Saica Natur absorbs its waste manager through a simplified merger

Saica Natur, S.L. will absorb its subsidiary Negocios Prácticos en Tratamiento de Residuos, S.L.U. after its Universal General Meeting of shareholders unanimously approved the operation on June 30, 2026. The announcement is published in the Official Gazette of the Mercantile Registry (BORME) no. 217, corresponding to Thursday, November 12, 2026, within the Second Section, under the heading of company mergers and acquisitions, with the official reference BORME-C-2026-5970 and identifier A260047922-1.

The communication is formalized in compliance with Article 10 of Royal Decree-Law 5/2023, of June 28, transposing European Union Directives regarding structural changes in commercial companies. The agreement was adopted based on the common merger project signed by the administrative bodies of both companies on June 10, 2026, twenty days prior to the meeting’s vote.

A simplified operation due to total control

The merger follows the simplified procedure of Article 53 of Royal Decree-Law 5/2023, as it involves the absorption of a wholly-owned company: Saica Natur, S.L. holds all the shares of Negocios Prácticos en Tratamiento de Residuos, S.L.U. For this reason, the operation is exempt from complying with certain formal requirements generally required.

The corporate calendar detailed in the announcement is as follows:

• June 30, 2026: the Universal General Meeting of shareholders of the absorbing company unanimously approves the merger.
• June 10, 2026: the administrators of both companies sign the common merger project.
• November 12, 2026: the agreement is made public in BORME no. 217.
• October 10, 2026: date and place of signing of the announcement, in Zaragoza.

Dissolution without liquidation and universal succession

The legal consequence of the absorption is twofold. On one hand, the absorbed company, Negocios Prácticos en Tratamiento de Residuos, S.L.U., is dissolved and extinguished without liquidation. On the other, Saica Natur, S.L. acquires all its assets through universal succession, assuming as a single holder the entirety of the rights and obligations of the disappearing company.

The announcement is signed by Guillermo Vallés Albar representing both parties:

• As joint administrator of Saica Natur, S.L., acting on behalf of Saica Pack, S.L.
• As sole administrator of Negocios Prácticos en Tratamiento de Residuos, S.L.U., acting on behalf of Saica Natur, S.L.

Rights of shareholders and creditors

The text published in the Official Gazette of the Mercantile Registry provides express notice of the rights held by the shareholders and creditors of the two participating companies. Interested parties may obtain the full text of the adopted agreements and the merger balance sheets at the registered office of each company.

Furthermore, creditors retain the right to oppose the merger within the period and terms established in Article 13 of Royal Decree-Law 5/2023. This right of opposition serves as a safeguard for credits against the disappearance of the absorbed company and its substitution by the absorbing company.

The publication closes the phase of registry opposability of an operation that concentrates all the activity of the absorbed company into Saica Natur, S.L. For industrial clients and suppliers who maintained relationships with Negocios Prácticos en Tratamiento de Residuos, S.L.U., the sole corporate interlocutor is now the absorbing company, which is universally liable for the assets received; any claim must be addressed to Saica Natur, S.L. within the legal deadlines for opposition.

Source: Official Gazette of the Mercantile Registry, no. 217, November 12, 2026, Second Section - Announcements and legal notices, page 7417 (official reference: BORME-C-2026-5970).