Banor calls general meeting to approve its dissolution and liquidation

Banor, Sociedad Anónima has called an ordinary and extraordinary general meeting for the coming November 9, 2026, with the objective of putting to a vote its dissolution, the termination of current positions, and the appointment of a liquidator. The notice, signed by the joint administrator Josep Manel Bassols Puig, is published in the Official Gazette of the Mercantile Registry (BORME) no. 193, dated October 6, 2026, second section of announcements and legal notices, page 6601, with the official reference BORME-C-2026-5317.

A meeting with twelve items on the agenda

The company’s administrative body summons the shareholders to the meeting, which will be held on the first call on November 9, 2026, at 12:00 p.m. at the registered office, located at Carrer Nord, number 37, in Anglès (Girona, CP 17160). If the necessary quorum is not reached, the meeting will be held on the second call on November 10, 2026, at the same place and time.

The agenda comprises twelve items:

• Examination and approval, if applicable, of the annual accounts for the financial year ended December 31, 2025, and the proposed distribution of results.
• Information and approval of the management of the administrative body during that financial year.
• Pending payments.
• Dissolution of the Company.
• Termination of positions.
• Appointment of Liquidator.
• Formulation of the Final Liquidation Balance Sheet.
• Approval of the Final Liquidation Balance Sheet.
• Distribution and allocation of the net assets.
• Cancellation of registry entries.
• Delegation of powers.
• Reading and approval, if applicable, of the minutes of the meeting.

Dissolution, liquidation, and distribution of assets

The notice links the decisions inherent to the corporate closure in a single session: the dissolution, the departure of the administrators, the designation of the liquidator, and the formulation and approval of the final liquidation balance sheet. Subsequently, the distribution and allocation of the resulting net assets are put to a vote and, finally, the cancellation of the company’s registry entries.

The agenda also includes the item of pending payments, which places the possible existence of capital contributions not yet satisfied among the matters that the meeting must resolve before proceeding to liquidation.

Shareholders’ rights to information and attendance

In accordance with Articles 93 and 197 of the Capital Companies Act, shareholders may request from the administrative body, up to the seventh day prior to the scheduled date of the meeting, any information or clarifications they deem necessary regarding the items on the agenda, or submit in writing any questions they consider appropriate. Likewise, they may obtain immediately and free of charge the documents submitted for the approval of the meeting, pursuant to Article 272.2 of the same regulation.

Regarding attendance, Articles 179 and 184 of the Capital Companies Act recognize the right of shareholders to attend the meeting in person or be represented through representation granted in writing.

Background: from board of directors to joint administrators

The company, domiciled in the province of Girona, held an ordinary and extraordinary general meeting on April 7, 2026, convened by its then board of directors, whose agenda included the removal of members of the administrative body, the modification of its organizational form, and the appointment of joint administrators, along with the approval of the annual accounts for the 2021 to 2024 financial years and the authorization for the transfer of real estate. That notice was published in the BORME no. 42, of March 3, 2026, page 782, reference BORME-C-2026-621.

The change in structure was subsequently materialized in the Mercantile Registry: the BORME no. 129, of July 8, 2026, page 33629, records, under reference number 321179, the ex officio cancellation of the appointments of Manuel Bassols Padrosa, Maria Dolors Puig Carreter, and Xavier Bassols Puig, and the appointment as joint administrators of Josep Manel Bassols Puig, Xavier Bassols Puig, and Manel Bassols Bassols, with registry data S 8, H GI 9050, I/A 11 (2.07.26).

Impact for shareholders and creditors

The notice opens the formal process of extinction of Banor, Sociedad Anónima and directly affects its shareholders, who must decide on the dissolution and the distribution of the net assets, and its creditors, who are interested in the final liquidation balance sheet and the cancellation of the registry entries. The meeting is set for November 9, 2026, with a second call on the 10th.

Source: Official Gazette of the Mercantile Registry, no. 193, of October 6, 2026, Second Section - Announcements and legal notices, Meeting notices, page 6601 (official reference: BORME-C-2026-5317).