In a dramatic turn of events on March 27, 2025, OHLA, the construction company formerly known as OHL, faced significant upheaval as key shareholders resigned from the board amidst escalating tensions. The departures included José Elías, the company’s vice president and second-largest shareholder, who owns 10% of the firm, along with fellow investors José Eulalio Poza, Antonio Almansa, and Josep María Echarri, collectively holding around 6.5% of the company’s capital.
The resignations came just before a scheduled board meeting aimed at addressing serious allegations against Almansa. He was under scrutiny for selling five million shares between March 13 and March 17, potentially utilizing privileged information regarding ongoing litigation with Kuwait that could cost the company 40 million euros. The fallout from these actions has sent OHLA's stock tumbling, with shares dropping by 12.26% to 0.372 euros, marking a nearly 30% decline since March 19.
The boardroom conflict reflects deeper issues within OHLA, particularly between the Amodio brothers, who control 21.6% of the company, and Elías, who spearheaded a consortium that injected 150 million euros into the firm just months prior. The Amodios are accused of attempting to consolidate power, seeking to remove Almansa from his position due to his alleged insider trading.
Elías and his group have been vocal in their opposition to the Amodios’ management style, demanding the dismissal of CEO Tomás Ruiz, a close ally of the Amodio family. Ruiz’s leadership has been controversial, particularly in light of his previous legal issues in Mexico, which have raised eyebrows among minority shareholders.
In a letter to OHLA’s president, Luis Amodio, the Spanish Association of Minority Shareholders of Listed Companies (Aemec) criticized the board's handling of governance issues. The association has called for a thorough review of the board members’ qualifications, especially concerning Almansa and Echarri’s roles as independent directors.
The situation highlights the precarious state of OHLA, which is still reeling from a recent court ruling that lifted an injunction related to the Kuwait project, allowing the state to claim the 40 million euros in guarantees. The company’s valuation has plummeted to 443 million euros, with losses reaching 60 million euros as investor confidence wanes.
Amidst these challenges, the board approved the 2024 financial accounts during the tumultuous meeting. However, discussions around a proposed 50 million euro convertible bond to address the financial shortfall have been contentious, with the Amodios expressing concerns about the potential dilution of their shares.
In a further sign of instability, the board has seen significant turnover, with José María Sagardoy, the financial director, dismissed due to a reported loss of confidence. Sagardoy had been a key figure in the company for seven years, and his departure raises questions about the financial direction of OHLA.
As the stock market reacts to these developments, investors are left wondering about the future of OHLA. The recent spate of resignations and the ongoing conflict between major shareholders have created a volatile environment, prompting fears of further declines in share value.
The turbulence within OHLA serves as a cautionary tale about the complexities of corporate governance and the challenges faced by companies navigating internal power struggles. With the stakes so high, the coming weeks will be critical in determining whether OHLA can stabilize its operations and restore investor confidence.
As the dust settles from these dramatic events, all eyes will be on the Amodio brothers and their ability to maintain control amidst growing dissent from shareholders like Elías and his consortium. The future of OHLA, once a prominent player in the construction industry, now hangs in the balance as it grapples with the fallout from this boardroom battle.
