. When my daughter was 12 years old, we opened an account for her. It was working so badly that we moved to another bank. The applications do not work, the platforms do not work. I claim, and when you make your claim, they don't reply to you properly. They are not really respectful, and you get nothing. Then you call them, and then they tell you you have to go to the office, and at the office, they are not going—they tell us that they are not working with this kind of products which are for minors. They even told us that they couldn't waste their time with this kind of accounts.

They told us that they have some other customers of imagin that had not the same issues, but I know some neighbors that had the same issues, and they decided to close their accounts in CaixaBank and work now with ING. Customers like me that claim for solutions, they don't give us any, and we might be bothering them. So we went to another branch office, and we had the policy of Caixa, and there in that office, even though we were not clients, they really solved the problems. Regarding the specific Visa for the islands, I can't understand that all the credit cards were issued and they are faulty, and you cannot pay on the internet with them, and you claim and they don't tell you anything. They don't solve anything.

Then you send an email with a claim, and they don't say anything. They say that you have to write a handwritten statement, and with the mails coming and going, there are so many employees that are seeing this. This is an abuse of the protection of privacy because it exposes the ID number and the signature of a client just to communicate technical incidents. We had the card given to us by someone on IKEA, and he told us that he had the same issues and that he could not solve this issue. Even we lost our contract, and we had to ask for a new credit card. Quiero mi ventajón.com. You see that these credit cards are almost impossible, have lots of issues, and this is unbelievable.

I don't understand that all these credit cards, Visa Ventajón issued by CaixaBank, have no solution. It's not working, and it is a complete failure. And I was a witness in one of the offices with the treatment of a lady who was 80 years old, and they were trying to help her to work online. I don't know, this is amazing because this lady could have robbed the access data. This is not responsible, and this is not a good treatment for the elderly. If you want to offer excellent service to the customers, you have to improve your management and your effectiveness, and you have to give solutions to the issues that I described here because you are going to lose customers, and this could be bad for the future of CaixaBank. Thank you for your attention, Mrs. Sánchez Rodríguez and the other lady. [Foreign Language].

Speaker 19

Okay, this was the last statement. Okay, I hereby declare this turn of interventions closed. For those being here face-to-face and those who attended over the internet, we shall next respond and answer, notwithstanding any possibilities submitted in writing over the next few days. Okay. Let's start with the first two, Luis Fernando Martín Urrutia and Francisco Albert Martínez. They are both representatives of ADICAE. We shall therefore give them a joint answer, combining your questions raised to the board. Concerning benefits and capitalization, you mentioned two subjects. Luis Fernando wondered if capital ratios were strong enough and if it was more convenient to devote part of the benefits to capital instead of dividends. He mentioned some statistics concerning low capital ratios. Let me just give you three pieces of information which I believe to be relevant.

First of all, as I said in my presentation, our CET1 is 12.4%. CET1 is meaningful as far as it relates to regulatory requirements. Our regulation compliance of CET1, as demanded by the European Central Bank, is 248 basis points. If you relate these basis points to European banks, we are certainly in a very positive situation. As proof of that, as proof of our capital capacity and strength, the European Central Bank allowed us to purchase our own actions, sorry, our own shares. All share purchases need to be approved by the European Central Bank, as was the case. Secondly, Mr. Francisco asked if our benefits are not the consequence of the higher interest rates and inflation. Of course, that is the case, partly, though.

The higher interest rates were very positive to our bottom line, but the market, in actual fact, is valuing us in a differential manner if compared to our competitors. From the beginning of the strategic plan and up to the 20th of March, IBEX had gone up by 23% and European banks by 34%. If you want to have further references, so far, our level of assets had been revalued by 17% while European banks by 13%. The next question raised was about our protocols with senior citizens. I have to say, as I also said earlier, that in 2020, a protocol was put in place and made public. We compared every quarter with actual practices with our clients, and I again state that we have dedicated managers for our senior citizens.

You also touched upon a question which I believe to be relevant, the participation of minor shareholders in general meetings. I totally agree with you, Mr. Francisco. I think it is very positive for minor shareholders to intervene, to delegate the vote, to be present, to be informed. In fact, we are pushing for that. If you notice, the delegation by minor shareholders in this general meeting has gone up if compared to their representation last year. As for FROB, as mentioned by Luis Fernando, I can't answer your questions. As managers, as administrators of the company, we are to work for good results, to be achieved, for value creation, and shareholders, it is up to them. It's up to shareholders and FROB to divest when appropriate and when they find adequate. Now, I would like to give the floor to our CEO concerning two interventions about sustainable investment.

Thank you. And BFA. In Angola, 48% of our capital is there. This type of investment is not core investment, but we are not in a rush to reduce it. In fact, for the past three years, 2022, the benefits from 2022 together with the capital came to EUR 246 million, which were returned to the group. Yes, there was an impact on the local currency there, but this type of investment was most attractive, and the ROE last year came to 28%. Then, as for the report by ESMA, the European Authority concerning sustainable development, yes, at present, standards and regulations are not totally finalized or defined. Of course, CaixaBank is concerned. We want to follow clear regulations to be as transparent as possible concerning investments and bond issuances, sustainable development goal bond issuances, sorry, issuance.

We want to be as transparent as possible, and so we publish specific reports concerning funds with the highest impacts. Thank you. Let's move on to an answer to the unions. Since many of the points addressed by the union representatives here were common, we shall now answer in common to all of them. Before I give the floor to our CEO for his analysis of some specific comments by you, I would like to share some general thoughts with you. One, let me repeat something I said at the beginning. For quite some time now, I believe that a difference between companies and good companies lies on the human team, no doubt whatsoever, and that will continue to be the case in the future regardless of technology and digitization.

Therefore, first of all, in my name and on behalf of the board of directors, I would like to say thank you to the whole team, to the entire team, for making it possible, for making this possible, not only our financial results, which have been excellent, but also for the efforts made over many years, which has caused us to be a reference in the Spanish banking system. Secondly, I would like to share with all of you that I believe we're all well aware of competition in the banking sector in our country, a highly fierce, competitive environment, and a very complex one with standard players, but also with new competitors that seem to be emerging to try and destroy the banking status quo. In that context, the sustainability of any project requires the company to be most effective and efficient. This is not new.

A highly efficient organization means having attainable, but ambitious goals, and that has been the case with our company for quite a few years now and was the case for 2023. I believe that trend needs to be continued in the future, namely to ensure a high performance level and be highly efficient, but also very respectful of people, of individuals. Number three, I would like to mention the collective bargaining agreement recently signed. I think this agreement is extremely valuable, let alone economic conditions, of course, but I think it comes to show our ability to try and find consensus and agreement. I believe it's extremely important, and so I think the support of 90% of employees or the unions that represent 90% of CaixaBank staff. On my name and on behalf of the board, I would like to thank those that made it possible.

I acknowledge the commitment by the employees again, but let me insist that beyond this pre-agreement, I think an important moment in time has been opened up for ongoing cooperation in an increasingly complex context, in an increasingly competitive scenario. I would like to give the floor to our CEO now. Thank you for the very many interventions by unions. I am happy to have shared with them, well, our common satisfaction for results, which are down to the good work and professionalism of our employees. As for mention of the pre-agreement and in line with the president, I would like to express my happiness for having reached an agreement which will result in increased remuneration for our staff above inflation levels. I know it's an effort for our investors here present, and those who are not present, but it's worth our while, I believe. Yes, it's true.

We have the best remunerated staff of all banks supervised by the European Central Bank in Spain, and that remuneration will be increased, yes. We have the best possible staff too, which is obviously something to be rewarded, particularly if market conditions so allow. Thanks to better profitability, we have the best staff. We need to be the most productive staff, yes, and the better or the best remunerated, which will result in higher satisfaction and, in turn, higher self-demands in a virtuous circle which we need to apply. The agreement, I think, reflects that very situation. As for prices, a subject that has been frequently mentioned, something we are concerned with too, we have been most concerned with that subject in the past, in the recent past, I would like to say that, yes, we want to keep a high demand level. That's the key to our success.

Demands should be high for us to offer better results. That cannot be compromised. We don't want to compromise that high level of demand. But that demand level is not opposed to high satisfaction, not necessarily. We want to ensure both things and work on them. As far as market conditions allow profitability to be recovered, we believe this is a good time for us to review our commercial model and replace things that can be done in a better way. That's what we are doing by actively listening to our teams and their problems to help them concentrate their efforts and daily work on tasks which bring value added. We are active listeners. We want to continue being active listeners of our staff. We will launch a new opinion survey as we do every other year. This will stay as a practice.

We will continue listening to worker representative proposals. We are all on the same boat. Having a satisfied staff is really important, is most important to union representatives, but it is also important to us in the board and to shareholders. There are examples that show proof in the Nosotros plan. Let me give you some quick examples. Challenges have been adjusted to profiles in each branch and center. Conditions have been eliminated to gain access to incentives, the so-called keys or llaves. Commercial actions for short-term have been eliminated. Seasonal campaigns have been eliminated. Centralized daily elements have been eliminated. Our business director or manager has really done his best for all business area managers and branch directors to be accompanied in their fulfillment of goals. We also improve the empowerment of the network concerning risk approval, economic condition approval. Many projects were launched.

Many actions were taken to progressively reduce some tasks at the branch, such as key password recovery, card approval. We invested heavily on cash points to try and make the operation smoother. Most importantly, we reinforced evaluation and training programs for branch managers for them to be absolutely aligned with managerial concepts. We will continue making progress. Rest assured, we will do that for these benefits to continue improving and for our employees' motivation to be improved day after day. We would like to do so hand in hand with union representatives, listening to their opinion and being constructive. A good example of that is the difficult agreement reached and the economic effort made for the collective bargaining pre-agreement. References were made to some past reports on satisfaction with work at CaixaBank. Let me refer to Merco Talento 's survey, which selects the best 200 employers in Spain.

We rank 11th. We would like to rank first, but we rank 11th, which is not bad at all for the financial sector. Finally, we are 34 points higher on the scale. Of course, there are things yet to be improved. We are trying to solve them, and we will continue working on it. References were also made to salary breaches, salary differences depending on the origin of the staff, of the employees. Let me say, CaixaBank are very committed to the staff. We always try to make salary conditions equal for all employees. There is a plan to do so within 5 years, and this has been agreed with unions. Finally, a comment on diversity, staff diversity. We are highly committed to diversity in relation to Spain and Spanish policies. 40% of managerial positions are covered by women.

Year after year, when appointments are made in 2023, more than 50% of those new appointments were women. I therefore believe we are on the right track for diversity to be ensured. We continue working most actively on our Wengage program to continue being a flagship internally and externally, a flagship of diversity. Thank you. Before we finish with our answers to unions, I would like to talk about a subject they raised, the remuneration of the board. Let me contextualize it. First of all, the board of directors prepares a remuneration policy based on a proposal by the remuneration commission. The remuneration commission prepares a proposal for the board, and then the board launches it to you, the general meeting, who are to pass or not the board remuneration policy. The remuneration committee or commission always counts on help by specialized, highly prestigious consultants.

They support us in two ways. On the one hand, they are consultants on procedures, and on the other hand, they provide us with comparisons of our remuneration for all members of the board that is compared to the banking sector and also to other sectors. This is essential for the commission to launch their proposal to the board and then, in turn, for the board to launch it to the general meeting of shareholders. From that point of view, I think the proposal launched this year includes two aspects. Let me be brief. Two aspects I would like to emphasize, just two aspects. First of all, the members of the board, the directors, me included, the proposal we pass on to the general meeting is a 3% increase. If we analyze remuneration of non-executive members with similar banks or similar companies, clearly, the board of CaixaBank has lower remuneration.

As for the CEO, the increase of his total remuneration, as you would have seen in the paperwork, has been 10.4%. This percentage varies for variable and fixed income. This is intended to achieve two goals. First, to bring his remuneration closer to the group's average. At this moment in time, we have a CEO with economic conditions which are clearly under his peers or counterparts. We therefore believe our duty to suggest a review of his conditions for his position to become more standard remuneration-wise. Secondly, concerning variable and fixed income, we have a clear goal, namely to be in line with the market. We run below the market. That's the reason why the variable remuneration has been increased or suggested to be increased, particularly if targets are met.

We believe we become aligned with market practices in doing so, and we also become aligned with some demands by investors. That's why we are launching this particular proposal to the general meeting of shareholders. We now move on to the statements by Marín García and Javier Toca Lahuerta, both of them concerning the Banca Armada issue. I give the floor to our CEO. Thank you. I can only repeat what was said in previous general meetings. We are totally committed to observing human rights. We were committed in the past. We will continue to be committed in the future. We apply and we sign the 10 principles of the World Pact of Responsible Banking and the principles of the UN. We have a policy concerning defense matters, the defense sector being most relevant. Those principles, in particular, are public.

You may have a look on our website, and they are properly collected in a sustainability policy. That policy says that no company in the group can be related to controversial arm companies or be related to companies selling arms to countries with armed conflicts. Obviously, yeah, the situation in the Middle East was referred to, and in Palestine, we are all appalled by the situation in that region, of course. No companies in the group can fund operations with intermediary. We only liaise with final users or final companies if they comply with public requirements. We do not fund operations in countries defined as high-risk violators of human rights. Our funding policies comply with that. We will continue to be compliant. We believe it's most important to observe such principles.

But of course, the defense sector, following the terrible invasion and war in Ukraine, of course, the defense sector plays a crucial role which needs to be protected too. Let's move on to other questions, to other statements by other shareholders. Let me begin with those raised with questions raised over the internet. The first one is by Mr. Juan Prieto. Mr. Juan Prieto talked about two matters, if I understood his question properly. First of all, he mentioned the climate transition. He asked if we are aligned with the right requirements, and he also asked if we are transparent enough. He also referred to remuneration again. As for the first point, the CEO answered, but I would like to give him the floor in case he wants to delve into this subject raised by Mr. Juan Prieto. Thank you, Mr. Juan Prieto.

The environmental strategy we follow, which is public, is one of our pillars in our strategic plan. Our objectives are public. We annually publish a climate report, a managerial report. All these documents are available. As I said, we are running before schedule, in actual fact, in prompting and bringing resources together for such goals. And concerning emissions, as I said earlier, yes, we are committed to reducing emissions by our clients by 2050. We already announced our intermediate decarbonization goals by 2030 for the oil sector, the electricity sector, the automotive sector, and total elimination in thermocarbon-related companies. Let me say again that we are properly positioned as leaders of this very important energy transition. In fact, we have so been confirmed by top ratings with top ratings by maximum, by really top agencies in Africa, the Middle East, and I don't want to take longer.

We are concerned too, Mr. Prieto. We will continue working in this area, and we will make good progress. Rest assured. As for the second question raised by Mr. Juan concerning remuneration, he proposed to vote against the board's proposal. Of course, we are respectful of your decision, but can I ask you, what sources did you use to say that our remuneration is 30% higher than that in comparable banks? That is not right. Our information is based on information from highly prestigious consultants, and that is not the information given by the top two agencies in the world. These two agencies are proposing to vote in favor of our remuneration policy. Last year, you suggested we voted or the meeting voted against. Again, we observe, we respect your opinion, but please note that these two top agencies see it positively, our remuneration policy.

The next investor who took the floor, well, and participated over the internet is Don Juan Carlos Montes Cabellos. He talked about a comment on the applicability of the reduction coefficient up to 2006. I am aware of this subject. It is an extremely technical matter, as you yourself pointed out. Given the characteristics of the general meeting for the benefit of time, I suggest you contact those responsible for this matter in our organization. This is not the venue for this matter to be addressed in depth. The second reference by Mr. Juan Carlos was the fact, well, he understood that the treatment given to shareholders at the bank was not quality treatment. He said he had been using several communication means. Well, I believe something needs to be made very clear. Our company gives priority, absolute priority to shareholder services and minority shareholders too.

Of course, we do, and we make the difference as a company. Of course, Mr. Juan Carlos, you have two specific channels: shareholder care through the shareholder center, and if you so wish, you can also call the shareholder relations department. As for the product you mentioned, I believe that's a little too personal a subject, though let me say I know our customer care department did give you an answer. If that's not enough, I invite you to contact us again. And concerning your requirement for information through the forum, I am pleased that you joined the forum on February the 14th and that you gained access to all features and functionalities in the forum. I am aware you contacted our colleagues, but we are not aware of any other proposals by any other shareholders concerning errors or mistakes in the operation of the forum.

You also asked about the number of participants in the forum. I will now give the floor to the secretary to share that piece of information. 14 shareholders participated but did not submit proposals or ask for public representation, and therefore, Mr. Montes is the only one. Two additional subjects, Mr. Juan Carlos. Mr. Juan Carlos talked about contributions to pension schemes in the board. You will find that in point 6 in the chapter on remuneration of the board. He also talked about possible discounts for the benefit of shareholders, discounts for visits in activities organized by CaixaBank and la Caixa Foundation. Such a discount scheme does exist, but we do take a note of your suggestion. We will study its feasibility, and we will value your possible contributions in this particular regard. We will be most pleased.

Let's now move on to the two shareholders who also sent internet statements. They touch upon the same subject, so we will give a common answer. Vicente Durba and Virginia Sánchez Rodríguez, sorry. Okay, I will answer jointly to their answers. Okay, yes, the proposal for mobile banking. Well, we very much regret her negative experience. We are aware that happens sometimes. Unfortunately, we very much regret it. If we make a mistake or if there is a problem, we are to apologize. So yes, we have 3 million customers on our mobile banking program, iMobility, with a good rating on average. It is positively valued by independent organizations, as proved by the Kantar study. But as is the case with everything we do, we need to aim to be better and try and avoid service issues for them. We want them not to occur, as simple as that.

Of course, to ensure security, we still require certain conditions for minors' registration. We are working on a technological solution that could be both secure and pleasurable for our customers to make their experience better. She also had a bad experience with a bank card, credit card, Visa. It's a very specific problem, but rest assured, we started looking into it, and we will contact you personally to try and solve it. If an incident occurs, the managers dealing with such issues are specific teams, dedicated teams, and information does not flow. Information is not circulated through the organization, of course not. Information is adequately protected. Data is protected. We're very careful with that. And finally, some experiences concerning senior citizens were mentioned. We are doing our best, as the President said, to give the best possible service to our senior customers.

If they so wish, they can be seen physically by human operators, by our senior citizen managers. Of course, with elderly citizens and minors, they should be granted face-to-face access. That's why we have the largest team in Spain in this particular respect. Well, now, Mrs. Josefa Cortés. Mrs. Josefa Cortés has been kind enough to share with us what we also think that it is the amazing work behind "la Caixa" Foundation. We really share with you, Mrs. Josefa, that the "la Caixa" Foundation is doing extraordinary work, and we cooperate with that foundation, and we are really proud of it. And we are also proud of all the work our volunteers carried out supporting the Ukrainians that had suffered this invasion. I also want to congratulate you, Mrs. Josefa, for the amazing job you are doing with the NGO La Sombrera Snow.

This job, which has been extraordinary and has been recognized with the award Llegar Valldejuli . For those of you who are not familiar with this prize, this award, Llegat Valldejuli , which has been recognized in 2023, has been awarded to this NGO. It's been given by the Economic Society of Barcelona, Friends of the Country, and is the most prestigious award for familiar assistance. Thank you very much for your comments, Josefa, and congratulations for your work. Now, I will reply to Don José Antonio from Colmenarejo. First of all, thank you very much for your comments regarding our statements and our dividends. Thank you very much for your comments. And José Antonio told me why the EUR 2,000 million or EUR 2,500 million of Bankia were not given to the different shareholders.

I remember that when we merged with Bankia, we wanted to generate capital, which could be shared for EUR 2,000 million. But what happened that before giving this money, we reached the agreement of the merge of CaixaBank, and those 2,000 million are incorporated in CaixaBank. This has been good business for Bankia shares because apart from the dividends that we are getting all through these years, the revalorization of the shares of the Bankia shareholders since the merge to now is 213%. Well, this was the main reason for this operation, and it's been a success, honestly. Let me finish with Don Antonio Valle Rincón.

I really appreciate from the bottom of my heart your congratulations, and I agree with you I agree with you that this congratulation should go for everyone who are part of CaixaBank team because all of them are the real protagonists of this success with results and of our positioning, and we need to make it long-lasting. And of course, he was saying that he was proud of being part of the Caixa and of our foundation, and I fully agree with him. What's more, people who work in CaixaBank are motivated because we know that thanks to our work, we have some results, and part of those results are good for our customers, and they are good for our shareholders. But the motivation extra bonus is to the foundation La Caixa, which do an extraordinary work, and it means that we are very proud to belong to this company.

With this, I conclude the Q&A session, and let's move now to the approval, if that's the case, with the different agenda items. Now, regarding the different proposals which have been done to what's on the documents that were available for the different shareholders, I'm not going to read them fully. I will read just a summary. As we said before, in detail, let me remind you that voting is after reading a summary of the proposals, then we will vote, and we will approve if we have the required yes votes. Now, any shareholders that want to vote against, if you haven't done it yet, please go to the desks for voting at the end of the room so we can count the votes.

We also say to those who are online and want to vote against any of the items in the agenda, please do so on the platform for the telematic participation. Let's move to the different proposals of the agenda. First one, approval of the individual and consolidated annual accounts and the respective management reports for the year ending on 31st December 2023, audited by the auditors of our society. In the second one is approval of the consolidated non-financial information statement for the year ending on 31st December 2023 that has been verified by the auditors according to the law. On the three is the approval of the board directors' management during the year ending on 2023. The second, approval of the proposed allocation of profit of the year ending on 31st December 2023 for EUR 4,304,442,873, and to voluntary reserve EUR 1,415,071,019.

This dividend will follow the dividend policies. The dividend with EUR 39.30, sorry, is EUR 38.10 per share. The third, the reelection of the external auditor of the company and its consolidated group of financial year 2024, and this is to reelect PricewaterhouseCoopers auditors as L4. Reelection of Mrs. Verónica Fisas Vergés as a member of the board of directors and as independent director for a term of 4 years. The proposal of appointment and sustainability committee. And now we have a justified report, and you will find it there, and you will find the proposal of appointment. 5 items. We begin with share capital and convertible securities. First, share capital reduction of a nominal amount of EUR 129,404,256 through the redemption of 129,404,256 treasury shares.

This will reflect the new capital share, and the end of doing so is to reduce the own shares, which approval began on the 18th September 2023 and ended last 3rd of January. Once this is effective, we will consider a legal reserve, which will be the 20% of the equity capital, and then this will be an available reserve. CaixaBank has the agreement for this reduction and the modification of the status according to the current law. There is, of course, a report for this proposal. Two, so the society wants to acquire their own shares to reach a rate of 12% as it was announced on the 12th of March.

With the idea of the redemption of this share, we want to reduce the share capital up to 10% through the reduction of treasury shares subject to obtaining the relevant regulatory authorizations subject to the prior item, all of it following all the rules and regulations. The amount will be fixed between the board of directors regarding the number of depending on the number of shares which have been acquired. The term would be until the next general meeting of shareholders, and if it's not been executed, it would have no effect. Once we have this effective, we consider a legal reserve, a 20% of the reserve, and it will be available reserve.

We will tell this to the board of directors, and they will be able to do this in one or several times in the way they deem more convenient for the agreement, and all the shareholders have the documents with the report of the board for this agreement. Now, regarding 5.3 agenda item, authorization of the board of directors, pursuant to the provisions of Article 297 of the Corporate Enterprises Act to increase the capital of one or more occasions at any time within a term of five years through monetary contribution to a maximum nominal amount of EUR 3,686,363,681, all within the previous item, all in which case the capital increases will limit to this amount.

As well, the board of directors can have a preference subscription following the Article 506 of the Corporate Enterprises Act, in which case the capital increases will be limited in general to the maximum amount of 737,272,736. This represents 10% of the share capital. This limit won't be applicable for the increase of the preference shares that will be issued in this general meeting on the agenda item five. So there's a proposal for the board to be able to approve this part of the documents of this meeting. You'll find the report regarding this.

5.4, delegation of the board of directors of the powers to issue securities continually convertible into shares of the company or instruments of similar nature with the purpose to meet regulatory requirements for the eligibility as additional tier one regulatory capital instruments in accordance with applicable capital adequacy regulation for a maximum total amount of it can be done once or in several times in a three years term for a maximum total amount of EUR 3-3.5 million or the equivalent in other currencies, as well as the power to increase share capital by the necessary amount, including power to exclude where appropriate preemptive subscription rights, establishment of the criteria for determining the basis and modalities of this conversion, and what has not been used, which was approved on the 14th of May 2021. The shareholders have a report which justifies this proposal. 6.

Item 6.1, approval of the amendment of the policy on directors' remuneration in accordance to the provision that it was on the ordinary general meeting held on April 2022, amended by ordinary general meeting held on 31st March 2023, and applicable for the date of its initial approval up to and including the financial year 2025. The amended directors' remuneration policies included as part of the documentation made available to shareholders in the announcement of this general meeting together with the recent proposal approved by the board of directors accompanied by the mandatory report of the remuneration committee. 6.

Item 6.2, delivery of shares of the company executive directors at payment of the variable components of the remuneration within the framework of the variable remuneration system and components provided for in case of director remuneration policy, and especially the variable remuneration scheme with multi-year metrics describing section 5.4 to approve the delivery of shares to the company's executive directors in the terms indicated below. 6.3, approval of the maximum level of variable remuneration payable to employees whose professional activities have a significant impact on the company's risk profile. It can be up till 200% of the fixed component of the total remuneration by virtue as subject to the provision of Article 34 of Law 10/2014 of 26 June. Now, 6.4, consultative vote on the annual report on the directors' remuneration for the financial year 2023. 7.

Agenda item 7, authorization and delegation of powers to interpret, correct, supplement, implement, and develop the resolutions adopted by the general meeting, and delegation of powers to notarize those resolutions in public, to register them and, where the case may be, correct them, some other informational items. 8.1, information on the amendments to the board of directors' regulation agreed by the board of directors and this meeting on the 31st of March 2023 for the digital transformation, increasing from 6 to 7 the members to work on it. The amendment of the regulation of the board of directors is explained in detail in the explanatory report issued by the board of directors. Agenda item 8.2, notification of the report of the board of directors for the purposes of the provisions of Article 511, approving the revised text of the Corporate Enterprises Act.

It's the subscription of EUR 750 million and excluding preemptive subscription rights. This issue was approved by the board of directors on the 3rd of January 2024. It was published. The directors' report on this issue had made available to shareholders as part of the documentation for this general meeting. We follow all the regulation. We don't have any sanctions to report to this general meeting, so we can proceed to end the votes. We really ask those shareholders that want to vote against this proposal to go to the desk or use the platform to communicate your against vote or your abstention. Thank you. So right now, I close the voting term for the agreement on the proposals on the agenda items by the shareholders and their representatives in this general meeting, both on-site and online.

All of them have been approved by the required majority following the law and regulation due to the technical reasons for this mixed way of meeting, on-site and online. The number of votes of all the representatives and the shareholders and those who have issued online will be published on our website in five days following the regulation and the act, and it will all be registered by the notary act. So I close this general shareholder meeting. Thank you very much for your assistance. See you next year.

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