Shareholding Structure
Shareholding Structure
General Information on Share Capital and Stock Markets Where the Shares Are Listed
Azkoyen, S.A. has a share capital of €14,670,000, consisting of 24,450,000 ordinary shares with a nominal value of €0.60 each, represented by book entries. All shares are fully subscribed and paid, granting the same rights without distinction of classes or series. The company is listed on the Madrid and Bilbao Stock Exchanges, as well as on the Stock Market Interconnection System Continuous Market.
Significant Shareholdings
The information in the following table has been prepared based on the data available to the company and reported to the National Securities Market Commission (CNMV). It includes a list of shareholders who, directly or indirectly, hold a significant stake in the share capital, in compliance with Royal Decree 377/1991 of March 15.
This section contains information required by current regulations to ensure transparency in the management and governance of companies listed on the stock markets.
| Holder | % Direct Voting Rights | % Indirect Voting Rights | % Total Voting Rights |
|---|---|---|---|
| Inverlasa, S.L. | 0 | 29,65 | 29,65 |
| Ms. Carolina Masaveu Herrero | 0 | 12,63 | 12,63 |
| Mr. Ignacio Suárez-Zuloaga Gáldiz | 0 | 7,94 | 7,94 |
| Indumenta Pueri, S.L | 0 | 5,64 | 5,64 |
| Santander Asset Management, S.A., SGIIC | 0 | 5,99 | 5,99 |
| La Previsión Mallorquina de Seguros, S.A. | 6,01 | 0 | 6,01 |
| Ms. María Carmen Troyas Careaga | 5,21 | 0,01 | 5,22 |
| Muza Gestión de Activos, SGIIC, S.A | 0 | 3,03 | 3,03 |
Board Members' Shareholdings
| Name | % Direct Voting Rights | % Indirect Voting Rights | % Total Voting Rights |
|---|---|---|---|
| Mr. Juan José Suárez Alecha | 0 | 0 | 0 |
| Ms. Ana Ruiz Lafita | 0 | 29,65 | 29,65 |
| Mr. Arturo Leyte Coello | 0,01 | 5,21 | 5,22 |
| Mr. Pablo Cervera Garnica | 0,01 | 0 | 0,01 |
| Mr. Diego Fontán Zubizarreta | 0,61 | 12,02 | 12,63 |
| Mr. Eduardo Unzu Martínez | 0 | 0 | 0 |
| Ms. Esther Málaga García | 0 | 0 | 0 |
| Ms. Isabel Zarza García | 0 | 0 | 0 |
| Mr. Rodrigo Unceta de la Cruz | 0 | 0 | 0 |
Treasury Stock
| % Direct Voting Rights | % Indirect Voting Rights | % Total Voting Rights | Date of Last Notification to CNMV |
|---|---|---|---|
| 0,297 | 0 | 0,297 | 14/10/2022 |
Shareholders' Agreements
The company is not aware of the existence of any shareholders' agreements.
General Shareholders' Meeting
General Shareholders' Meeting
This section provides shareholders with comprehensive information on all aspects related to the General Shareholders' Meetings, including notices of meetings and resolutions adopted.
Participation in the General Shareholders' Meeting
Documentation
In addition, the documents relating to the spin-off that are being presented to the Extraordinary Meeting are uploaded to a specific section of this corporate website, dedicated to the spin-off, which can be accessed via the following link: https://www.azkoyen.com/en/corporate-governance/
– ” Spin-off of VPS activity of Azkoyen, S.A.”
Board of Directors
Composition of the Board
| Name or Corporate Name | Position on the Board | Status | Shareholder | First Appointment as Board Member |
|---|---|---|---|---|
| Mr. Juan José Suárez Alecha | Chairman | Executive | 24/06/2022 | |
| Mr. Arturo Leyte Coello | Director | Proprietary | Ms. María del Carmen Troyas Careaga | 16/02/2005 |
| Mr. Pablo Cervera Garnica | Lead Independent Director | Independent | 27/02/2014 | |
| Mr. Diego Fontán Zubizarreta | Director | Proprietary | Ms. Carolina Masaveu Herrero | 28/06/2016 |
| Ms. Ana Ruiz Lafita | Director | Proprietary | Inverlasa, S.L. | 24/06/2022 |
| Mr. Eduardo Unzu Martínez | Director | Proprietary | Berkelium, S.L. | 24/01/2020 |
| Mr. Aurelio Orrillo Lara | Non-Director Secretary | 14/10/2013 | ||
| Ms. Esther Málaga García | Director | Independent | 24/06/2022 | |
| Ms. Isabel Zarza García | Director | Independent | 21/06/2024 | |
| Mr. Rodrigo Unceta de la Cruz | Director | Proprietary | Inverlasa, S.L | 21/06/2024 |
Board Committees
Audit Committee
| Name | Position on the Committee | Status | Shareholder | First Appointment as Board Member |
|---|---|---|---|---|
| Mr. Pablo Cervera Garnica | Chairman | Independent | 27/02/2014 | |
| Ms. Isabel Zarza García | Secretary | Independent | 21/06/2024 | |
| Mr. Diego Fontán Zubizarreta | Member | Proprietary | Ms. Carolina Masaveu Herrero | 28/06/2016 |
Nomination and Remuneration Committee
| Name | Position on the Committee | Status | Shareholder | First Appointment as Board Member |
|---|---|---|---|---|
| Ms. Esther Málaga García | Chairwoman | Independent | 24/06/2022 | |
| Mr. Eduardo Unzu Martínez | Secretary | Proprietary | Berkelium, S.L. | 24/01/2020 |
| Mr. Pablo Cervera Garnica | Member | Independent | 27/02/2014 |
Sustainability Committee
| Name | Position on the Committee | Status | Shareholder | First Appointment as Board Member |
|---|---|---|---|---|
| Ms. Ana Ruiz Lafita | Chairwoman | Proprietary | Inverlasa, S.L. | 24/06/2022 |
| Ms. Esther Málaga García | Secretary | Independent | 24/06/2022 | |
| Ms. Isabel Zarza García | Member | Independent | 21/06/2024 |
The Board Committees do not have their own regulations; however, their operating framework and functions are governed by the Regulations of the Board of Directors of AZKOYEN, S.A.
Board Remuneration
Board Remuneration
The Board Remuneration Policy of Azkoyen, S.A. for the period 2025-2028 was approved by the General Shareholders' Meeting on May 30, 2025, and will apply for this period unless modified by the General Meeting. See here:
Reports and Regulations
Company’s Articles of Association and Regulations of Governing Bodies
Annual Corporate Governance Report
This Annual Corporate Governance Report has been approved by the Board of Directors of the company.
Regulations and Policies
Spin-off of VPS activity of Azkoyen, S.A.
Spin-off of VPS activity of Azkoyen, S.A.
Information regarding the partial spin-off of Azkoyen, S.A. (spun-off company) in favor of a newly created company to be called Azkoyen Vending & Payment Solutions
