Worth reading
55In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
12048
Shares (maximum)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares through a third-party allotment (restricted stock for the employee stock ownership plan)
Who receives how much12,048Shares
Up to 12,048 shares of the Company's common stock (the actual number of shares to be disposed of will be the number of shares for which applications are made under the plan)
帝国繊維 Employee Stock Ownership Plan, up to 12,048 shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥2,986 per share
Total issue value
¥35,975,328 (maximum)
Amount of funds to be raised
Total payment amount of ¥35,975,328 (maximum); estimated net proceeds are Not disclosed
Total Stock-Based Compensation
The amount of monetary claims to be paid as a special incentive payment is Not disclosed. The total disposal amount is up to ¥35,975,328.
発行済株式総数
0.04% of the total number of issued shares and 0.05% of the total number of voting rights (based on the maximum number of shares to be disposed of)
The dilution rate shows what proportion the newly issued shares represent of the existing shares. The higher the proportion, the more the value and voting rights per share are diluted.
Conditions on transfer restrictions
Restricted stock is stock awarded as compensation that cannot be sold during a specified period, with the restrictions lifted once the applicable conditions are met.
Transfer restriction period
From 31 July 2026 until the date on which each eligible employee retires from all positions as an employee of the Company or its subsidiaries that confer eligibility for membership in the plan
Conditions for lifting transfer restrictions
Subject to continuous membership in the plan throughout the restricted period, the restrictions will be lifted when the restricted period expires. If an employee leaves the plan upon reaching retirement age or for another legitimate reason, the restrictions will be lifted as of the date the withdrawal application is accepted or another applicable date.
Reason for acquisition without consideration
If, during the restricted period, an employee engages in an act that violates laws or regulations or falls under another specified event set out in the allotment agreement. The Company will also acquire the shares without consideration if the restrictions remain in effect when the restricted period expires or when the restrictions are otherwise lifted.
Categories and Number of Persons Covered
Employees of the Company and its subsidiaries, up to 443 people. Pattern A: up to 196 people, 20 shares per person; Pattern B: up to 146 people, 28 shares per person; Pattern C: up to 101 people, 40 shares per person.
Intended allottee's holding policy
The shares will be held by the plan and managed in a dedicated account during the restricted period. After the restrictions are lifted, the shares will be transferred to the member's regular account or to a securities account in the name of the relevant employee.
Payment date
31 July 2026
Basis for determining the amount to be paid
The closing price of ¥2,986 on the Tokyo Stock Exchange Prime Market on 26 March 2026, the business day preceding the date of the Board of Directors' resolution. This represented a discount of 1.22% to the one-month average of ¥3,023, 3.18% to the three-month average of ¥3,084, and 8.21% to the six-month average of ¥3,253.
Procedures under the Corporate Code of Conduct
Because the dilution rate is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and seeking shareholder approval are not required. All 3 Audit & Supervisory Board Members expressed the opinion that the disposal price is lawful.
Most recent equity financing
10 November 2023: The Board of Directors resolved to introduce this plan (funds raised: Not disclosed)
Impact on Business Performance
The specific impact on results is Not disclosed. The Company believes that the transaction will contribute to an increase in corporate value.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares through a third-party allotment (restricted stock for the employee stock ownership plan) |
| Number of shares to be issued or disposed of | Up to 12,048 shares of the Company's common stock (the actual number of shares to be disposed of will be the number of shares for which applications are made under the plan) |
| Issue price and disposal price | ¥2,986 per share |
| Total issue value | ¥35,975,328 (maximum) |
| Amount of funds to be raised | Total payment amount of ¥35,975,328 (maximum); estimated net proceeds are Not disclosed |
| Payment date | 31 July 2026 |
| Intended allottee | 帝国繊維 Employee Stock Ownership Plan, up to 12,048 shares |
| Intended allottee's holding policy | The shares will be held by the plan and managed in a dedicated account during the restricted period. After the restrictions are lifted, the shares will be transferred to the member's regular account or to a securities account in the name of the relevant employee. |
| Dilution Rate | 0.04% of the total number of issued shares and 0.05% of the total number of voting rights (based on the maximum number of shares to be disposed of) |
| Total number of issued shares | 27,584,400 shares → Not disclosed |
| Basis for determining the amount to be paid | The closing price of ¥2,986 on the Tokyo Stock Exchange Prime Market on 26 March 2026, the business day preceding the date of the Board of Directors' resolution. This represented a discount of 1.22% to the one-month average of ¥3,023, 3.18% to the three-month average of ¥3,084, and 8.21% to the six-month average of ¥3,253. |
| Transfer restriction period | From 31 July 2026 until the date on which each eligible employee retires from all positions as an employee of the Company or its subsidiaries that confer eligibility for membership in the plan |
| Conditions for lifting transfer restrictions | Subject to continuous membership in the plan throughout the restricted period, the restrictions will be lifted when the restricted period expires. If an employee leaves the plan upon reaching retirement age or for another legitimate reason, the restrictions will be lifted as of the date the withdrawal application is accepted or another applicable date. |
| Reason for acquisition without consideration | If, during the restricted period, an employee engages in an act that violates laws or regulations or falls under another specified event set out in the allotment agreement. The Company will also acquire the shares without consideration if the restrictions remain in effect when the restricted period expires or when the restrictions are otherwise lifted. |
| Categories and Number of Persons Covered | Employees of the Company and its subsidiaries, up to 443 people. Pattern A: up to 196 people, 20 shares per person; Pattern B: up to 146 people, 28 shares per person; Pattern C: up to 101 people, 40 shares per person. |
| Total Stock-Based Compensation | The amount of monetary claims to be paid as a special incentive payment is Not disclosed. The total disposal amount is up to ¥35,975,328. |
| Procedures under the Corporate Code of Conduct | Because the dilution rate is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and seeking shareholder approval are not required. All 3 Audit & Supervisory Board Members expressed the opinion that the disposal price is lawful. |
| Most recent equity financing | 10 November 2023: The Board of Directors resolved to introduce this plan (funds raised: Not disclosed) |
| Impact on Business Performance | The specific impact on results is Not disclosed. The Company believes that the transaction will contribute to an increase in corporate value. |
Items this document does not state (9)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMajor shareholders after the offering
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 support employee welfare and asset building, provide employees with incentives to contribute to the sustainable enhancement of the Company's corporate value, and promote the sharing of value between employees and shareholders.
How to read this page
This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.