The $1.4 trillion fund, which holds a 1.49% stake in Ferrovial, said on its website it will vote against the planned reverse merger through which the company would be absorbed by its wholly-owned Dutch subsidiary FISE.

The board-sponsored proposal will be submitted to shareholders during the annual general meeting on Thursday.

Ferrovial's board argued in February the relocation to the Netherlands was designed to set up a platform allowing it to eventually be listed in the United States and join stock indexes there.

The Spanish government has heavily criticised the construction conglomerate's decision to move its corporate domicile.

Labour Minister Yoland Diaz accused it of dodging taxes. Ferrovial has not responded to that accusation but has said that 82% of its 2022 revenue originated outside of Spain.

The sovereign fund explained its decision on Ferrovial reminding of its general guidelines on corporate decisions. The fund considers "whether there is sufficient transparency to make a fully informed decision, whether all shareholders are treated equitably, and whether there are any unnecessary conflicts of interest," it said.

The Norwegian fund will support all the other proposals made by the board to the shareholders, it said.

Proxy adviser Glass Lewis & Co said the proposed reverse merger would not have a significant effect on shareholder rights though it could have "negative reputational impact" in Spain.

Three associations defending minority shareholders on Monday supported Ferrovial's move.

(Reporting by Inti Landauro; Editing by Angus MacSwan)