Corporance, the first proxy advisory firm in Spain, has been officially launched this week in Madrid by Juan Prieto, former KPMG senior chartered accountant who qualified with the Spanish Institute of Auditors (Instituto de Censores Jurados de Cuentas de España or ICJCE).
Prieto, a corporate governance pioneer in Spain, previously founded the Spanish Issuers Association, which represents 75% of IBEX35’s constituents, and as an executive of Santander, he served as CFO and finance director within different business divisions of the global bank.
Ramón Hernández Peñasco, a specialist lawyer in banking and securities law at Legal Field Consultores y Abogados, has joined Corporance as legal director.
Corporance is Prieto’s latest initiative launched on the back of the the new EU Shareholders’ Rights Directive, passed earlier in 2017 with a two-year period for transposition into national law, which introduced new transparency obligations for all players of the investment chain.
The directive requires institutional investors and asset managers to publicly disclose, on a comply or explain basis, their shareholder engagement policies and investment strategies.
It also covers measures to ensure more transparency and oversight on directors’ remuneration, and disclosure of the beneficial ownership of shares, affecting this obligation also to custodian banks.
According to Prieto, there is a gap in the Spanish market for the provision of these corporate governance and stewardship services, as well as a lack of national independent firms with expertise in the area of proxy advisory.
Moreover, Prieto believes Spanish institutional investors have failed to engage with issuers and haven’t shown great interest in corporate governance or responsible investment matters.
Corporance will cover Spain and Portugal as a member of the Expert Corporate Governance Services (ECGS), a partnership of local independent corporate governance specialists across Europe.
The ECGS network’s members are Manifest (UK), Proxinvest (France), Virv Solutions (Netherlands), Ethos (Switzerland), DSW (Germany), Frontis Governance (Italy); as well as SIRIS (Australia).
Corporance was officially launched in Madrid on Tuesday at an event that analised the key challenges of the new directive’s transposition, particularly in Spain.
One panel focused on remuneration issues, at which former president of the CNMV (the Spanish SEC equivalent) and now independent arbitrator, Manuel Conthe, said that “independent outside directors should be paid as less as possible” to safeguard their independence.
ECGS’ representatives are Sergio Carbonara, Frontis Governance; Loïc Dessaint, Proxinvest; Jella Benner-Heinacher, DSW; Juan Prieto, Corporance, who brought the European perspective on remuneration of executives to the panel.
Another panel analised the potential impact of the EU directive in Spain, with representatives of the whole investment chain: Ángel Martínez-Aldama, president of INVERCO, the Spanish investment association; Pilar López-Aranguren, Goldman Sachs senior compliance officer for Spain, Portugal and Ireland; Gregorio Arranz Pumar, lawyer and board member of listed company Inmobiliaria del Sur; and Susana Graupera Sanz a director of ATREVIA, a communications firm, and its Good Governance and Stockholder Forum.
Responsible Investor, the global news service reporting on sustainable finance for institutional investors, first reported on the creation of Corporance.
Carlos Martin Tornero works as a senior reporter for Responsible Investor and previously was the editor of The Accountant.