BPI Shareholder Meeting to End Voting Limits Suspended Again

  • Scrapping the limit on voting rights key to CaixaBank takeover
  • Vote on limit delayed due to pending decision about injunction

Banco BPI SA shareholders approved suspending for a second time a meeting to decide on whether to scrap the Portuguese lender’s voting rights limit, a condition of a takeover bid from CaixaBank SA.

CaixaBank proposed resuming the meeting at 10 a.m. on Sept. 21 and the proposal was approved by 91 percent of the votes at the gathering on Tuesday, BPI Chairman Artur Santos Silva told reporters in Oporto, northern Portugal. The meeting had already been suspended on July 22 after shareholder Holding Violas Ferreira requested an injunction.

“As of today, there has still not been any court ruling about the injunction requested by the shareholder Violas Ferreira,” Santos Silva said.

BPI shares dropped as much as 2.7 percent after they resumed trading in Lisbon after the announcement. The stock, which was suspended from trading earlier today, traded 2.3 percent lower at 1.06 euros at 1:37 p.m. in Lisbon. That’s 5 percent below CaixaBank’s 1.113 euro-per share bid for the lender.

Spain’s third biggest bank has offered to buy the remaining shares of BPI for about 900 million euros ($1 billion). CaixaBank is already BPI’s largest investor with a 45 percent stake and has been trying for more than a year to buy out other BPI shareholders.

BPI’s board supports removing the cap on voting rights, saying it deters shareholders from taking part in major corporate decisions such as financing or mergers or acquisitions. Violas Ferreira, which has a 2.68 percent stake, objects that CaixaBank’s bid doesn’t reflect BPI’s value.

Under a legal change that took effect earlier this year, all shareholders can exercise full voting rights on decisions about the cap if the board introduces the proposal. Otherwise, the voting limit applies.

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