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At its meeting today, the Board of Directors of Iberdrola resolved to call the 2024 General Shareholders' Meeting of the company to be  held on 17 May. 

Iberdrola has been committed for years to strengthening dialogue with its hundreds of thousands of shareholders and to achieving their maximum involvement in the company's most important decisions. For this reason, for the third consecutive year, the Board of Directors has proposed an involvement dividend, being the only Ibex 35 company that rewards its shareholders for participating in the company's most important event.

If this new incentive is approved at the General Shareholders' Meeting on 17 May and a certain quorum is reached, Iberdrola will pay an additional amount to all its shareholders entitled to participate in the General Shareholders' Meeting. The percentage of the required quorum as well as the amount of this involvement
dividend will be published in the coming days, along with the announcement of the meeting.

The agenda of the forthcoming General Shareholders' Meeting includes 22 proposed resolutions, among which are amendments to the By-Laws, with the objectives of reinforcing the continuous and permanent engagement of shareholders in the life of the company and fostering their effective and sustainable involvement in the company.

Also included are updates relating to Iberdrola's position as a holding company of the group and to the Director Remuneration Policy, given the deadline established for its review by the shareholders at the General Shareholders' Meeting. 

In addition, it is proposed to approve the annual accounts, the management report, the statement of non-financial information, the dividend for 2023, and two new editions of the "Iberdrola Flexible Remuneration" optional dividend system, as well as the re-election of three members of the Board of Directors.

In particular, it is proposed to the shareholders at the General Shareholders' Meeting to re-elect Ms Nicola Mary Brewer and Ms Regina Helena Jorge Nunes as independent directors and Mr Iñigo Víctor de Oriol Ibarra as external director. It is also proposed to maintain the number of members of the Board of Directors at 14. In this way, the company consolidates the high level of independence of its members, as well as their diversity, at all levels.  The wide range of age, experience and origin of the directors, with six nationalities present on the governing body, reflects the company's firm commitment to diversity. 

In addition, Iberdrola has a balanced presence of women and men on the Board of Directors: external directors are distributed 50/50 between both genders, and no gender has a representation of less than 42.86% of all directors. In fact, this company has been ahead of the requirements in force, complying uninterruptedly, since 2021, with the target of 40% of female directors set for the end of 2022 in the Good Governance Code of Listed Companies, and with the minimum presence of each gender in 40% of the non-executive members or 33% of the total members set for 30 June 2026 in Directive (EU) 2022/2381 of the European Parliament and of the Council.

New share buyback programme

At today's meeting, the Board of Directors also agreed to implement a new share buyback programme, which is scheduled to start on 23 April. The objective is to comply with the group's commitment to maintain a stable number of shares in circulation, on which earnings per share are estimated at around 6,240 million. 

To this end, subject to the agreement of the General Shareholders' Meeting, Iberdrola will redeem a maximum of 183,299,000 treasury shares, representing 2.854% of the company's current share capital, including those acquired through the buyback programme. 

The General Shareholders' Meeting, a sustainable event 

Iberdrola remains committed to its leadership in the sustainability of all its processes, including corporate events, as provided for in its Sustainable Management Policy. Its General Shareholders' Meeting would be certified as a sustainable event for the ninth consecutive year. This recognition is awarded by AENOR, based on compliance with the requirements of the ISO 20121 standard for sustainable event management, and by the Basque Government's public company IHOBE, through its "Erronka Garbia" seal.

These certifications accredit that all of the Board's processes - from planning to after the event - follow sustainable criteria in order to ensure accessibility, minimise environmental impact, help the local community and groups in vulnerable situations and raise awareness of sustainability. 

Iberdrola was the first Ibex 35 company to obtain this certification in 2016 and to renew it in 2019. In 2020, the company was a pioneer in certifying the sustainable management of both the Board and the results presentations and Capital Markets Day.