Cistec Technology spins off its subsidiary and creates IT Sense Services

The Official Gazette of the Mercantile Registry (BORME) number 164, dated August 26, 2026, publishes in its Second Section of announcements and legal notices the partial financial spin-off of Cistec Technology, S.L.U., which transfers as a block and by universal succession to the newly created beneficiary company IT Sense Services, S.L.U. the 4,730 social shares representing one hundred percent of the share capital of Grupo Proveedor Tecnológico Universal, S.L.U. The operation is formalized without the extinction of the partially spun-off company.

The decision was adopted on July 17, 2026, by the sole shareholder of Cistec Technology, exercising the powers inherent to the general meeting, and under the terms of the spin-off project formulated by the administrative body on the same date. The announcement, with official reference BORME-C-2026-4810, is published on page 6007 of the gazette.

Legal framework of the operation

The spin-off is subject to the provisions of articles 10, 63, and 71 of Royal Decree-Law 5/2023, of June 28, which regulates the structural modifications of commercial companies. As it is a partial financial spin-off, the transferring company retains its legal personality and only transfers a branch of asset activity to the beneficiary.

Pursuant to article 71.1 of the aforementioned regulation, the report from the administrative body on the spin-off project, the independent experts’ report, and the spin-off balance sheet were not required, as they are not mandatory for this type of operation.

Distribution of shares

All social shares of IT Sense Services, S.L.U. shall be attributed to Sociedad de Gestión de Bienes de Equipos Eléctricos, S.L., the sole shareholder of the partially spun-off company, in exact proportion to the rights it holds in the capital of the latter. In this way, the new beneficiary company is fully owned by the same holder who controls Cistec Technology.

Rights of shareholders and creditors

The announcement expressly states the right of shareholders and creditors to obtain the full text of the adopted spin-off agreement. Likewise, the rights of creditors and the protection mechanisms provided for in article 13 of Royal Decree-Law 5/2023 remain safeguarded, under the terms and deadlines established in said provision.

The document, signed in Bilbao on August 24, 2026, is signed by Mr. Jorge Carlos García-Egocheaga Cadaval, natural person representative of Management y Gestión Corporativa, S.L.U., sole administrator of Cistec Technology, S.L.U.

The operation represents a significant restructuring in the technology sector by separating the stake in Grupo Proveedor Tecnológico Universal into an independent company, allowing Cistec Technology to concentrate its activity and the new IT Sense Services to operate autonomously over that asset. For readers, these types of corporate movements, published in the BORME, are the official means of learning about changes in ownership and structure of the companies with which they maintain commercial or investment relationships.

Source: Official Gazette of the Mercantile Registry (BORME), no. 164, August 26, 2026, Second Section – Announcements and legal notices, p. 6007 (official reference: BORME-C-2026-4810).