Pines Española reduces capital to return a property to its shareholders

PINES ESPAÑOLA, S.A. will reduce its share capital by 32,101.21 euros to return contributions to its shareholders through the delivery of a property owned by the company, valued at 2,000,307.36 euros, according to the agreement adopted by its General Shareholders’ Meeting on October 15, 2026. The operation, which is completed with a simultaneous increase of 32,000 euros, is published in the Official Gazette of the Mercantile Registry (BORME) no. 213, of November 5, 2026, with the official reference BORME-C-2026-5831 (pp. 7233-7234).

Legal framework and origin of the agreement

The announcement is made in compliance with articles 319 et seq. of the consolidated text of the Capital Companies Law, which requires publicity of the reduction agreement and the creditors’ right to object. The agreement was adopted by the company’s General Shareholders’ Meeting, held on October 15, 2026, and the communication to the gazette was signed in Barcelona, on October 28, 2026, by the Joint Administrator, Teresa Albareda Marqués.

The share capital before the operation was set at 60,101.21 euros and was divided into 8,000 shares with a nominal value of 7.51265125 euros each. The company is not increasing or reducing the number of securities: it is acting solely on the nominal value of each share.

Reduction figures

The reduction is executed through the decrease of the nominal value of the 8,000 shares that make up the capital:

• Previous share capital: 60,101.21 euros.
• Reduction amount: 32,101.21 euros.
• Previous nominal value: 7.51265125 euros per share.
• Subsequent nominal value: 3.50 euros per share.
• Purpose: return of contributions to shareholders.
• Form of payment: delivery of a property owned by the company, valued at 2,000,307.36 euros, under the terms agreed upon by the Meeting.
• Differential covered by voluntary free-disposal reserves: 1,968,206.15 euros, i.e., the difference between the reduced capital and the value of the property delivered.

Simultaneous increase and resulting capital

Simultaneously, the company increases the capital by 32,000 euros through cash contributions, raising the nominal value of the 8,000 existing shares from 3.50 euros to 7.50 euros per share. After both operations, the share capital is set at 60,000 euros, divided into 8,000 shares of 7.50 euros nominal value each.

The effectiveness of the reduction is conditional upon the execution of the simultaneous capital increase, and both agreements will be presented jointly for registration in the Mercantile Registry, in accordance with articles 344 and 345 of the Capital Companies Law.

One month to object

Creditors of PINES ESPAÑOLA, S.A. whose credits were incurred prior to the date of the final announcement of the reduction agreement, had not matured at that time, and until they are guaranteed, may exercise the right of opposition under legal terms, unless their credits are sufficiently guaranteed.

• Opposition period: one month from the date of the final announcement of the capital reduction agreement (Article 336 of the Capital Companies Act).
• Execution of the agreements: once this period has elapsed and, in any case, before December 31, 2026.

The operation allows the company to remunerate its shareholders with a real estate asset of more than two million euros without altering the number of shares and maintaining the final capital at 60,000 euros, a relevant move for the partners and, above all, for the creditors, who have one month to safeguard their credits before the reduction is registered and takes effect.

Source: Official Gazette of the Mercantile Registry, no. 213, of November 5, 2026, Second Section - Announcements and legal notices, pp. 7233-7234 (official reference: BORME-C-2026-5831).