Komori
M&A and Subsidiary Changes3266Fund Creation Group Co.,Ltd.Real Estate

Notice Regarding the Establishment of an Overseas Subsidiary

The consolidated subsidiary 株式会社ファンドクリエーション will establish FC Properties USA, Inc. in California, United States, during November 2026 to engage in real estate transactions and investment. The company will have capital of 10,000USD and will be wholly funded by 株式会社ファンドクリエーション.

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This transaction

Establishment of an overseas subsidiary
Disclosing companyFund Creation Group Co.,Ltd.
FC Properties USA, Inc.Voting rights ownership percentage

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.

TimelineThe spacing between the points is proportional to the actual number of days.
Target company

The business of buying and selling and investing in real estate in the United States.

Location California, United StatesShare capital 10,000USDDate of incorporation During November 2026 (scheduled)
Impact on Business Performance

The impact of this matter on our group's consolidated financial results will be minor. If it affects our financial results or other matters in the future, we will promptly disclose the information.

Procedures and assumptions
Management structure after acquisitionThe representative is Utsumi Kaichi (内海 嘉一). Officers and employees of 株式会社ファンドクリエーション are scheduled to take office as officers.
This transaction
ItemDetails
Transaction nameEstablishment of an overseas subsidiary
Name of the Subject CompanyFC Properties USA, Inc.
Business Description of the Subject CompanyThe business of buying and selling and investing in real estate in the United States.
Location of the Subject CompanyCalifornia, United States
Capital Stock of the Subject Company10,000USD
Date of Establishment of the Subject CompanyDuring November 2026 (scheduled)
Voting rights ownership percentageAfter 100% (before not disclosed)
Impact on Business PerformanceThe impact of this matter on our group's consolidated financial results will be minor. If it affects our financial results or other matters in the future, we will promptly disclose the information.
Date of board resolution28 October 2026
Execution Date / Effective DateDuring November 2026 (scheduled)
Management structure after acquisitionThe representative is Utsumi Kaichi (内海 嘉一). Officers and employees of 株式会社ファンドクリエーション are scheduled to take office as officers.
Items this document does not state (22)
Counterparty nameNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Contract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to ExecutionTarget company name change

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.

To promote further growth of our group and enhance corporate value over the medium to long term. To create business opportunities and establish a local presence in the US real estate market, expand our business foundation, and diversify our revenue sources.

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Notice Regarding the Establishment of an Overseas Subsidiary | Fund Creation Group Co.,Ltd. (3266) timely disclosure | Komori