Segula Technologies Spain absorbs its processes subsidiary

The engineering firm Segula Tecnologías España, S.A.U., headquartered in Vitoria-Gasteiz, has absorbed its subsidiary Segula Tecnologías Procesos, S.L.U., in a merger by absorption operation approved on September 7, 2026. The agreement was adopted by the Sole Partner of the absorbed company and the Sole Shareholder of the absorbing company, who assumed the powers of the General Meeting, and has been published in the Official Gazette of the Mercantile Registry (BORME) number 176, dated September 11, 2026, page 6167, with reference BORME-C-2026-4949.

The merger is carried out within the framework of Royal Decree-Law 5/2023, of June 28 (RDLME), which regulates company mergers and absorptions. It has been executed based on the Merger Balance Sheets as of December 31, 2025, and the Common Merger Project of June 30, 2026, and entails the simplification of the group’s corporate structure in Spain.

Extinction and transfer of assets

The operation involves the extinction, via dissolution without liquidation, of the absorbed company Segula Tecnologías Procesos, S.L.U., and the transfer of all its corporate assets to the absorbing company. Segula Tecnologías España, S.A.U. acquires, by universal succession, all the rights and obligations that make up the subsidiary’s assets.

The announcement expressly states the right of the partners, shareholders, and creditors of the participating companies to obtain the full text of the adopted merger agreement and the respective merger balance sheets.

Opposition period for creditors

The publication includes the right of protection for the creditors of the participating companies, who may oppose the merger within a period of one month from the date of publication of the final announcement, under the terms provided in Article 13 of the RDLME.

• Opposition period: one month from the publication of the final merger announcement.
• Regulatory framework: Article 10 and Article 13 of Royal Decree-Law 5/2023, of June 28.
• Reference documents: Merger Balance Sheets of December 31, 2025, and Common Merger Project of June 30, 2026.

Signatories of the operation

The announcement, dated in Vitoria-Gasteiz on September 8, 2026, is signed by the administrators of both companies:

• Mr. Albert Nacinovic and Mr. Thierry Giami, Joint Administrators of Segula Tecnologías España, S.A.U.
• Segula Tecnologías España, S.A.U., as Sole Administrator of Segula Tecnologías Procesos, S.L.U., represented by Mr. Albert Nacinovic.

The absorption of the processes subsidiary by the parent company is part of a rationalization strategy by the Segula group in Spain, which concentrates both engineering and processes activities within a single company. For shareholders and creditors, the operation entails the universal succession of rights and obligations; therefore, the one-month period to exercise their right of opposition is key before the merger is definitively registered.

Source: Official Gazette of the Mercantile Registry, no. 176, September 11, 2026, Second Section (Mergers and acquisitions of companies), page 6167 (official reference: BORME-C-2026-4949).