Official Letter Authorizing the Merger of Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group, as the Surviving Merging Entity, with the New Entity Resulting from the Spin-off of CIBanco, S.A., Multiple Banking Institution, as the Dissolved Merging Entity

DOF: 05/12/2025

OFFICIAL LETTER authorizing the merger of Banco Multiva, S

At the margin, a seal with the National Coat of Arms, which reads: United Mexican States.- TREASURY.- Ministry of Finance and Public Credit.- Undersecretariat of Finance and Public Credit.- Unit of Banking, Securities and Savings.- Official Letter No. UBVA/179/2025.

BANCO MULTIVA, S.A.,
MULTIPLE BANKING INSTITUTION,
MULTIVA FINANCIAL GROUP

PRESENT

The Ministry of Finance and Public Credit, through the Unit of Banking, Securities and Savings, based on the provisions of articles 31, fraction XXXIV of the Organic Law of the Federal Public Administration; 17, in relation to article 19, last paragraph of the Law to Regulate Financial Groups; and in exercise of the attribution conferred by article 15, fraction XII of the Internal Regulations of the Ministry of Finance and Public Credit and in attention to the following:

BACKGROUND

I.

Through a document received in this Administrative Unit on August 15, 2025, and its addendum on August 22 of 2025, "Multiva Financial Group, S.A.B. de C.V." and "Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group" requested authorization from this Ministry to carry out the merger of "Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group" as the surviving merging entity, with the new entity resulting from the spin-off of "CIBanco, S.A., Multiple Banking Institution", as the dissolved merging entity.

II.

Through official letter UBVA/CBV/242/2025 dated August 15, 2025, and its addendums UBVA/CBV/253/2025 and UBVA/CBV/266/2025 dated August 22 and 25, respectively, issued by the Banking and Securities Coordination, attached to this Unit of Banking, Securities and Savings, the opinion of the Bank of Mexico was requested.

III.

Through official letter UBVA/CBV/243/2025 dated August 15, 2025, and its addendum UBVA/CBV/254/2025 and UBVA/CBV/267/2025 dated August 22 and 25, respectively, issued by the Banking and Securities Coordination, attached to this Unit of Banking, Securities and Savings, the opinion of the National Banking and Securities Commission was requested;

IV.

Through official letter UBVA/CAFVI/046/2025 dated August 25, 2025, issued by the Coordination of Banking and Securities, the opinion of the Financial Analysis and International Linkage Coordination was requested, both attached to this Unit of Banking, Securities and Savings.

V.

Through an extraordinary session held on August 26, 2025, the Board of Directors of the National Banking and Securities Commission approved the resolution on the request for authorization to carry out the spin-off of "CIBanco, S.A., Multiple Banking Institution".

CONSIDERING

1.

That the Ministry of Finance and Public Credit, through the Unit of Banking, Securities and Savings, is competent to authorize the merger of a financial entity that is part of a financial group with any entity, in accordance with article 17, in relation to article 19, last paragraph of the Law to Regulate Financial Groups and in exercise of the attribution conferred by
article 15, fraction XII of the Internal Regulations of this Ministry.

2.

That through official letter OFI002-1030 dated August 26, 2025, the Bank of Mexico, through the Directorates of Authorizations and Sanctions of Central Banking and of Regulation and Supervision, expressed a favorable opinion for this Ministry to authorize what was requested;

3.

That through official letter 312-1/9898/2025 dated August 26, 2025, the National Banking and Securities Commission, through the General Directorates of Authorizations to the Financial System and of Supervision of Entities and Financial Intermediaries E, expressed a favorable opinion for this Ministry to authorize what was requested, in terms of the proposal presented;

4.

That through official letter UBVA/CAFVI/046/2024 dated August 25, 2025, the Coordination of Financial Analysis and International Linkage, attached to the Unit of Banking, Securities and Savings, expressed that from a financial point of view it sees no objection to granting to the applicants the corresponding authorization;

5.

That the merger subject of this resolution is appropriate, since "CIBanco, S.A., Multiple Banking Institution" was spun off through the approval granted by the Board of Directors of the National Banking and Securities Commission, as noted in Background V.

6.

That the Applicant Societies demonstrated full compliance with the requirements established in
article 17 of the Law to Regulate Financial Groups, to request authorization from this
Ministry, in order to carry out the merger described in Background I of this official letter, which were attached to the respective file; and

7.

That once the analysis of the documentation presented by the applicant societies in compliance with article 17 of the Law to Regulate Financial Groups was carried out and the opinions of the consulted bodies were obtained, in terms of the proposal presented, no legal, accounting, financial or operational impediments are observed regarding the appropriateness of the merger described in Background I of this official letter; therefore, it deems it appropriate to issue the following:

RESOLUTION

FIRST.-

The merger of "Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group", as the surviving merging entity, is authorized, with the new entity resulting from the spin-off of "CIBanco, S.A., Multiple Banking Institution", as the dissolved merging entity, in accordance with the terms provided in the respective projects of Unanimous Shareholders' Resolutions adopted outside of a Meeting of "Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group" and of the new entity resulting from the spin-off of "CIBanco, S.A., Multiple Banking Institution", subject to the conditions established in the Fourth Resolutive Clause of this official letter.

SECOND.-

"Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group" must present to this Administrative Unit, within ten business days following the date on which they are recorded before a public notary, the following instruments, the content of which must conform to the terms in which they were presented to this Ministry as their respective projects:

A.

Certified copy of the First Testimony of the public deed in which the protocolization of the Resolutions adopted by Unanimity of the Shareholders who represent all the shares representing the social capital of "Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group" is recorded, wherein their merger is agreed upon, as the surviving merging entity, with the new entity resulting from the spin-off of "CIBanco, S.A., Multiple Banking Institution", as the dissolved merging entity.

B.

Certified copy of the First Testimony of the public deed in which the protocolization of the Resolutions adopted outside of a Meeting by unanimous agreement of the Shareholders of the new entity resulting from the spin-off of "CIBanco, S.A., Multiple Banking Institution" is recorded, wherein their merger is agreed upon, as the dissolved merging entity, with "Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group", as the surviving merging entity.

THIRD.-

"Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group" must present to this Administrative Unit, within the period granted in the Second Resolutive Clause above, a simple copy of the records of entry before the Public Commerce Registry, of the public deeds indicated in subsections A and B of the aforementioned Second Resolutive Clause.

Likewise, "Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group" must send to this Unit of Banking, Securities and Savings, a simple copy of the documentation in which the date and other data related to the respective registrations are recorded, within the term of ten business days following the date on which they are obtained.

FOURTH.-

The authorization referred to in the First Resolutive Clause of this official letter is subject to the following resolutive conditions:

a)

That the respective Resolutions adopted by Unanimity of the Shareholders who represent all the shares representing the social capital of "Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group" and of the new entity resulting from the spin-off of "CIBanco, S.A., Multiple Banking Institution" agree to their merger on terms different from the proposal presented before this Ministry; or

b)

That for reasons attributable to "Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group" the public deeds indicated in subsections A and B of the Second Resolutive Clause of this official letter are not entered before the Public Commerce Registry for their registration, within the period referred to in the same.

FIFTH.-

The merger authorized in this official letter will take effect from the date on which the present authorization and the public instruments in which the respective merger agreements are recorded, are registered in the corresponding Public Commerce Registry, in accordance with the provisions of article 19, first paragraph of the Law to Regulate Financial Groups, and must inform this Ministry about the date and other data related to said registration, within a period of ten business days counted from the date on which it has been verified.

SIXTH.-

The present authorization and the respective merger agreements must be published in the Official Gazette of the Federation, in terms of the provisions of the second paragraph of
article 19 of the Law to Regulate Financial Groups, at the expense of "Banco Multiva,
S.A., Multiple Banking Institution, Multiva Financial Group".

The carrying out of said publications must be notified to this Administrative Unit, accompanied by a copy of the documentation that accredits it, within five business days following the date on which said publications are verified.

SEVENTH.-

In terms of what is established by article 47, fraction IX of the Provision in Matters of Registrations before the National Commission for the Protection and Defense of Users of Financial Services (CONDUSEF), "Banco Multiva, S.A., Multiple Banking Institution, Multiva Financial Group" must inform, through the Portal of the Registry of Providers of Financial Services (SIPRES) in charge of CONDUSEF, the merger authorized in the First Resolutive Clause of this official letter.

This authorization is issued based on the information and documentation provided by the applicants and is limited exclusively to the acts and operations that, in accordance with the provisions applicable, fall within the competence of the Ministry of Finance and Public Credit, through its Unit of Banking, Securities and Savings, and does not prejudge the tax implications of the operations subject to this authorization, nor the carrying out of any corporate act that the involved societies carry out, which implies prior authorization or approval by financial, tax or any other authorities, in terms of current regulations. Likewise, it does not validate acts or operations that are carried out in contravention of the laws or regulations emanating from them.

This resolution is issued in three original copies for the legal effects that may arise.

Without further particular, I take the opportunity to send you a cordial greeting.

Respectfully,

Mexico City, August 26, 2025. - The Head, Alfredo Federico Navarrete Martínez. - Initial.

(R.- 571206)

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