Decision and Details
RECOMM CO.,LTD.: No shareholder meeting approval was required because this was a simplified share exchange under the main clause of Article 796, paragraph 2 of the Companies Act. 株式会社とみや: A shareholder resolution was deemed to have been passed based on the written consent of all shareholders.A share exchange under which RECOMM CO.,LTD. became the wholly owning parent company and 株式会社とみや became the wholly owned subsidiary
To disclose the effective date of the share exchange and the progress of procedures under the Companies Act as a statutory post-effective disclosure
| Item | Details |
|---|---|
| Matter Covered | A share exchange under which RECOMM CO.,LTD. became the wholly owning parent company and 株式会社とみや became the wholly owned subsidiary |
| Decision-Making Body | RECOMM CO.,LTD.: No shareholder meeting approval was required because this was a simplified share exchange under the main clause of Article 796, paragraph 2 of the Companies Act. 株式会社とみや: A shareholder resolution was deemed to have been passed based on the written consent of all shareholders. |
| Decision Date | 3 September 2026 (approval of the share exchange agreement by 株式会社とみや) / 17 August 2026 (execution of the share exchange agreement) |
| Implementation Date | 7 September 2026 (effective date; completed) |
| Quantity / scale | 985 shares subject to transfer, 865,000 shares delivered in total, exchange ratio of 878.17 RECOMM CO.,LTD. shares for each 株式会社とみや share |
| Reason | To disclose the effective date of the share exchange and the progress of procedures under the Companies Act as a statutory post-effective disclosure |
| Governing Rule | Articles 791, paragraph 1, item 2; 801, paragraph 3, item 3; 784-2; 785; 787; 789; 796-2; 797; 799; 796, paragraph 2; 796, paragraph 3; 783, paragraph 1; and 319, paragraph 1 of the Companies Act; and Article 190 of the Ordinance for Enforcement of the Companies Act |
| Related previous disclosures | Share exchange agreement dated 17 August 2026 |
Items this document does not state (4)
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.This is a post-effective disclosure pursuant to Article 791, paragraph 1, item 2 and Article 801, paragraph 3, item 3 of the Companies Act, and Article 190 of the Ordinance for Enforcement of the Companies Act.