Top banker Orcel and Santander head to court over disputed CEO offer

A hearing pitting Andrea Orcel against Santander (SAN.MC) over the withdrawal of an offer to make him chief executive began on Wednesday with the Italian banker and the Spanish bank’s chairman Ana Botin both present at the Madrid court.

Following are key quotes from the hearing:

SANTANDER CHAIRMAN ANA BOTIN

“Before the December board meeting, Mr. Orcel told the bank that he refused to use the 13.7 million (euros) that he was to receive from UBS to reduce the buyout payment.”

“The December board meeting tasked (Secretary General Jaime) Perez Renovales with formally notifiying Mr. Orcel of the board’s discontent because Mr. Orcel was introducing new figures, knowing they were very high for Santander.”

“The board asked Mr. Orcel to discount the 13.7 (million euros) from the 35 (million euros total package) and to continue negotiating.”

On the reduction of the deferred payment: “It was fundamental. The figure that we thought reasonable to bring to the shareholder meeting was significantly lower than that.”

Asked whether Orcel was an expert negotiator in complex situations: “The best in our opinion.”

“Orcel’s appointment was never formalised. The contract was never fulfilled.”

“In 30 years I have never seen a contract where a maximum figure was given…The maximum figure was to be negotiated and Mr. Orcel was supposed to do everything possible to bring it down.”

“For decades Mr. Orcel was the bank’s most important strategic advisor…We were fully confident that we were not competing (with UBS).”

“We were negotiating the buyout figure until December, and there were different positions within UBS’ board.”

“The buyout figure was not agreed, the maximum figure was set and the board decided to communicate the appointment on the basis that the overall package would be in line with the market. But the board did not approve the buyout figure”

“Context is what matters. The opinion of some of the board, or one board member is not the position of the board, not if it’s about something important, something which must go to the shareholders. That’s how these informal exchanges should be understood.”

SANTANDER LAWYER JOSE MIGUEL FATAS

“What Orcel is saying now is ‘I should be compensated for what I have lost from UBS’, which has never been sought in this claim, and this party considers it is not part of the claim.”