Banco de Sabadell, S.A. (SAB) Earnings Call Transcript & Summary

[Interpreted] Good afternoon, ladies and gentlemen. On behalf of the members of the Board of Directors and on my own behalf, I would like to give you a very warm welcome to this Ordinary General Meeting, and I'd like to thank you for attending whether in person or remotely that we have our systems in place. I will be speaking in Spanish, since this meeting is being transmitted electronically and being attended by many shareholders who are not from here. So good afternoon. Once again, ladies and gentlemen, on behalf of the members of the Board of Directors and on my own behalf, I welcome you to this Ordinary General Meeting. Thank you for attending whether here in person or also using telematic means. First of all, I would like to say that I'm very pleased to be able to hold this meeting again here in Sabadell. Last January, the Board of Directors decided to move the company's registered office to this city, which the bank took its name from, more than 144 years ago. On the grounds that the circumstances that led us to move the office in 2017 no longer exists. Before addressing the business of this meeting, I would like to remember two great former Deputy Chairman of the bank. Mr. [indiscernible], and Mr [indiscernible], who passed away at the end of last year. I would like to express my appreciation for the invaluable contribution that they make to the bank's progress over the years. During today's session, we will give you a full account of the bank situation. The main actions that were carried out last year and also the bank's vision for the future. We will also refer to the takeover bid that BBVA made for the bank last May. The CEO, César González-Bueno will discuss the performance in 2024 and also the results achieved by Banco de Sabadell its Group. And finally, you will be asked to vote on the motions on the agenda, which were circulated to you some weeks ago with the Notice of this Meeting. Before continuing and as required, the Secretary of the Board, Mr. Roca, will report the number of shareholders present and represented on the quorum. So that the meeting can be validly convened. This Secretary has the floor.

[Interpreted] Thank you, Chairman, dear shareholders. So Chairman, shareholders, first of all, I'd like to remind you that this general meeting was convened by the agreement of the Board of Directors with the corresponding announcement that has been published on the website of the National Securities and Exchange Commission and also on the bank's website as well as in the official bulletin of the gazette of the company's registry and also newspaper, de Alicante, La Vanguardia en EL PAÍS. Likewise, those of you following remotely, will be able to express your vote right up to the moment in which the -- formally start the voting. And finally, I'd like to say that those who wish to take the floor please, we would ask you to come up to the table we have on the left in order so that we can register your decision. Those shareholders that have asked for information telematically, we understand and they will all be answered within the 7-day period, that we have after the end of this meeting. Having said that, we now have 92,555 shareholders, who hold together 3,768,720 shares, which represent 69.95% of the share capital. Therefore, Chairman, we may proceed to declare this meeting validly constituted.

[Interpreted] Fantastic. So having this meeting the necessary quorum, we can now call this Ordinary General Shareholders' Meeting to order. Thank you. So according to the ratios of the, [indiscernible] we ask if there any reservations or in process on the comments of the Chairperson and the Secretary including the number of votes represented and the [indiscernible]. We'll have the definitive list later on, and if necessary, at that point in time, you may present your reservation. I understand that there are no reservations right now, no protests and therefore, we thank you for your attention. We'll give the floor back to the secretary.

[Interpreted] Thank you very much. Dear shareholders, the year 2024 has been a very special one for the bank, mainly for 2 reasons, one of which is the fact that we have achieved record earnings and the return on tangible equity to 14.9%. The other reason is BBVA's merger offer, followed by a takeover bid, which has not yet materialized. Both factors have forced the Board of Directors and the bank's management to consider Banco de Sabadell's purpose as a generator of sustainable returns for its shareholders. In contrast, with the consequences there would be of the step in the takeover bid and the impact on our shareholders, customers, employees and society, as a whole with the risk that it has to value creating. At the end of 2024, the bank has positioned itself as one of the most solvent institutions in the Spanish financial system with a solid banking project, anchored in a deep-rooted risk control culture and also in a renewed cutting-edge technology on par with the most advanced competitors. This situation is a far cry from what we had in 2020 when the merger with BBVA was considered. In the past 4 years, the bank has consolidated its position on the basis of a healthy balance sheet and a business model that is capable of offering a very attractive and sustainable returns and a capital position that is superior to that of our major competitors. And all this has been achieved thanks to the efforts and the tenacity of the management team and all our employees, as well as favorable macroeconomic circumstances, as the period of negative interest rates came to an end. Later on, the CEO will discuss the bank's main achievements in 2024. Currently, the international political situation is very complex and is fraught with uncertainty. The 2024 has shown sustained world growth, but there's been a lot of asymmetry between a significant growth of U.S. GDP of 2.8% and the weak growth that we've seen in the Europe of 0.9%. And this was weighed down by the consequences of the war in Ukraine and structural weaknesses in France and Germany. Spain once again has surprised everyone positively in comparison with Europe as a whole, having achieved a 3% growth in the year, as a result of good performance by private consumption and was sustained by boom in tourism and the increase of population via immigration. In parallel, we've seen how inflation has eased, allowing the central banks to lower interest rates with the goal of achieving the so-called monetary neutrality, which in the case of Europe stands at around 2% according to ECB. The current geopolitical context at the beginning of 2025 has shown the world a greater hope of reaching some kind of piece agreement in Eastern Europe. But in turn, there's also more uncertainty about what the new geopolitical world will look like? And the consequence is that this may have for growth and inflation in Europe. In this context Spain's position is relatively favorable due to the characteristics of our productive structure. However, we still have to pay a lot of attention to the major challenges in the areas of productivity, the sustainability of public financing and access to housing. A market in which for years, policies have curved the supply, while the demand continues to rise due to the population growth amongst other factors. The Spanish banking system, meanwhile, stands out for a substantial increase in the profitability of all the players. There are widespread measures to control the risk in line with the guidelines issued by supervisory bodies, and this has resulted in solidly capitalized banks with a significantly improved risk management. If we focus on our own bank on Banco de Sabadell, once again, we have stood out in 2024 by exceeding the objective that we had set for the year, which are the continuation of the strategic plan, which was launched in 2021. The aim of the plan was to make the bank competitive and profitable once again. And this has been achieved, thanks to the improvement of production efficiency, to the transformation of risk control system to achieve sustainable cost of risk level and also adapting our digital services to the current demand. And this is after a sweeping digital transformation in our customer care service. Consequently, in the 2024, we have achieved the best results ever in the bank's history. EUR 1.827 billion. This is an RoTE of 14.9% and capital generated of 85 basis points for the year. The market has responded in content to this performance, and we've seen an increase of our share of 79% for 2024. On top of the double-digit performance increases that we'd already seen in previous years. Moreover, our stock still has an upside potential. If we look at the data. First, we see our competitors are trading at higher multiples. And these are levels which we hope to be able to match. Moreover, some analysts have already set price targets of about EUR 3 or above. And this is what it would be like as we see our guidance will be fulfilled as we've seen in the recent years. This situation allows us to propose to the meeting and shareholder remuneration consisting of a cash dividend of EUR 12.44 per share in addition to the EUR 0.08 which were already paid as interim dividend in October. We would also like to propose to resume the share buyback from 2023 for an amount of EUR 247 million, which was temporarily suspended due to the BBVA takeover bid. And also, to undertake an additional buyback program for the amount of EUR 755 million based on the commitment to return to shareholders any excess capital above our target of 13% CET1 ratio. So this is our basic capital. Both programs have been cleared by the European Central Bank. In 2024, the perhaps the most notable event for the bank was the nonnegotiable merger proposal presented by the BBVA to the Board of Directors on the 30 of April of last year, which the Board finally rejected on the grounds that it significantly undervalued Banco de Sabadell project and its growth projects. Just a few days later on the 9 of May BBVA presented the takeover bid, of which all of you are very well aware with the same terms as the merger proposal. And I would like to make it clear that just as we've done in the past, the Board of Directors and its advisers will study the merits of this and any other offer which will be presented to us. At the moment that this proposal was presented, the Board engaged financial advisers, Morgan Stanley and Goldman Sachs and also legal adviser, Uría Menéndez, in order to assist us in examining the proposal, and this led to its rejection. This analysis mainly took into account the potential appeal to the shareholders of the proposed merger. And the conclusion was that assuming that BBVA shares that were offered in exchange were converted hypothetically into cash at the price time the value was not sufficient to be considered attracted by shareholders. In addition, the offer was not in cash, but rather than shares, and therefore, the value was totally uncertain. In this regard, the Board considered the bank's potential for appreciation and remuneration based on the financial plans, which were approved at the beginning of 2024. And also, Banco de Sabadell project as a stand-alone basis would lead to a much higher value. We also consider that the bank stand-alone project has fully valued and has future potential that it will generate a better value, better offers for customers and clients and constantly more value for our shareholders on the basis of a team that is completely identified with this strategy. After 10 months, this procedure has taken, the bank's share revenue has attained a value, which is substantially higher than what was offered at that point in time by BBVA. Now it will be up to you shareholders when the exchange period open to decide whether to continue supporting the Banco de Sabadell project or whether to accept the exchange and offer which basically consists of receiving shares of BBVA. It is matter of considering the value. This is a proposal that you have to consider. But not only that, but it also has to take into account the business project and the future prospects. Regarding value, I'm pleased to say that Banco de Sabadell is a bank that achieved the highest announced dividend yield in 2024 of all the listed banks in Spain and also the IBEX 35 companies. In addition, analysts earnings forecast support the expectation of a sustained shareholder remuneration in the following years. Regarding the project, Banco de Sabadell's mission is to help companies turn their dreams into business realities that create value for themselves and for society as a whole. Banco Sabadell has been working like this, right since it was founded 144 years ago, and today, it is one of the soundest and most consolidated institutions in the Spanish financial system. Nobody can question our project today, neither our size or capital adequacy, which is above that of the major Spanish banks. It is not a plan to use the savings that we manage from our customers to compete with the large European and American banks. However, we do aspire to offer them to business projects with the scope for growth and job creation and also profits in our country. Our mission is to support our customers, whether they are companies or families located mainly in Spain, which is where they are. This is our core project, and this is the one that underpins the bank's capacity to create shareholder value. This is our strongest point. One of the strategic pillars that I mentioned earlier, and an area in which the bank has always been a pioneer is the adoption of cutting-edge technologies. Our current technology has undergone fundamental changes, thanks to our technology partners. We did not need another bank to be at the forefront of technology, not to adopt the new ways of working that we will see with artificial intelligence or quantum computing, neither us nor any other bank will be responsible for this innovation. The economies of scale are produced by technology that is developed outside the financial system and the financial system adapts to its business. The competitive edge lies in providing our customers with the best technology for each type of service. What we need is simply a good team of technology partners and also highly qualified personnel to understand and to put the banking processes at the service of our customers and clients with the focus and the agility that are the hallmark of Banco de Sabadell. But looking beyond the technological competitors, our project generates added value based on a culture of relations with our customers, which is very unique to us, and we support them through all phases of their business projects always considering the risk in a suitable manner. Consequently, we, as shareholders, when examining BBVA's proposal, we must assess and ponder whether or not the deal will create value for our customers or not, whether it will generate enthusiasm amongst the bank's employees. And consequently, whether or not it would generate positive synergies or not. So in short, whether the promised value is achievable or whether it presents risk that makes it inadvisable. Our project is based on continuity. And we want to continue with peak performance and high levels of capital adequacy. And we now consider that we have a low execution risk. However, the acquisition of Banco de Sabadell by BBVA presents more significant execution of research have to be considered very carefully by our shareholders. First of all, there are cost synergies in case of a merger, but these will be lower are much more difficult to raise if there were not a merger in any case, they will be negatively impacted by the new banking tax. Secondly, the deal raises serious competition issues. It is more than likely that it will be subject to remedies. And we have to see what impact this has on the hypothetical value of the post-merger bank compared to the ours. Thirdly, our customers are, in general, against the deal as is evidenced by more than 80 complaints filed by institutions and associations for the CNMC. And this could lead to significant losses of customers, if this move forward. So that would mean a loss of business. And if we lose business, it's a loss of value for shareholders. And technically, this will transform into negative revenue synergies. Fourthly, the prospect of dividends and capital generation that Banco de Sabadell projects today as a stand-alone entity of shareholders is unlikely to be matched or surpassed by BBVA's offer. We would need a very different value proposition to the one that was rejected by the Board to offset all the risks and the difficulties that this deal represents. Both BBVA project in current scope and the Banco de Sabadell generate value and in the Spanish contract, they both contribute a healthy and competitive offer financing as part of the Spanish banking system. For both of them, the risk of execution and performance pursuing the separate plans is relatively small. I fail to see how combining these two banks would allow us to maintain and even enhance the cultural identity of each of the banks while in turn, providing greater value to the customers and shareholders more than if they were continuing to operate separately. Combining the two banks today would result in the loss of Banco de Sabadell's loss of corporate identity. And this is perhaps one of the most unique features, our competitive advantage. And that is why in the whole series of forum, I have defended that both for Banco de Sabadell shareholders and also for BBVA shareholders, I think that it creates greater value to keep the 2 banks separate projects, instead of seeing them merged. The Board actions over the past year and this year, aimed at ensuring that the bank performs well and also and foremost, make sure that it meets its objectives of profitability, service kinds employees and society at large. At the same time, the Board has instructed the managements of the bank to ensure that the information in connection to takeover bid should be provided in as transparent manner as possible. Throughout the process so that the competition issues taking into account so that shareholders can take the decisions in a free manner with as much information as possible and being aware of all the risks upside for takeover bid, the bank in 2024, continuing with its commitments and field of sustainability within ESG, stepping up its decarbonization strategy in order to achieve the global climate neutrality commitments, becoming as a key player in transforming the Spanish economy towards a more sustainable model. Our progress has been acknowledged by various organizations and publications such as Time magazine, the Carbon Disclosure Project, and bank is also a member of a prestigious Dow Jones Sustainability Index World. The bank also carries out community outreach actions through numerous channels such as [indiscernible], which provides social funding and also helps low income and middle income households to access housing and also the Banco de Sabadell Foundation, which is awarded in 2024, more than 450 prizes and merit-based scholarships showing the commitment that the bank has to culture the arts, research and young talent. In 2024, we have also maintained our commitment to best practices and standards of corporate governance. And I pay particular attention in the Board of Directors and its Committees. Consequently, we are very pleased to be able to comply with, amongst other standards with the 56 recommendations of the CNMV's code of good governance that are applicable in sector, including recommendation 50, which establishes that women should account for at least 40% of the members of the Board of Directors. And that sense from the Board of Directors this year, 2 independent directors will be stepping down due to activities in other countries because they have accepted another position which is not compatible with the directorship of the bank. So we're very grateful to the professionals and contribution support of Ms. Alicia Reyes Revuelta and Ms. Laura Gonzalez-Molero, while they have been helping us and serve us on the Board. To replace them, we will propose to this meeting 2 candidates. On the one hand, Ms. Gloria Hernández García who has long-standing career in banking -- in Bankita Banco [indiscernible] and she was also previous Director General Treasury in the Spanish government and also Mr. Margarita Salvans, which is the Director and CFO of Mango, and she's also previously within banking. Both will join the Board when they receive a notice of no objection from the ECB, which we already had in 2024 with the Independent Director, Ms. Ana Colonques, whose appointment was approved in the last meeting. These appointments will be also completed with the reappointment of César González-Bueno as Executive Director and also as Executive Director, Manuel Valls, Independent Director. The agenda today includes a motion to vote upon the incompatibility rules for Independent Directors in order to avoid situations that may be difficult to manage in the context of increasing competition at the European level. Now this may seem closing in those on talent with banking experience, but the Board believes that this limitation is not really significant given the quality and the breadth of the universe of people with the necessary talent who do not have this conflict of interest and who are potential candidates for the directorship of the bank. We will also have a consultative vote on the annual report on director remuneration, which includes a revision of the remuneration for the CEO, which will be proposed today for his reappointment. He's been in for past 4 years, and we saw how wise it was to hire him in terms of value creation and results, digital and technological transformation and also how the shares perform -- have performed since he joined. And therefore, the Board has decided to reconsider his remuneration in line with his success in managing the bank in order to ensure his intention, while maintaining the proportions of fixed and variable remuneration that we established 2 years ago that following the recommendations of the proxies and the investors. The other items on the agenda, which the Secretary will be reading later for the approval are the standard items that we see at each annual meeting. And finally, before finishing, I would like to say something about the highlights that we have the bank for 2025. In 2025, the outlook is in line with 2024, taking into account the same scenario of the macro comic forecast, which is one of stable interest rates and around the monitoring neutral point. The management team has also been tasked with working on new strategic objective for the following 3 years as part of our stand-alone bank project, which will be presented to the investment community in the following weeks. These objectives will be one of the crucial elements in addition to many others. But one of the crucial elements so that all of you, the shareholders, will be able to get a good idea of the added value and of the growth potential that our project has as a standalone institution, the technological and the people that we have laid down in recent times. These foundations as well as the risk management model and the artificial intelligence application will form the pillars of our growth when it comes to serving companies and individuals, and TSB will continue to increase the results significantly. This year, they were very good, but they will be even better in the following years following retail banking model that has consolidated itself as very valuable source of value for the Banco de Sabadell project, and there is still a lot of scope for improvement. The bank will also continue with -- to pursue its stable strategic alliances at the European level with its partner Amundi Crédit Agricole and on the other hand, Insurance Zurich. And in 2025, and if the shareholders reject the take over bid, the bank will continue to deepen its strategic alliance with Nexi, an Italian company in the acquiring area, in line with our strategy, of being able to offer a premium service to our customers. And finally, I'd like to remind you that the Board will analyze in due course, the takeover bid prospectus when it is available and will issue an opinion as soon as the conditions are known and that the resulting project can be assessed in comparison with the bank's project as an independent player. And we will -- Board will also analyze the risks and limitations that will arise as a result of the analysis of the competition and other issues by CNMC or the Spanish government also. These conditions, we are not yet known. We only know today that the premium is negative. So if today were to exchange your shares for BBVA shares, you would obtain a lower value than what you currently have with your Banco de Sabadell shares. The Board's position today is the same as the one it expressed when the merger proposal was presented in similar terms to those which we have today for the take over bid. There has been no progress, apart from the adapting the dividends that will be paid by both parties. I can, however, assure you, regardless of how we judge the merits and risk of BBVA project. I can say that Banco de Sabadell project as leading independent bank in the Spanish context, selling large company SME, self-employed work and startups, family households and individuals in general is one that has great scope for value creating. And this is due to the special relationship that our people have with the society they serve. The bank has an integrating open business model, open to international and national partners capable of incorporating new talent in order to create the most competitive and sound offer on the Spanish market. Complementarity and good and friendly relations with the current and future potential partners are the core of our culture. And therefore, the bank's strategy for consolidating itself, it's positions, one of Spain's leading banks must be based on this complementarity at all times and to pursue the best interest for our customers and also consequently pursuing the best for our shareholders. Our team has proven to be in the first line. It's [indiscernible] and capable of meeting. The objective is set in very often complex environment. I'm confident that the bank's team will continue to do so in the future. Banco de Sabadell is a fundamental element of the institutional structure of Catalonia. And one of the main states of the financial system in Catalonia, but also in Valencia, in Murcia and Asturias and Galicia, and the Basque country and all the regions of Spain. Our bank plays a unique role in businesses in Spain. Banco de Sabadell has been and continues to be one of the pillars of creation and development of companies, some of which are now large companies that very often started working with our bank, and it's also essential for helping SMEs who are the basis of the economy in our country. Our philosophy is to make our customers' business as possible, helping them along the way. Our way of being was forged in this industrial city, Sabadell. And this is here where over the years we have expanded it hand-in-hand with extraordinary people who have made the bank what it is today. Banco de Sabadell is a strong profitable bank with prospects of maintaining in the future, the current high rates of return, even higher than what we're seeing today. And that will continue serving our country's businesses and its families. You have in your hands, the continuity of this project in the near future. When you receive BBVA's definitive offer. Regardless of the value that the experts attribute to deal, I want to emphasize that if you support the continuity of our project, as I hope you will, you will not only be placing your trust in the bank's people to ensure that this decision is the very best economic decision for you, but you will also have contributed to this country's common good. The decision is in your hands, as I say, and with this, I would like to conclude. I would like to once again reiterate my gratitude for the trust that you've placed in me over the last few years and which I hope to continue to merit. I'm very pleased to have been able to hold this meeting here once again back in Sabadell. The city from which the bank takes it's name, the city where I was born. and moreover doing it at the best time in history for the bank with performing superbly, with the rising share price and a young management team, very well headed by our CEO, Mr. César González-Bueno. So thank you very much to all of you. Thank you very much. I'm really encouraged by this, and I'll give the floor to the CEO.

[Interpreted] Good evening, everybody. I would like to begin by thanking you for this heartwarming applause for our dear President, our dear Chairman, you've really moved him. He's a very pragmatic sort of person, but after so many years of dedication to our project, it's a wonderful project and then gaining the recognition of the shareholders meeting. I think we have managed to sort of shake his usual serenity. I was very pleased to see him so moved. This is my very first shareholder meeting in Sabadell, and it's exciting and heartwarming for me to be here in the city where the bank was founded over a century ago. I'm going to start by sharing with you a general overview of how the bank is doing and its future outlook. And to sum it all up in a nutshell, I will say that Banco de Sabadell is an appealing project that has not yet peaked. First, I will take a look at profits. In 2024, the bank achieved an all-time record profit of EUR 1.827 billion. It made EUR 2 million in 2020, but at the time, it spent nearly EUR 2.3 billion on provisions and putting the bank on a sound footing -- putting it in an enviable position to compete. In 2020, when a new management team took over, a new organizational structure was set up organized by business lines and the new strategic plan was launched. Since then, we have implemented a strategy decisively and speedily in an accelerated manner. This approach has clearly paid off as our profit trajectory shows. We have performed beyond market expectations year-over-year going beyond our set of objectives. We have shown ourselves to be reliable to keep to our commitments. Our current high profitability level is sustainable and still has scope for growth. All of our businesses are focused on further boosting growth for the bank. As to share performance, over the past 5 years, our share price has increased more than any other banks in Spain, 718%, and as I mentioned, in 2021, the management team was reorganized and the new strategic plan relaunched. Since that year, our share price has grown by 837%. This is the highest growth rate amongst IBEX 35 companies and also amongst European banks. This share performance reflects the market's constantly improving expectations of profitability and shareholder remuneration. We are currently the only Spanish bank without sell recommendations. All analysts who are following our bank issue recommendations regarding Banco de Sabadell shares that are either Buy or Hold. And please allow me to highlight that analyst recommendations are based on bank fundamentals and projected profit expectations that have been formulated, working on the assumption that the bank will continue to pursue its own course as a stand-alone project. With regard to shareholder remuneration, the cash dividend charge to 2024 is EUR 20.44 per share, which is 11% of the share price at the close of 2024. That's the highest dividend yield on the IBEX 35. But beyond that, share buybacks of EUR 1.002 billion are being put to this meeting. That would represent 10% of our market value at the close of 2024. After the repurchased shares are canceled, each shareholder will have a larger share of the bank's overall share capital. So it will receive a higher share of future dividends. For 2025, we expect to at least match the cash dividend of 2024, and in addition to that, we will continue to distribute any capital exceeding 13%. So all this means attractive and sustainable shareholder remuneration. I will now move on to discussing the performance and outlook for each of our business units, starting with Business Banking. We have an excellent banking franchise, serving companies and SMEs, as acknowledged by the market, and by our clients, half of all Spanish SMEs are clients of ours. One out of 5 point-of-sales units or terminals used for electronic payments and retail settings is a Sabadell's unit. And we issue over 30% of all letters of credit issued for export purposes in Spain. This bank was founded by 127 business people from Sabadell to help finance local industry. Now 144 years later, acting as a bank for companies and SMEs is still part of this bank's DNA. The strategy implemented since 2021 has focused on further improving our excellent franchise through a series of specific initiatives. For instance, we have launched more than industry-specific offerings for businesses and self-employed persons, and our clients have specific solutions that are tailored to the industry-specific needs. We've also implemented a new relationship model for SMEs. These SMEs now have the same kind of personalized and specialized support as a large company, to this end, we set up a team reinforced with 300 new managers and a new operations center was created to offer experts swift service to help manage our clients day-to-day operations. We have also strengthened our specialized financing solutions such as structured finance and investment banking services. We now have dedicated teams who customize these somewhat sophisticated products for the benefit of companies and SMEs. We have launched a new private banking model that is integrated within the Business Banking unit in order to optimize the synergies between the two. Our Private Banking offers a unique value proposition and has more than 500 bankers to provide expert custom service to our clients. We've also placed a lot of focus on improving our risk administration processes. To name just a couple of examples. We have intensified our use of data analytics and new risk analysts have been brought on board specialize in specific industries. And in this way, we can respond more swiftly to our clients' request for finance. In parallel, our bank's current growth is focused on better profiles. So in short, Business Banking is ready to accelerate its growth in a healthy and profitable manner. Our 2024 figures, which I will discuss in a moment, clearly reflect the strong commercial momentum with businesses and SMEs, and we expect this to continue that way going forward. At this point, there is something I would like to say about the competitive dynamics of companies -- businesses. Market analysis show that households in Spain tend to operate with, say, one or two financial institutions. But it's different for companies. Companies tend to operate with three, four or more which is a way they ensure access to credit and cover all their financial needs. Given the number of large banks in Spain, it's a good thing for everyone to have a key operator for companies such as Banco de Sabadell competing in the Spanish financial market. On to Retail Banking now. This business has undergone a deep reaching transformation in order to better need -- better meet the needs of customers. That was our mandate from the Board back in late 2020 and early 2021. The results speak for themselves. For instance, in 2024, over 50% of new customers joined the bank using fully digital methods. This was not even possible back in 2021. So the figure was 0, of course. In 2021 -- right now, if I look at consumer lending, more than 80% of loans have been granted remotely. In 2021, the percentage was just over 40%. Beyond that, over 85% of our new mortgages have been closed through specialist managers, whereas that percentage was only 7% in 2021 compared to 85% now. These specialist managers assist our customers throughout the mortgage contracting process and offer expert and personalized support. We currently have more than 200 specialist mortgage managers covering 100% of our branch network. As you can see, we have built new direct banking capabilities, and at the same time, we've improved on our traditional banking through first-rate support services. Retail banking is ready to take a leap forward. New customers, more customers rather more cross-selling and more household oriented finance. In fact, new mortgages and consumer loans already grew significantly in 2024, as I will discuss shortly. As to Corporate and Investment banking, which is our large corporation unit, this has a strategy that is much more focused on managing profitability on a client-by-client basis. Our loan book there has grown by 31% since the end of 2020. This is a strong growth. But even more importantly, it is accompanied by significant improvements in profitability. As of December 2024, over 75% of capital was allocated to clients whose RaRoC was above 10%. That's well above the level in 2020. Now RaRoC is a risk-adjusted profitability metric that we use in order to track profitability individually for each client. In short, this business has had strong growth while optimizing capital management and remaining profitable. Corporate and Investment banking is prepared to continue growing and to boost customer client acquisition and cross-selling. RaRoC will continue to be our key vector when we manage profitability there. On to TSB, our British subsidiary. TSB contributed EUR 253 million to the group in 2024. This is it's largest yearly contribution since it was acquired in 2015. After the losses recorded between 2018 and 2020, the situation has been turned around. And the bank has contributed over EUR 650 million between 2021 and 2024. TSB achieved a radical turnaround in financial performance. It has undertaken a number of efficiency plans in recent years. And on the other hand, it has also come to focus on what it does best and what gained market recognition, which is its Mortgage business. TSB has an excellent outlook. We expect double-digit profit growth in 2024 with further improvement in 2026. To conclude this general overview of Banco de Sabadell, I would like to emphasize that we have very little exposure to emerging markets, which are volatile by definition. 97% of our EUR 1.827 billion profit comes from Spain and the United Kingdom, but that's including our Portuguese subsidiary. But -- so Spain and the United Kingdom are stable and predictable markets. And this means we have great visibility over future profits. Spain has always been and will remain our main market. In short, Banco de Sabadell is an attractive project that has not yet peaked, as I said at the start. We achieved our all-time record profit in 2024, and our high profitability is sustainable and still has scope for further improvement. We are the only Spanish bank with no Sell advice from analysts, all analysts are advising investors to Buy or Hold. We offer high shareholder remuneration, which is sustainable into the future. We have an excellent franchise to deal with companies and SMEs ready to accelerate their growth in a healthy and profitable way. Retail banking is ready to take a leap forward following the profound deep reaching transformation undertaken since 2021. Corporate and Investment Banking is more focused managing profitability on an individual client basis, and we'll continue to grow and optimize its allocated capital. TSB has made a record contribution to the Group in 2024. And the expectation is that it's profits will continue to grow in coming years. And we also have very limited exposure to volatile emerging markets. All this means that we have great visibility of future profits, and so we're facing the future with optimism and confidence. The bank is in a position to maintain high profitability from now on, and to continue offering attractive returns, attractive remuneration to its shareholders. Ladies and gentlemen, I will now present the financial and management results of the financial year 2024. As I mentioned, we've achieved a record profit of EUR 1.827 billion, which amounts to 37% growth compared to 2023. Return on tangible equity, ROTE, has climbed up to 14.9%. That's more than 3 percentage points above 2023. The main items in the profit and loss account have performed well. Gross operating income grew significantly, 8.1% compared to 2023. Total costs are up by 2.3%, this is a moderate increase and an increase that was expected considering inflation. In addition to this, we've seen a significant improvement in provisions, which have been reduced by 21.6%, thanks to our improved risk profile. Our commercial dynamic was excellent last year, both in Spain and in the United Kingdom. Here are a few examples to illustrate our strong growth in 2024. In Spain, loans and credit to companies and SMEs increased by 31% compared to 2023. The influx of new clients among self-employed persons and small to medium businesses in sectors where we have a vertical service offer, it is up by 12%. Managed private banking resources are up by 13%. New housing loans by 53% and consumer lending by 21%. I want to emphasize that strong increases in lending are accompanied by an improvement in our risk control indicators for new lending, which is crucial. In other words, our growth is healthy. And at TSB, new mortgages grew by 19% in 2024 compared to 2023. So in a nutshell, we have excellent commercial performance over this past financial year, which we expect to continue into the future. In terms of business volume, performing loans are up by 4.7% compared to 2023. It would be 3.5% if we isolate exchange rate effects. Nearly 70% of our lending is to Spain, 27.6% is the U.K. In Spain, growth was over 5% with an increase in both business lending and household lending. Customer funds meanwhile, have grown by 7.1% compared to 2023. At a constant exchange rate, the growth rate would be 6.3%. On-balance sheet funds have increased by 5.4%. Off-balance sheet funds have increased by almost 14% driven by client assets and investment funds. In terms of solvency and liquidity, the bank shows a high capacity to generate capital and maintains a solid liquidity position. In 2024, the fully loaded CET ratio stood at 13.02% after deducting the distribution and excess capital. Without considering this distribution ratio would have been 14.04%, which means 85 basis points of capital generated over the financial year. The bank has accumulated a buffer of 406 basis points above the minimum required by the supervisor. We have a robust level of capital. In terms of liquidity, the LCR ratio, the liquidity coverage ratio stands at 210%, well above the required minimum of 100%, meanwhile the loan-to-deposit ratio LTD was 93%., a ratio below the 100%, which indicates that the bank is financing all its lending with customer deposits. So therefore, it has surplus liquidity. If we look at the quality of the balance sheet, the bank has a good risk profile. The NPL ratio is of 284% compared to 352 % in 2023. Meanwhile, the total provisions for Stage 3, in other words, that is the coverage for nonperforming loans has improved to 62% compared to 58% we saw in '23, and the total cost of risk has improved to 42 basis points, 30 basis points less than in 2023. Over the last few years, the quality of the balance sheet has improved notably, and as I said, today, we have a good risk profile. And here's a fact for you. Our default ratio is at its lowest level since 2009. In short, 2024 has been a great year for Banco de Sabadell. The decisive implementation of the bank's strategy in 2021 has transformed the bank and its financial performance. Profit has increased from EUR 2 million in 2020 to EUR 1.827 billion in 2024. Our all-time record. We have seen a huge leap in our profitability, which has gone up from 0% to 14.9%. We have a solid capital position. CET1 ratio has improved from 12% to 13%, which would be 14% without the distribution of excess capital. And we have a good risk profile. The cost of risk is that 42 basis points in 2024 compared to the 116 basis points in 2020, which was a time in which we had to undergo a lot of changes. Ladies and gentlemen, shareholders, the bank is now doing better than ever. And it's really important to highlight this, and we have not yet reached the end. As I said, in the first part of my speech, Banco de Sabadell is an attractive project that has not yet reached its peak. Our high profitability is sustainable going forward. All our businesses are focused on driving healthy and profitable growth, particularly among companies and SMEs. And I'll be winding up soon. We have an exposure to volatile emerging markets, which is very limited, and this gives us high visibility and predictability of future profits, and we also have a high capacity to generate capital and remunerate shareholders. Attractive shareholder remuneration is sustainable for the future. Soon, we will present the new strategic plan with the horizon of 2027, and we will announce the financial objectives up to that year. These objectives will show that Banco de Sabadell is a great project for the future, attractive for its shareholders. And before finishing, I would like to say a few words to the team here. You all, and I say this from the bottom of my heart, an example of professionalism and a dedication to service. You are a first-class team that wears its colors with pride. The level of commitment that you're showing to this project is incredible. And therefore, I'd really like to thank all of you and appreciate -- show your appreciation to everyone who forms part of Banco de Sabadell. Dear shareholders. Thank you very much for your attention and for the trust you have placed in us.

Thank you very much, Cesar. I will now give the floor to the Secretary of the Board to give us the final information of the quorum.

[Interpreted] Mr. Chairman, dear shareholders, the final quorum to be taken into account for the votes that will follow is as follows, present and represented 92,600 shareholders representing a large number of shares representing 70.28% of our share capital. We will now give the floor to the shareholders who requested it, and we asked them to please bear with us given the number of people who have applied to take the floor. We can give them a maximum of 3 to 4 minutes a piece. Otherwise, this would just take too long. I'm sure you will all understand, and so we thank you in advance for your cooperation. At this point, I now give the floor to Mr. Mario Riftatera Garcia, who I could believe I can say, represent the Trade Union Commissions [indiscernible].

[Interpreted] Thank you. Well, I might speak a bit longer than those 4 minutes. I'm speaking on behalf of the staff, and I think it's important for the staff to be heard out. Chairman, CEO, shareholders, good evening. My name is Mario Rifatera, and I once again take the floor on behalf of more than 1 million shares delegated to [indiscernible] the majority of Trade Union in Banco de Sabadell and we're very pleased that this meeting is held once again in Sabadell today. This is where the bank was born. This reminds us of our origins and the historic commitment of the bank to its setting. Although we also remember how welcomed, we were made in Alicante. And of course, Alicante is important because of the way it welcomed us. And it's also -- and then the region of Valencia is also, of course, still experiencing the effects of the storms in October. We also want to remind you that [indiscernible] our trade union made a, took a clear stance against the takeover bid, because of its impact on employment and also because of its impact on the social and business fabric of our country. Now that the bank is defending its independence a new stage is beginning, but this cannot rely on the backs of our workers without considering their contribution. We cannot defend the bank against everything and make the staff pay the cost and be the ones most harmed. Although we agree with defending the bank, we disagree with the -- with the current human resource policies implemented. Our staff should not have to pay for the problems now or into the future. The bank has had profit -- record profits and shareholder remuneration is very high. And this is as it should be. But in the meantime, only staff, the only thing staff is seeing is an incredible increase in executive remuneration, but nothing for the ordinary staff. So once again, our efforts will not pay off for us. So here's my question. Where is your recognition for the employees who have made these good results possible through the year? We cannot deny that our work pressure has increased. Our work volume has increased incredibly. The technological improvements that you had promised that we're supposed to make up for the departure of over 3,000 people have not happened. And so what our customers perceive is that we're working and our staff as well, is that we're working with 1980s technology. And we've seen the results. Yes, you're applying the collective bargaining agreement, of course, as well as you should be. But you're doing only the minimum. You should start with the RAE pay, which is achieved through our collective efforts. You should give instructions for this pay, that is a share, a share of profits to be disbursed to all employees, and it's a very small amount, a very small percentage compared to the full profit. Don't forget that the bank doesn't just belong to customers or shareholders. It also belongs to employees. And everybody should benefit when profits are made, and staff really deserves this. We should also be at the forefront of labor relations, improve on teleworking, improve on real equality and really do a way with the gender gap. We have to provide quality training and that is not a latest, but that everybody can receive since everybody is paying for it. And we should do a way with a situation where people are not adequately compensated from what they do. And we're sick and tires of excuses. Whatever happens to the bank in the future, we will not agree to labor cost reductions that do not take into account what we're all producing jointly. You have not managed to create a real company culture within Sabadell. You are providing all sorts of private companies that deliver surveys that are manipulating the results. If you really want to know, what your staff believes, read the anonymous surveys, the real ones they're devastating. 70% to 80% of your staff say that their workload is excessive, and they can't manage it on a day-to-day basis. And above all, the people are very displeased with their salaries. And how -- can you explain this? We explain it to you every year. You need payment policies that are -- that match the kind of profits you make. It's all very well to provide variable recognition. But we want action. We want clear commitments. If you don't change this tactic, then don't be surprised if people look elsewhere. It's called investment in human capital. We're not asking for privileges. We're asking for what we've earned. A strong bank is not just built on a strong balance sheet. It's built on a feeling of belonging among the staff and staff commitment and that requires equal opportunities for all. We've already conveyed the -- our voting intentions to directors. Thank you very much.

[Interpreted] We will be answering questions in grouped fashion. [indiscernible] Marco?

[Interpreted]. Good evening, ladies and gentlemen. My name is [indiscernible] Marco. I am a UGT trade union representative and I've been working on the branch network for many years in Banco de Sabadell. I think you will be surprised by what UGT has to say to you this year. We hope to begin this meeting and with the message of gratitude, and we hope it won't be the last one. We want to thank all of our colleagues and the bank for their commitment and for their efforts and their excellent performance. Who would have thought they could achieve so much with such scarce resources and so much pressure from our managers, not just pressure. I mean, all of those micro campaigns, sudden micro campaigns that are -- that people are rewarded for on a micro basis, when that happens and also under threats in some cases, if things don't work out. We also want to convey our gratitude to our colleagues for their commitment. We want to thank the workers in the banking industry who have mobilized everywhere in Spain and thank the UGT representatives who have signed for a collective agreement for Spain, that leads to increased salaries. And also we have an agreement that has -- that requires you not to absorb all of the reductions in staff without rise in pay. You had to be forced to do this because when we ask you, you just refuse. It's the same thing that happened a few weeks ago when UGT asked you to approve an RAE payout on profits for all members of your staff. Maybe there isn't enough money after those EUR 1.8 billion in profits or maybe you feel that we don't deserve this. Did you know that our CEO's salary is the sum of the salaries earned by over 1,300 workers? And do you know that there are many employees in the bank who for over 15 years have been in Level 7 and 8 remuneration. We're stuck there in groundhog day without the chance to get out of it. That's over half your staff. Don't you think we should all have the option to rise in the ranks with objective selection test. So once again, we have to thank the staff for their resilience, for their commitment, for continuing to do their best in spite of everything, in spite of the current situation. UGT also wants to seize this opportunity to say a few words for our colleagues in Valencia, who were affected by the storms in the fall because major businesses and smaller businesses in Valencia have been more generous and better able to react than Spain's #4 bank. We know that we are essential, that our work is essential. And that's why UGT wanted to use this slot to say thank you. We, as employees in the bank have done our share of work. Are you aware of this? Do you know that we workers are necessary and essential? Do you realize that you wouldn't be able to do the work on your own? If you do realize that, please do your bit. Start by not absorbing the profit payout, RAE payout. please establish the different levels of base payment on qualifications and please keep -- stay on top of what your managers do and how they're managing people. Thank you. And so now once again, I would like to thank the shareholders for their attention. Thank you.

[Interpreted] Chairman, members of the Board, shareholders, good evening. I will switch to Spanish now from Catalan. My name is Silvia [indiscernible], and I'm speaking here on behalf of all the shareholders that have appointed our trade union, [indiscernible] to speak on behalf of the employees of this company. We're here to ask for a fair and more equitable and fair model for the bank for the employees who make growth possible in this company. We're talking about everybody who works for the bank. It's hard for us to trust you when you say you take your staff and customers into account. In fact, you've been reducing services. You've been skimping on the payout that you were supposed to pay us and other banks in the banking industry in Spain have not done the same. You have shown your lack of commitment to your staff. Despite the fact that we met your ambitious objectives, you have not always paid things out as agreed, partly sometimes because of opaque instructions and sometimes lack of specifics in the procedure. In addition to this, as a result of the hostile takeover bid, we are now in a situation that has an impact on our working conditions and our job stability. And therefore, we want to say the following. We cannot accept an employment model that is based on overburdening people. Our health and well-being cannot be sacrificed at the feet of short-term profitability. We want a healthy working environment that respects our rights and our needs. Our staff cannot be treated as a disposable resource that is subjected to business decisions that do not consider our well-being at all. And therefore, we demand that our demands be listened to and that those directors adopt a more equitable, fair and sustainable human resources model. Strategic decisions need to be made transparently with the active participation of employees, avoiding uncertainty and fear of loss of employment. We demand our inclusion in participation and profit so that all employees can be -- can enjoy the profit of their labor. W -- the bank should do something for its people with specific fair measures. And therefore, we oppose the absorption and compensation or offsetting rather of the RAE payout, which was due because of the extraordinary performance of the bank that was thanks to the extraordinary efforts of its staff.

Thank you. Mr. Vicenç Garcia Soto, would you please take the floor? Apologies. Mr. Vicenç Garcia Soto.

[Interpreted] Ladies and gentlemen, shareholders, members of the Board, Chairman, CEO, good afternoon. My name is Vicenç Garcia, and I'm here representing itiercyndical, the Trade Union. We also want to express our pleasure to be able to hold once again this meeting here in Sabadell after bringing the corporate office back here. The city has [indiscernible]. But as we have moved back here because it was considered to be of profit for the company. We'd like to congratulate you for this decision. But let's not just believe it because the conditions for leaving are no longer in place. But we can say it does not consider itself a Catalan bank. In fact, a long time ago, we already heard the President Sabadell was a Spanish bank, a very Spanish bank, I see. In fact, in spite of being here in Sabadell, you have spoken in Spanish and therefore, show no regard for the language of our country Catalonia. So mere shareholders, we could acknowledge the excellent results, always looking from a capitalist perspective, which is where companies are seen just as mere instruments for gaining money instead of solving issues and achieving our needs. So from the money perspective, you can ask how much money. And of course, the answer would be the more money, the better. And if they ask you how, then the answer you provide is whatever way, and maybe you don't say this out loud, but this is what you do. And you only define yourselves by your actions, not by what we demand. And of these proposals, we see how the issues that we have now arise. There's an increase in the ill treatment of our customers, making it very difficult to have a fluent relationship with the bank because the world is becoming digital. And that's just an excuse because it is not mitigated for elderly people and by legislators. It's also ill treatment of the staff with a loss in purchasing power of up to 18% in 2024. And with impossible working conditions with a huge amount of activity with a lot of consultations every day about what has been done if you've achieved your goals and partially also with the incorporation of rankings in order to pay objectives. And these rankings only lead to competition between colleagues. And you have the intention of extend this with your variable payout. So we're talking about unbearable pressure, which added on to the uncertainty due to the takeover by BBVA means that we have to bear with everything of the heart is. And the CEOknow, but that is not enough to reduce this pressure. So I wanted to make it extremely clear, this ill treatment to our customers and to our workers makes the profit margin much bigger. And that means that results have been extraordinary, much better than any time in the past. But even so they continue saying that the main asset Banco Sabadell has are the employees, and that's very cynical. And at this point, I want to address some words to the shareholders, small investors. Is it really worth earning a few cents more per share? Isn't it better to ensure that the company's equity leads to improving all? Isn't it important how the EBx companies treat their employees in advance? Because it's not important to these companies who will do it? Or do we just have to look and turn away from what we're seeing. And now I also want to say some words to the other trade unions here present in the bank. Many of them have already given the floor, others will afterwards. For another year, we'll be hearing once again the same complaints, not enough remuneration, pressure at work, something must be doing wrong. If year upon year, we hear the same complaints here. Can we all manage to put this behind us and face together the struggle that we have against this Board that is still putting this pressure in spite of having the benefits? How can it be that we cannot find ways of stemming this issue and that's an initial step towards a definitive solution. Will this be the last time that we come here to complain? -- that you are as worried about this as we are. Isn't it about time that we explore new ways of forcing the bank to face this problem that they won't even acknowledge? Are these not problems that will be here to stay if we don't mind to turn around. This is like consumer goods, the prices really rise. It's really hard to bring down again. So Please, let's altogether try to find a way to stem these issues. And I'd like to remind all of you that the old treatment of workers in order to ensure that the bank has good results is not something that is excluded of the banking sector, but it is shared by all banks in a more intense manner. This commercial pressure with an extremely high pressure controls where sometimes the food have to take as well. It's not just a carrot and stick. This is something which is shared by other banks. We have sometimes excuses that takeover business. You always have to do better than the last quarter. So we have the best quarter in history. And so will be asked to have -- to provide the best results in the history of our Galaxy. It's really crazy. Let's put a stop to all this, the itiercyndical and I will be [indiscernible]. We are working very actively in those places where we have representation, CaixaBank, BBVA and Banco Sabadell in order to create a common front in order to create -- have once again the unity between the trade union. We'll do our best in order to achieve this. You can count on us. And in general, think that you all have children, grandchildren, cousins, daughters. And when working conditions have become worse, they're also theirs become worse directly or indirectly, -- please. I just want to say, well, we weren't expecting any answers from you, but we'll try. We'll try as a Secretary. But these are just mere words you like when you thank us, but we do not buy food with words of thanks. But I do have a question with the increase in the war efforts that we see in the European Union, will you be continuing to invest in the weapons industry?

Francisco Gutierrez Martinez?

Members of the Board, shareholders. I'm Francisco Gutierrez. I'm here representing the trade union [ ALDA ]. As I said, Francisco Gutierrez, I represent the Trade Union [ ALDA ]. And as you know, trade union [ ALDA ] has been taken the floor in this general meeting to give voice to those who could not talk for themselves because we wouldn't be able to present these results and this great growth without the very huge staff that this bank has behind. And I say behind because, unfortunately, our staff, which is the first when it comes to reach the objectives which are demanded of them. And we give shape to those ambitious plans that the bank has. And the first ones that do not weaken under this pressure, we are always left behind when it comes to acknowledge and recognize our efforts. We're always behind everything as always. Like behind. Why if not, Mr Bueno? Can you explain that a good part of our staff once again is not going to receive the profit payout, which has been achieved, thanks to our efforts, the RAE payout when we see an increase of 20% profit up to EUR 20 million. For the rest of the -- the salary has been frozen for the past decade or that your variable remuneration, Mr. Bueno, has increased by 70% this year, but the variable payout for the staff the one that ensures that you can comply with your objectives, once again, is cut back and has limitation. So that Mr. Oliu can keep with his salary, which is particularly high in order to have a nonexecutive role in the bank, and he's one of the main proxy advisers in the sector, while his staff still has one of the lowest remunerations in the banking sector. If we see a considerable increase in the shareholder remuneration with a clear and attractive remuneration policy while your staff can still not have sufficient remuneration policy with motivating working environment. Well, waiting for the answer to all these questions. Our only conclusion is that the staff is right at the end of everything for you. That's why we're there behind, behind everything else. And if that is so, let me say to you once again that, that is a mistake because as I said at the beginning of my taking the floor, the staff is a key part of this stakeholder meeting and so essential because without us, there will be no results to present nor there would be a Board of Directors. The staff has always been there for the bank and now more than ever, in spite of the uncertainty due to the hostile takeover bid with BBVA. And we still continue working really hard although there's no guarantees for the future. We don't know what will happen to us and no information on behalf of the management of the bank. Staff has always done best for customers and shareholders. And in the trade union [ ALDA ] in any situation we'll always be looking after our staff and especially during the current process, where we will ensure that we get the best product of us. So please do not leave us at the end of the list. This staff does not deserve that. And as I said at the beginning, we have been coming to this forum for years and years. So we know very well that the difficult answers are always left without -- difficult questions are always left without an answer. And then often, we never receive an answer. So we make it easy for you, Mr. Bueno. If you don't want to answer our questions, if you don't want to answer the other questions, please don't. But if you -- can you just say yes or no. If the profit payout will, in the end, not be paid out to a large part of the staff, and it will discriminate amongst different members of staff? Will Banco Sabadell once again, stay at the minimum amounts within the collective bargaining agreement, absorbing the B-50 component and therefore, having a negative impact on most of the staff. There are only 2 options here. One is to say, yes, I'm going to leave the staff right at the end of my priorities. And two, no, the bank is finally going to make a step forward in favor of its staff, improving what we have in the collective bargaining agreement, which is a minimum and will acknowledge the value of all the staff of bank and showing that they're willing to look after the staff's welfare as a priority. So it's up to you, Mr. Bueno. What do you choose? And please, I want this all to go down in a minute.

It will. It will. So before giving the floor to the CEO, I'd like to thank all the interventions that have come from the trade union members. I'd like to thank you for your statements and for your messages. The Board of Directors takes good note of them and the shareholders who are here today holding this general meeting, and may have different opinions of some of the things that you have said, but they will also take good note of it. And now I'll give Mr. González-Bueno, to answer the specific questions or make comments.

So thank you very much for those of you who have taken the floor. So obviously, the different comments have been very complex, but the truth is that regarding our relationship with trade unions, right now, we find ourselves in a time of mutual respect and understanding. At a high level, I'd first like to highlight the positive points, where we are very much in line with trade unions and there's many of these. First of all, we've heard about the return of Banco de Sabadell, which was something that happened at the right moment in time, and I think we all agree on that. I'd also like to thank, in particular, Comisiones Obreras and [indiscernible] the 2 trade unions and also the other trade unions for their strong opposition to the takeover bid. And as they very well said, due to the impact they may have on the staff and employment in Banco de Sabadell, but also its impact on the whole fabric of businesses in Catalonia and in Spain. And also, I'd like to thank the staff for the effort that has been made in Alicante, where we really put a huge focus on the efforts there. And it is true. Thank you. And thanks also to all of those who work in that part of Spain. I would also like to acknowledge openly that the success of this bank is thanks to all of us working here and in particular, very much by those people represented by the trade unions. Now there are a few things that I would like to point out, but without being controversial. Regarding the RAE and the absorption of this payout, it's rather complex, but we have Article 5 in the collective bargaining agreement, which lays down that the payments based on results cannot be -- not directly applied or revised in the cases of those who are paid clearly at levels above the collective bargaining agreement. And that's one of the discussions that we have. And the trade unions know that Banco Sabadell was there supporting the signing of the collective bargaining agreement, and we signed it between all of us, and that was because all the parties agreed. And what did Banco Sabadell include there? It was that in order to compensate this lack of compensation that we had in the bargaining agreement for those that have higher salaries and to do it more equitable manner, to ensure there is a linear compensation for all our staff according to the extraordinary results. So, there's obviously satisfaction part of the trade unions and I want to insist that the results achieved have been transferred to everybody here. Regarding the support of the bank, which is what they talk about when we talk about the enormous effort that is being carried out, and that's why we have acknowledged that. Commercial growth was 136.7% so nearly 137%. And that is what we are recognizing for variable pay. I do have to say that your surveys are all anonymous no matter what. And the reason we commission them from outside firms is precisely for that reason, to ensure that bank personnel will not have access to individual data but only aggregate data. Those surveys about the mood amongst workers about their working climate have really helped us. And in fact, we are 7 percentage points up in 2024 compared to 2023, and they're really, really useful to us. I really must stress this point. And those surveys are completely confidential. Everybody in the Executive Committee is very much on top of those results, and they are reviewed and of the results of those surveys have an impact on the variable pay of those with management responsibilities. Now about training. Training is a very interesting thing. It's really good for the bank, of course, because it improves our ability to serve through well-trained staff. But training also means capital for those who work here. A high percentage of the commercial network received training in 2024. On average, 58 hours through the year, which is in line with the standard and with the -- and appropriate. We fully identify with our employees, and it is absolutely true that it is together that we all have achieved the success has that has led to good results and to remuneration for our shareholders.

Mr. [ Josep De Marfa ] has the floor.

Good evening, everyone. My name is [ Josep De Marfa ]. I am a pharmacist and an economist. Yesterday, Mr. Roca asked me to speak for no more than 3 minutes, and I will stick to that because otherwise I'll be in trouble. Trusting Banco Sabadell is something that gets rewarded, and I'll explain that. Let me start at the beginning. My great grandfather, one of them, we all have 4, was a jew from Thessaloniki who came to Catalonia and did two things straight away. He learned Catalan in just a couple of months, and shortly, the whole family had switched to Catalan; and number two, he bought Banco de Sabadell shares. They were not listed in the stock exchange, but they could be bought. He was a smart fellow. If he wanted to stay in Catalonia and wanted to do business here, he made shuttles for mills. I mean, if you hear the word shuttle, you might think it's about military spacecraft or something. But no, no, it was textile sort of thing. And he realized that if he was going to do business here, he had to learn Catalan, and he had to work with Banco Sabadell. As to myself. When Banco Sabadell shares were falling and falling further and further and further, and everybody was saying, Oh, we're going to hit rock bottom, let's sell, let's sell, let's sell and everybody shares, when the share dropped down to EUR 0.25, I personally decided that I, myself, my businesses and my family would do something. And 25%, it's a sacred number for jews. When we hit EUR 0.25, I started buying. By the end of the day, it was EUR 0.27, and then later, it was EUR 0.28, and it was over EUR 0.30 by the end of the week. As of the day before yesterday, EUR 1.75 -- sorry, EUR 2.75, which I bought at EUR 0.25. So that's 12x what I spent. So leaving aside the purchase, our profitability was 1,000% excluding dividends. So we did well to trust in Banco Sabadell. My great grandfather, my grandfather, my father and myself. And then there is the dividend on top of that. I am a founder and vice president of an association called [indiscernible]. It's an association of small and medium holding shareholders. It wasn't just set up now. It was set up many years ago. We've always tried to contribute to the bank sometimes in favor, sometimes against to what the people at the top wanted, but Mr. Oliu is aware of our contribution. All of us are quite against the takeover bid or let's be clear, against the takeover bid in its current terms. So the terms and conditions would really have to change. The value offered or the price offered to shareholders would really have to climb high before our group shareholders could change its mind on this. But right now, we are dead set against it, particularly now that we've returned to Sabadell. Now that said, we also believe that we need to leave behind a strong enough structure in Alicante. Sabadell has a good relationship with the community of Valencia and Valencia has a good relationship with Banco Sabadell and so we should leave a significant structure behind in Alicante even though the main headquarters are and should be here. The compensation to those who believe in Sabadell is quite clear. You see I have it. But that should also apply to employees. Now with the takeover bid, this is something you probably can't do. But once the hostile takeover bid has failed, then the employees deserve something. Sabadell for Sabadell.

Mr. Chairman?

Mr. [ Josep De Marfa. ] Thank you very much for what you just said. As you know, we've overcome many challenges over the years. I'm very pleased that you and many others had the foresight to buy shares when they were so low. That showed your faith in the management team and the Board, and you trusted that we would be able to climb back up again in the stock exchange. This was after years in which we were hit by the financial crisis and the real estate crisis, and we also had to then experienced the impact of the TSB failure or situation rather with IT. We have a very good resource for the bank now. I mean -- and of course, as you know, over half of the Spanish financial system became extinct at the time of that crisis, but we managed to climb back up again, and our solvency is higher than the rest. We have 13%. We have very good NPL ratios and -- or NPL coverage rather. And we should also point out that the Spanish financial system after the financial crisis received the support, sometimes criticized, but we did receive the support of the European Central Bank and its supervisory functions. So I can tell you that risk today is well tracked and supervised in Sabadell. Our risk concentration and the way we use models to analyze that is nothing like what we had in 2007. 2007 is when I realized that a serious crisis was approaching. Anyway, this is a safeguard. We have a young management team led by the CEO, who is fully dedicated and very successful. And this is good for the future. We will face new challenges in the future. Our current challenge is the takeover bid. You point out that this is also a matter of price. But as I said in my speech, one of the issues is relative value, but another issue is the project itself and the risk involved in any individual banking project. Banco Sabadell as a project is a project that we know well. It's a Catalan bank. The gentleman who spoke earlier, [ Mr. Vicente Garcia ] was asking whether we were Catalan. You Mr. [ De Marfa ] was talking about the need to speak Catalan. I already apologize at the outset for giving my speech in Spanish because of many people are following this meeting remotely online and sometimes when we say things in Catalan, our CEO understands a lot of what we say, but he doesn't understand 100%, although he's learned a lot. I also need to say to you and to Mr. Garcia that we always wanted to be amongst the Spanish banks, the Catalan bank. And we are. We are the only Spanish bank that currently has its seat in Catalonia. And even though we moved to Alicante, we remained the Catalan bank. Now you are right about one thing, about Alicante. We will not move away from Alicante. We have our excellent -- our technological excellence center there. We have a very strong relationship with the University of Alicante and the Miguel Hernández University in all Elche. All AI applications, all technological implementations done within the bank will be done through our center in Alicante where we have people who are fully committed to internal innovation within the bank by using technology created elsewhere and also technology created in the universities in Alicante. We're also in touch with other organizations and Alicante to remain significantly present there. We're very pleased to be back here in Sabadell for sure. But we also missed the warmth of Alicante and we will continue to do things annually or some kind of activity annually in Alicante to stay in touch with all of those people that we become close to there. Thank you very much. And of course -- I mean I will let the CEO take up some other points raised because that -- issues of salaries and employees and HR are up to him. But I do join you in your statement that our bank's employees deserve to be listened to because they are the ones who are facing the customer. And they're the ones who know our clients. They are our competitive edge. Thank you very much.

Jose Antonio Alvaro?

I'd like to congratulate you for the very good work performed in 2024, where you have had a profit of EUR 1.827 billion, 13.7% more than 2023, which is the second year with a historical record. This helps us increase the interest rates and makes the economy run better. I would like a huge round of applause for the Board of Directors, the CEO and the employees of Banco Sabadell. Mr. Chairman, Oliu Creus, CEO, César González-Bueno, you have a very important milestone to reach for the next few years, which is to decapitalize Banco Sabadell. Although it's now in the free running increase, it can still reach high value we had in 2008 with EUR 7 per share in 2008. I have a 45% handicap index. I will not be selling my shares for the takeover bid, but I think most of shareholders present here will because I think if we have managed to stay with the bank with shares down at EUR 0.262 in 2020. And the analysts give a value of EUR 3 per share. If we're now at EUR 2.70. I think he will be able to take the bank to that EUR 5 figure that we had in 2008 per share. Therefore, I'm not going to listen to the sign songs because apart from shareholders, many of us or most of us are also bank customers. And in my part I have been very well treated by Banco Sabadell. In my case, I've been a customer since Banco Atlantic was bought in 2003. Today, Banco Sabadell is the fourth banking group in Spain. That's why I think that we do have a future. And it's not worthwhile to join BBVA. I will ask you a question about dividends. EUR 0.204 per share in 2024. I think that's good. For 2025, you say you're going to give a minimum of EUR 0.204 for 2025 at least. Now I'm asking whether these dividends are here to stay or whether when everything has calmed down a bit and the BBVA takeover has failed, will you keep them at that level? Will they drop? What's going to happen? Will there be capital shared above 13% for the repurchasing of shares at EUR 18.60 a share. In 2023, the Chair of the CNMV asked all banks to not present shareholder repurchase of -- share repurchase as a solution to all shareholders because it basically only benefits the shareholders that sell their shares. Because in order to achieve greater levels of capitalization, there are many other factors that come into play. Therefore, I ask of the President and the Board of Directors to increase the value of the dividend to be paid to shareholders but in cash. Fourthly, today would have been a good day to offer a cocktail to all shareholders attending this meeting. And share -- being able to share with you, an hour in a pleasing and relaxing environment. But this year, as that won't be possible, for me it's a delight to be able to request that for 2026. And I ask of our dear President, Mr. Josep Oliu. And I hope he will be happy to accommodate this. Thank you very much.

Thank you very much Mr. Alvaro. Well, this cocktail for next year. Yes, that's a promise. You'll have it. Okay. Good. Let's see. Regarding remuneration. You're quite right. So what is the outlook? What is our perspective for remuneration? Well, as we said, the CEO and the management team are working on the plan for the next few years. I have already said that the plan, of course, has to work upon baseline. It has to obtain results that can provide sustainable dividends. And I think I'm answering you with that. But I still haven't been able to see the plan for the following 3 years. But in the financial outlooks that we are working with, which are not plans, we do work with some macroeconomic hypothesis and these -- they have an interest rate, which is not the same as what we saw last year. But possibly, this year, interest rates will be even higher. So we have some forecasts where we have interest rates around monetary neutrality, as we said, which is of 2%, but we are not yet at 2%. So we're working with this hypothesis of how the macroeconomic scenario is going to work out. We're being cautious. And I think that the management team will be able to provide also a lot of satisfaction this year just as it did last year. Whatever the bank does in the future is based on this, at least from my opinion. What do you ask about dividends EUR 0.20 per share? EUR 0.204? This is something that I understand that shareholders will value something positive. Regarding the results of the bank for the financial years, there will be sustainable, as I said. And if the results are sustainable, then the dividends will also be sustainable or they could even be improved upon. And that will depend, of course, on what we do as of now. Generation of equity and shareholder compensation in the world of investment in stocks, shareholder remuneration is seen both as dividends and also when there is a buying back of shares. And I find myself in the same situation as you because one thing is dividend goes to shareholders' pockets. And another thing is the share buyback programs. But for us, anything that is above 13% is excess or surplus capital. This has been defined by the council -- sorry, by the Board of Directors like that. And if the ECB doesn't say anything differently, that will be more or less where we stand. So this compensation which, as you say, is something that the stock exchange regulators not so much in favor because it's -- it's not the same as the dividend, but it's something that financial markets like. So this buyback of shares has different characteristics and the Board will be looking at this. And obviously, next year, I haven't said that whatever is over 13%, the bank will commit to buying back shares, but it does commit to pay back to shareholders in one way or the other. It can be either by dividends, both ordinary and extraordinary dividends or via share buyback. This year, apart from minority shareholders, as most of you who are present here today, but they are also institutional shareholders that try us to get to do the opposite. So especially those investment funds, indexed shares, long-term shares, they, of course, want the share price to rise. When it comes to buyback of shares, this has a lot of effect, which is that the share has a greater part of liquidity. And therefore, that mathematically means that the [indiscernible] raises if everything else remains unchanged. So it depends on a lot of things. And what you can expect will also depend on other things. Well, the EUR 5 business, I don't think it was quite, quite EUR 5 if it was properly calculated because there was splitting -- when they were at EUR 8, there was a split. And then there were also the capital extensions. But as you say, we haven't yet reached those high points that we saw in the past. But neither us nor any other banks within the system, because the financial world from that point in time up to now has changed and 2 things have changed. One of which is very important. One is the capital requirements that we have to have. When that happened, they used to say in the markets, I think we had capital -- and we said the 6% was enough. And anything above 6% was surplus. And actually, if you have 6% now -- and with the same performance that the bank has had and you -- we now have 13% and we dropped this to 6% but 7%, our payout to shareholders would automatically be much higher because we have the same performance. The risk the bank will run will also be much higher. And that maybe would take the listing price back to where it was. But of course, that unfortunately ceased to exist and was no longer possible after the financial crisis and with the new regulatory framework. So well, I myself, with 3 years or between 3 or 4 years up to right now, I'm quite pleased. Thank you very much.

[ Clara Balma? ]

Good evening. I'm [ Clara Vera Balma ], and I'm here representing the Campaign Banca Armada bank with represented 72,900-odd shares. Once again, we are here to denounce the financial relationship that you have with the arms industry that contributes to conflicts and the global rearming. This situation not just leads to severe danger to global security, but also takes us to the darkest times in Europe's history. And we'll give you some data to support that. In the current situation, we want to say that there is an unprecedented militarization in Europe with an alarming increase in the expenditure on arms. According to the institute for peace in Stockholm, there's been a maximum in history of $44 billion in 2023. And both United States and the European Union within NATO, want to increase it to 3% or even 5% of GDP. The EU countries are increasing their defense budgets exponentially on the pretext of the war in Ukraine and global tensions. And that benefits directly the weapons-producing companies. So the planned ReArm Europe, which has been announced by von der Leyen wants to [indiscernible] EUR 6 billion over the next 4 years in order to expand the defense industry within the EU. And in this context, we want to point out that Banco Sabadell is still part of the ranking of the banks that invest in this sector financing the arms industry. It is true that it is in the eighth position with a lower level of financing than in previous year, but there's still a lot to be done. According to the data and report that we'll be publishing in March, Banco de Sabadell has dedicated $49.72 million in companies in the arm sector in Spain, mainly between 2022 and 2024. And specifically, it has over $43 million to Innova, which is company that makes military aircraft and has multiprice benefits by 10 in the past years. And it will also benefit from the growth of military spending in Europe, and it also has $5.79 million in mechanical engineering, specialized in advanced weaponry that works together with Elbit Systems an Irish and Israeli company that is responsible for genocide in Gaza. And also BlackRock is one of its main investors that also speculates in housing and also invest largely in fossil fuels. And this has devastating consequences. The expansion of the arms industry not only increases conflict, it also increases pressures on the internal level and the conflicts between countries affects millions of people who are in a situation of vulnerability. The war in Ukraine, genocide in Gaza, and other geopolitical tensions are leading to even greater demand for weapons. The militarization of borders has also translated to the death of migrants in the Mediterranean and other dangerous routes. Finally, we want to make a call for responsibility on behalf of Banco Sabadell and its shareholders. Right now, you are in that eighth position in the ranking. What are you going to do when it comes to the reweaponization of Europe? Are you going to continue helping the sector to grow? Or are you going to do more in order to disinvest in the business of war? Are you going to live up to your CSR when it comes to weapons to ensure to have transparent figures that can be audited by the civil society? Will you publish a list of companies that will be -- that are involved in genocide? Or will you always use confidentiality excuses in order to not provide information and continue just keeping policies that are worth nothing. Dear shareholders, a lot of people trust the savings to this bank. But probably most of you do not know about this type of investment. So we encourage you to demand responsibility, accountability and have nothing to do with the war sector. I hope next year, we will come back here to say that Banco Sabadell has gone at a better position in ranking. But -- and we hope that this is the last time that we have to come here to denounce your complicity with the arms sector and will continue reducing your position in the ranking. Thank you.

Thank you. The bank has taken on different codes and commitments. It has a policy regarding the defense industry. It was reviewed in 2024. We should also say that we apply the 10 principles of the Global Compact of the United Nations regarding human rights, workers' rights and the environment. And so the second principle says in terms of security and human right protection, the right of countries, the right of countries to defend themselves and protect their citizens is acknowledged, and therefore, they are also entitled to obtain what is needed for this purpose. And that is the Global Compact of the United Nations. Nevertheless, we have a more restrictive policy than that.

Ms. [ Maria Isabel Pons Laplana ] has the floor.

Good evening. My name is [ Isabel Pons ], and I'm here representing the partners of [indiscernible], who are investors and also people with savings in Banco Sabadell. We also welcome the return of Banco Sabadell to Catalonia. As we stated back in the day, there was no need for you to leave Catalonia. You contributed to scaring your own clients. So we welcome the bank's return home. Secondly, you have mentioned record profits this year, 37.6% higher than in 2023, 55.1%, whereas 2023 saw 55% more than the previous year. And this against a backdrop of high inflation and therefore rising interest rates domestically and internationally. You've been able to transform this into your lending with fixed interest mortgages at up to 3.98% interest rates. What you have not done is improve the yield of deposits in the bank, which have barely shifted. You know this is a very important product for people with small savings and it's all being encouraged to go to other products with a very unclear profile. It's very good that you're trying to reward and remunerate your shareholders with anything that is above 13%. But how will you manage to keep to all your commitments then in 2026? In any case, I feel the need to remind you of all of this. Currently, the expectation is that interest rates will drop. There are some announcements from the European Central Bank in terms of lowered expectations. Sabadell is the second bank in Spain in terms of how much extra capital will be demanded of it. And we're going from 4.8% fixed to a progressive rate in Spain over 7% for any companies where the margin is higher than a certain figure. And then there was also a difference in the anti-cyclical buffer. That will mean a 0.5% increase in the required capital. For all Spanish banks, this will entail an additional cost of EUR 3.75 billion. Capital grew to 14% last year, yes. But this is still low. Are you expecting to improve your solvency ratio? Why not take advantage of your all-time high performance and try to place yourselves in line with the European average? Now regarding the takeover bid from BBVA. You have your floor clauses -- you have your floor clause compensation the way you're dealing with your customers, all sorts of other things that we pay a lot of attention to. We have to say that we're getting better service as customers from BBVA than from this bank. So can we do something to improve the way you cater to your customers and improve things for people with small savings? In earlier -- in other years in shareholder meetings, we've talked about the sustainable investment vehicles promoted by the bank. Today, you have mentioned with great pride the fact that ESMA in February of 2024 said that funds linked to sustainable development goals are not performing any differently in terms of real impact compared to standard mutual fund. So my question is, are European regulators are faking the situation or are you greenwashing? Also, investments that contributed to the destruction of the environment or to the arms industry is something that still concerns consumers. Do you not think that shareholders, particularly the smaller shareholders that our association cares about are entitled to know what their money is being invested in? Last year, Banco Sabadell paid EUR 157 million in terms of the bank tax. That was 1.8% -- 11.8% of its profit, the highest rate in Spain. That said, the company tax for banks is still fixed at 15%, whereas other companies are paying 20%. So instead of opposing an extraordinary profit, you should consider that you're helping to repair and to offset the harm caused by the banking industry that the bank profited from in its purchases at the time. We, our association will continue to defend small shareholders and small investors. We trust that the bank will be more responsible, and it will ensure a fairer treatment between consumers and investors and will contribute to stability -- to economic stability in this country. And we also welcome the return to Catalonia. Thank you.

Thank you very much. You have raised a great number of points. And I'd like to thank you for welcoming our return to Sabadell. Given the name of this bank, where else could we have returned to? But I would like to focus on what you said about the takeover bid. There were so very many comments on this point, and it's such a topical point that we should perhaps focus on that. Now the capital objective for the bank is 13%, if you talk about solidity. For BBVA, it's 12%. So according to that very basic metric which is quite reliable, our solvency ratio is better than BBVA's. But in addition to that, we operate in less volatile markets, which should, at least in principle, require lower capital requirements. The fact that BBVA has more operations in emerging markets, 70% of their profits are made in emerging markets, should not deliver more solidity. You also said the takeover bid was attractive to small shareholders. That's not the fact. That's not a fact. Anyone who cashes in their shares according to the current relative price would be losing money. Now as to the future. Dividends are an issue, it seems. Well, the short-term dividends for Sabadell are very powerful, EUR 2.1 billion for 2024, EUR 2.2 billion against 2025. The amount charged to 2024 is the highest in the IBEX 35 at this point. Why do we think dividends will be higher in the future in Sabadell? Well, for a very clear reason. BBVA has a higher ROTE, but because they're in emerging markets, 70% of their profits come from emerging markets, as I said before, BBVA needs to increase it's risk-weighted assets as a result. So prices are higher in those emerging markets, but those emerging markets generate less capital. Something else that's clear in their own website. About $1.7 billion a year are estimated to be required to hedge for currency exchange because more of their currencies are subject to inflation. Another topic that you raised, an interesting one, complaints. Complaints before the Bank of Spain, I'm not sure about ICAE, but complaints addressed to the Bank of Spain against Banco Sabadell account for 4.9% of the total. Complaints against BBVA, which is marginally larger in terms of lending in Spain, account for 17%. So 3x as many complaints put to the Bank of Spain, which is the only fully known metric here. So obviously, we do need to continue improving in the day -- in the way we deal with complaints. But 4.9% is a much smaller share of complaints than our market share is in Spain.

Well, just one last coming from the floor. But before that, I would like to say that I'm very surprised that the consumer association asked for more capital. Well, I don't -- I'm not surprised by trade unions asking for better conditions for the workers because that's their role. But -- and I'm not surprised either by the fact that the associations working against arms want arms control, demand that also. But that it got asked for more capital, which is what usually the ECB demands of us is quite surprising. Because if you think about this, probably if we have more capital is either a lower payout to shareholders, all of you, so the lady is asking for a lower payout to all of you or either asking for something even more contradictory, which is a greater repercussion to consumers of the prices that have to be paid. So I'm sorry, from all the things that you said, this is the one thing that I think that should be reviewed.

The last speaker, [indiscernible]

Good evening. I'm speaking on behalf of the association of shareholders [indiscernible]. We set up association in order to face the BBVA's takeover bid. But today's day for happiness, the bank has come back home. We have once again been able to hold our general meeting here in Sabadell, which was the most important meeting in this city for many years. So first of all, the bank has come back home, and it does it because it wants to strengthen its identity for the future. So that is the first reason for being happy. Secondly, we have to also thank the Chairman, the Board of Directors and all the owners of the bank for the good results of the bank in the past years, really spectacular. We've seen a lot of figures showing it. And this justifies that we should not accept the BBVA bid. There's no further reason to explain that. Just the results themselves speak for themselves. And just one final comment. Banco Sabadell is the most important banking entity we've had in Catalonia. None other bank throughout history in Catalonia has reached as far as Banco Sabadell. The companies are successful apart from good management capital and so on. They have a soul. And Banco Sabadell has a soul. The ones who set up the bank in 1981 wanted to finance the companies and wanted to strengthen the business fabric of the country and they've been continuing to work in that sense, they've been financing small and medium-sized companies very importantly. And that is the soul of Banco Sabadell. And we're represented by all these, by the minority shareholders because for years and years, our families have believed strongly in the bank. And we want the takeover bid to fail. We really have to show a very clear vote of confidence in favor of the Board. They're doing things very well. And we that make up the heart of this bank cannot allow our story of success to end in such an abrupt manner with this takeover bid of BBVA. So I'd like to actually encourage you and thank you.

Well, I have understood Mr. Roca that there is no more interventions from the floor. So now we can move on with the voting. So I would like to indicate that right now, the voting that could be done via telematic means has now ended. On the other hand, I also want to point out that when exercising the right to vote, we will calculate all the votes that have been delegated and we'll take into account if they are against, abstentions and whatever. And we're also take note that if there's any kind of incompatibility between the delegation of the proxies with this will be replaced by myself that will take up the position of the delegated votes. Having said that, I think as all of you, as you have all the documents at hand that will be voted upon, you will accept that I can just very briefly read through them doing this very quickly, and you, at any point of time can ask the secretary to make a word by word reading of all these. But I want to really sum this up so that we can speed things up a bit. So if you have any comments, please go ahead and ask for the floor. Well, always after having made each item out in brief, we will ask for votes in favor, votes against and abstentions. I made a mistake. First of all, negative votes, abstentions, because we will understand that all the remaining votes are in favor. Thank you very much. So let's go to the first item on the agenda, which is to approve the individual expenditure, the balance sheet and statement of changes, consolidated all corresponding to the exercise up to December 2024. And the actions carried out by the directors of Banco de Sabadell, Sociedad Anónima in the year going from 1st of January 2024 to 31st of December of the same year. Votes against? [Voting]

Abstentions? [Voting]

So the first item is approved. So second, to approve the consolidated nonfinancial financial statement and sustainability information of the bank for the same period. Against -- votes against? [Voting]

Abstentions? [Voting]

So it is -- the second point is approved. So let's move on to item 3. Approve the reactivation of the repurchasing program. So because this is linked to the next point, which is a new repurchase. So we will approve the -- which was initiated in 2024 for EUR 340 million. Before the suspension, there had already been EUR 392-and-something million. And now the -- we have an additional EUR 247 million for the repurchase program. The current regulation is what is in force. I think, I have the -- well, I have skipped point #4, but it doesn't really matter. Well, item 4 is the most important one. If not, you won't receive any payouts. Well, sorry these things can happen. So let's move back to item 4. We want to approve the new shareholder remuneration for the proposed by the Board of Directors and also take into account its approval comes into effect after this general meeting of shareholders. And once the period is over, the Board of Directors of Banco Sabadell will modify the shareholder remuneration pricing in accordance with the Capital Companies Act. Votes against? [Voting]

This gentleman over here, please take note. Abstentions? [Voting]

Okay. So now we're going to move on to item 3, which is approve the Board of Directors' proposal for allocation of the results and dividend distribution, consisting of distributing their profit obtained in the following manner. For voluntary reserves, EUR 409,803,148.85; legal reserves zero euros; reserve for investments in the Canary Islands is [ EUR 145,400.37; ] dividends, EUR 1,095,866,785.33 and paid on the 28 of October 2024 it was EUR 0.08 per share as appointed and paid on the 28 of March, EUR 0.1244 per share. Votes against? [Voting]

Abstentions? [Voting]

So the third item on the agenda is approved. The fourth item has also been approved. And the fifth item is a very long one. It's written in a very lengthy manner, and the Secretary will sum it up.

Well, the bid I already read out. I don't need to repeat that. So the goal is to reduce capital structure by amortizing the shares for an amount of EUR 247 million, the maximum price per share will not be higher than the prices of the independent offer in the negotiations when it is the volume. The purchases on any given trading day may not exceed 25% of the average daily volume. The beginning of the program will be 31st of March 2025. It will conclude no later than 31st of December 2025. And this, in turn, means that we have to approve the reduction of [indiscernible] with the shares that we bought. This reduction will be up to date of the next general meeting. And this reduction that we've mentioned does not lead to a return to the shareholders when the reduction of the capital is carried out. And the Board of Directors is especially empowered as broadly as legally possible to carry out these agreements and also empower to any necessary operations that we need. And apart from that, in order to conclude this point, the -- we present this to the shareholders according to what is set out in law and also for the national securities markets and take into account the retribution schemes for shareholders. Votes against? [Voting]

Sorry, abstentions. [Voting]

No one? Okay. So Item 5 is approved and the sixth is similar. The sixth, I'll do it even quicker, if you allow me because this is a new repurchase program, which has the same characteristics as the -- but with a different amount, a different amount, which is EUR 755 million, and there's a maximum number of shares that can be repurchased. It depends on the average price carried out. But it will not be in excess of 538,769 shares, and this will start on the next day after this program has been published. And the Board will also be able to carry out the execution of these agreements with taking into account all valid elements and with the final approval of the Board. Votes against, abstentions. [Voting]

So this item on the agenda, item will be approved. So Item 7 has to do with amending Articles 50 and 59 of the Article of Association, including the prohibition that we will have independent directors that can be in other types of banks or insurance companies in Spain or within the European or also other similar type of companies within the Banco de Sabadell consolidated group. So this is also reflected in Article 59 of the rules. It says that all the conditions that cannot be -- who cannot be a member of the Board of Directors. Votes? Against? Abstentions? [Voting]

So Item #8 on the agenda, we'd like to say that this is something that we just informed about, but it will not be subjected to voting because it's up to the council of the Board. But we inform that as a consequence of the modifications in the prior Articles 58 and 59, the regulations will be amended accordingly. So I just have to inform you about this. Okay. So the meeting is informed. Next item, Item #9. There are different motions to be voted under Item 9. First, to appoint Mr. César González-Bueno Mayer to the Board of Directors for a term of 4 years with the status of Executive Director. Against? Please note. Abstentions? [Voting]

Approved. Mr. González-Bueno is reelected or reappointed as a director. Second motion under agenda Item 9, to reappoint Mr. Manuel Valls Morató as a member of the Board of Directors for a term of 4 years with the status of Independent Director in this case. Against? Abstentions? [Voting]

This second motion is adopted. Third motion to appoint Ms. María Gloria Hernández Garcá as an Independent Director. This appointment is made to fill the vacancy on the Board. Against? Abstentions? [Voting]

And the fourth motion under agenda Item 9 is to appoint Ms. Margarita Salvans Puigbò as an Independent Director for a term of 4 years. Against? Abstentions? [Voting]

Motion is carried. So agenda Item 9 is fully adopted. The next item is 10. It's a motion to approve the maximum limit applicable to the variable remuneration for members of the group's identified staff at an amount equivalent to 2 years salary. That's 200% of the annual fixed remuneration assigned to each of them. The group consists of 129 members and their list has been made available to shareholders at the same time that the notice was given of this meeting. Votes Against? Abstentions? [Voting]

Motion is carried. Agenda Item 11 has a motion in accordance with the provisions of Article 264 of the Limited Liability Companies Act to reappoint the audit firm as auditors for the annual accounts of the company, consolidated annual accounts for 2025. Votes against? Abstentions? [Voting]

Motion is carried. Item 12. The motion with regard to agenda Item 12 consists of expressly empowering, if you agree, the Chairman of the Board and the Secretary of the Board and the Deputy Secretary of the Board or whoever replaces them to implement whatever is required in order to carry out and register and record as appropriate all of the decisions made at this meeting. Vote against? Abstentions? [Voting]

This motion is carried, and we move on to the last motion. This is a vote is -- this is a consultative vote that we put to you. The Board of Directors has drawn up and published the annual report on director remuneration with the content as per legal provisions. And the report was drawn up in a free design format as permitted by Circular 4 of 2013, accompanied by the mandatory statistical appendix, which does conform in format content and structure to the requirements of the circular. As provided in Article 541 of the Capital Companies Act, the report is put to the general meetings of shareholders for a consultative vote. Votes against? Abstentions? [Voting]

The motion is carried. This was the last item on the agenda. Voting is therefore finished for this shareholders' meeting. I'd like to just conclude by saying thank you to those who have taken the floor. Thank you to those of you who have attended. And thank you for the trust you have now placed in the management team for its management and in the Board of Directors for its own role. One last thing I want to say. Mr. [indiscernible] said today is a day of joy. Let me tell you, my day of joy will be the next shareholders' meeting to be held here in Sabadell. The meeting is closed. Thank you very much, everyone. [Portions of this transcript that are marked [Interpreted] were spoken by an interpreter present on the live call.]