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Statutory disclosure document3109SHIKIBO LTD.Materials and Chemicals

Statutory Post-Transaction Disclosure Document (Absorption-Type Merger) (株式会社マーメイド広海)

SHIKIBO LTD. absorbed its wholly owned subsidiary, 株式会社マーメイド広海, in an absorption-type merger that took effect on 1 April 2026. SHIKIBO LTD. assumed all rights and obligations of 株式会社マーメイド広海, and no merger consideration was paid.

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Decision and Details

Post-event disclosure matters relating to the absorption-type merger

Decision27 November 2025 (date of execution of the absorption-type merger agreement)
Implementation1 April 2026 (effective date; completed)
Going forwardRegistration of the changes is scheduled for 1 April 2026.
AmountMerger consideration: none; increase in stated capital and capital reserves: none
Quantity / scaleAssumption of all rights and obligations of 株式会社マーメイド広海
Reason

The merger was between a wholly owned parent company and its subsidiary, and SHIKIBO LTD. owned all issued shares of 株式会社マーメイド広海.

Decision and Details
ItemDetails
Matter CoveredPost-event disclosure matters relating to the absorption-type merger
Decision Date27 November 2025 (date of execution of the absorption-type merger agreement)
Implementation Date1 April 2026 (effective date; completed)
AmountMerger consideration: none; increase in stated capital and capital reserves: none
Quantity / scaleAssumption of all rights and obligations of 株式会社マーメイド広海
ReasonThe merger was between a wholly owned parent company and its subsidiary, and SHIKIBO LTD. owned all issued shares of 株式会社マーメイド広海.
Governing RuleArticle 801, Paragraph 1 of the Companies Act; Article 200 of the Ordinance for Enforcement of the Companies Act; Article 796, Paragraph 2 of the Companies Act; Article 784, Paragraph 1 of the Companies Act
Related previous disclosures“Advance Disclosure Matters Relating to the Absorption-Type Merger” dated 27 November 2025
Future plansRegistration of the changes is scheduled for 1 April 2026.
Items this document does not state (3)
Decision-Making BodyPeriod CoveredImpact on Business Performance

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

As this was a merger between a wholly owned parent company and its subsidiary, it constituted a simplified absorption-type merger and a short-form absorption-type merger under the Companies Act, and was therefore carried out without requiring approval at a shareholders' meeting.

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Statutory Post-Transaction Disclosure Document (Absorption-Type Merger) (株式会社マーメイド広海) | SHIKIBO LTD. (3109) timely disclosure | Komori