Grupo Cibest (CIB) tightens proxy rules to protect shareholder voting at 2026 meeting
Rhea-AI Filing Summary
Grupo Cibest S.A. outlines governance measures to ensure equitable treatment of shareholders ahead of the General Shareholders’ Meeting on August 26, 2026. The Board of Directors prohibits management, officers and the share administrator (Fiduciaria Bancolombia S.A.) from promoting or receiving blank-check powers of attorney, suggesting specific proxy holders, or coordinating voting agreements with shareholders.
The company will provide power-of-attorney templates on its website, confirm compliance of proxies at the meeting, and ensure shareholders retain full discretion in appointing proxy holders. Management and employees are barred from representing shares other than their own and from voting on end-of-year or liquidation accounts with their own shares while acting in their roles. Designated officers at Grupo Cibest and Fiduciaria Bancolombia must verify that proxies comply with article 184 of the Code of Commerce and the Board’s guidelines; non-compliant powers of attorney will not be accepted.
Positive
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Negative
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Filing Explained
The filing adds a direct voting boundary: Grupo Cibest management, officers, and share administrator may not recommend that shareholders support a particular list, although the Board and CEO may still present proposals in their official duties.
Key Figures
General Shareholders’ Meeting date: August 26, 2026
Governing legal article: Article 184
IR phone Medellín: (57 604) 4040858
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4 metrics
General Shareholders’ Meeting date
August 26, 2026
Date of the General Shareholders’ Meeting subject to the new governance measures
Governing legal article
Article 184
Article of the Code of Commerce used as the standard for proxy compliance
IR phone Medellín
(57 604) 4040858
Telephone contact for Strategy and Financial VP for shareholder and IR inquiries
IR phone Bogotá
(57 601) 4885950
Telephone contact for IR Director for shareholder and IR inquiries
Key Terms
blank-check powers of attorney, Good Governance Code, General Shareholders’ Meeting, powers of attorney, +1 more
5 terms
blank-check powers of attorney regulatory
"Encourage, promote or suggest that shareholders grant blank-check powers of attorney"
Good Governance Code regulatory
"as defined by the Board of Directors, and contained in the Good Governance Code"
powers of attorney regulatory
"Powers of-attorney must be granted in writing, indicating the name of the representative"
A power of attorney is a legal document that lets one person give another the authority to act on their behalf for specified tasks, such as handling bank accounts, signing contracts, or making medical decisions. For investors it matters because it determines who can buy, sell, or manage assets and make binding decisions during illness or absence—think of it as appointing a trusted agent to handle your financial and personal paperwork when you cannot. Keepers of these powers can affect ownership, voting, and access to funds.
proxy holders regulatory
"Shareholders will have full discretion to appoint their proxy holders"
Proxy holders are people or firms authorized to cast votes on behalf of shareholders who cannot or choose not to vote themselves, similar to asking a trusted friend to vote for you at a community meeting. Their votes help decide key corporate issues—such as electing the board, approving mergers, or setting executive pay—so they can directly influence a company’s direction and thus its stock value, making them important to investors tracking control and governance outcomes.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
How will Grupo Cibest (CIB) handle powers of attorney for the August 26, 2026 meeting?
Powers of attorney must be in writing, name the representative and any substitute, include meeting date, and for legal entities attach a recent certificate of good standing. Non-compliant proxies will not be accepted.
Are Grupo Cibest (CIB) managers allowed to promote blank-check proxies?
No. Managers, officers and related personnel are prohibited from encouraging, receiving or validating blank-check powers of attorney where the representative is not clearly named, and from suggesting who shareholders should appoint.
Who is responsible for verifying proxy compliance at Grupo Cibest (CIB)?
Designated employees, including the Vice President of Corporate Governance and General Secretary, the Legal Director of Company and Corporate Affairs, and fiduciary officers at Fiduciaria Bancolombia, must verify powers of attorney meet article 184 and Board guidelines.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 6-K
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REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of Aug,2026
Commission File Number 001-42656
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Grupo Cibest S.A.
(Translation of registrant’s name into English)
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Cra. 48 # 26-85
Medellín, Colombia
(Address of principal executive offices)
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Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F þ | Form 40-F o | |||||||
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Grupo CIBEST S.A. (Registrant) | ||||||||
| Date Aug,10,2026 | By: | /s/ MAURICIO BOTERO WOLFF. | ||||||
| Name: | Mauricio Botero Wolff | |||||||
| Title: | Vice President of Strategy and Finance | |||||||
August 10, 2026
Medellin, Colombia
GRUPO CIBEST S.A. ANNOUNCES MEASURES TO GUARANTEE FAIR TREATMENT OF ITS SHAREHOLDERS
The following are prohibited activities as defined by the Board of Directors, and contained in the Good Governance Code, directed at legal representatives, management and other officers of Grupo Cibest S.A. (“Grupo Cibest”), as well as at legal representatives, management and other officers of Fiduciaria Bancolombia S.A., the entity responsible for administering the company’s shares, aimed at ensuring the equitable treatment of all of Grupo Cibest’s shareholders, which will apply to the General Shareholders’ Meeting to be held on August 26, 2026:
•Encourage, promote or suggest that shareholders grant blank-check powers of attorney, in which the name of the representative for the shareholders' meetings is not clearly stated.
•Receive powers of attorney from shareholders where the name of the respective representative for the shareholders’ meeting is not clearly stated.
•Accept powers of attorney conferred by the shareholders as valid if all legal requirements have not been fulfilled. Powers of-attorney must be granted in writing, indicating the name of the representative, the person who can replace the representative, if applicable, and the date of the meeting. Legal entities that grant powers-of-attorney must include a recent certificate of good standing that proves their existence and representation in accordance with the law.
•Suggest or determine the names of those who will act as representatives of the shareholders at the meetings.
•Recommend that shareholders vote for a certain list. This does not restrict the Board of Directors or the CEO, in the exercise of their duties, from presenting proposals for the consideration of the shareholders’ meeting.
•Coordinate or enter into an agreement with any shareholder or with any representative of shareholders to vote in favor or against any proposal that is presented in the shareholders’ meeting.
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The activities described above will also be prohibited when they are carried out through a legal representative, agent or intermediary.
Pursuant to these measures, at the request of the Board of Directors, the management of Grupo Cibest will make available to the shareholders the following procedures to ensure a fair treatment of all the shareholders:
•To encourage the delegation of powers of attorney in compliance with legal requirements by the shareholders, Grupo Cibest will make available on its website templates of these legal documents that can be downloaded and completed by any shareholder.
•Shareholders will have full discretion to appoint their proxy holders.
•Management will not suggest or coordinate with any of the shareholders to vote in favor or against any proposal that is presented in the General Shareholders’ Meeting.
•Grupo Cibest will make a team available at the General Shareholders’ Meeting to confirm compliance of the powers of attorneys conferred by the shareholders with legal requirements and that the proxy holders are not included in the database of employees.
•Management and employees, while in the exercise of their duties, may not exercise their powers to represent shares other than their own in shareholders’ meetings, nor substitute the powers granted to them. This prohibition does not apply to legal representation. Management and employees may also not vote, even with their own shares, on the matters related to approving end of the year or liquidation balance sheets and accounts.
The Board of Directors appointed the following employees as those responsible for implementing and verifying compliance with the control procedures:
GRUPO CIBEST
Vice President of Corporate Governance and General Secretary
Legal Director of Company and Corporate Affairs
FIDUCIARIA BANCOLOMBIA
Trust Business Administration Manager
Head of Fiduciary Business Administration Section Medellín
Fiduciary Business Administration Section Analysts Medellín
These employees must check that the powers of attorney granted by the shareholders comply with the requirements of article 184 of the Code of Commerce and with the guidelines of the Board of Directors. Powers of attorney that are not in compliance with the provisions herein will not be accepted.
These measures will be published on the website of Grupo Cibest.
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Contacts
Mauricio Botero Wolff | Catalina Tobón Rivera | |||||||
Strategy and Financial VP | IR Director | |||||||
Tel.: (57 604) 4040858 | Tel.: (57 601) 4885950 | |||||||
ir@Grupocibest.com.co | ir@Grupocibest.com.co | |||||||
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