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Statutory disclosure document3672AltPlus Holdings Inc.Information and Communications, Services and Others

Statutory Advance Disclosure Document (Absorption-Type Company Split) (Allied Plus Co., Ltd. Split Preparation Company)

株式会社オルトプラス will carry out an absorption-type company split under which certain assets, liabilities, contractual positions and employment contracts, among other items, relating to its Entertainment & Solutions business will be transferred to its wholly owned subsidiary, 株式会社オルトプラス分割準備会社. The effective date is 1 October 2026, and no consideration will be paid.

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Decision and Details

Board of Directors of 株式会社オルトプラス (execution of the absorption-type company split agreement)

Absorption-type company split involving the Entertainment & Solutions business

Decision30 July 2026
Period CoveredOn or after 1 October 2026 (after the effective date)
Implementation1 October 2026 (scheduled effective date)
Going forwardSubmission to the extraordinary general meeting of shareholders scheduled for 25 September 2026; the absorption-type company split is scheduled to take effect on 1 October 2026
AmountConsideration for the company split: no cash or other consideration paid; balance sheet as of the date of incorporation of the succeeding company: total assets, ¥30 million; share capital, ¥30 million; total net assets, ¥30 million
Quantity / scaleCertain assets, liabilities, contractual positions and employment contracts belonging to the Entertainment & Solutions business
Reason

The Company determined that no consideration should be paid because the succeeding company is its wholly owned subsidiary.

Impact on Business Performance

The Company and the succeeding company have determined that there is no issue regarding their prospects of performing their obligations after the effective date.

Decision and Details
ItemDetails
Matter CoveredAbsorption-type company split involving the Entertainment & Solutions business
Decision-Making BodyBoard of Directors of 株式会社オルトプラス (execution of the absorption-type company split agreement)
Decision Date30 July 2026
Implementation Date1 October 2026 (scheduled effective date)
Period CoveredOn or after 1 October 2026 (after the effective date)
AmountConsideration for the company split: no cash or other consideration paid; balance sheet as of the date of incorporation of the succeeding company: total assets, ¥30 million; share capital, ¥30 million; total net assets, ¥30 million
Quantity / scaleCertain assets, liabilities, contractual positions and employment contracts belonging to the Entertainment & Solutions business
Impact on Business PerformanceThe Company and the succeeding company have determined that there is no issue regarding their prospects of performing their obligations after the effective date.
ReasonThe Company determined that no consideration should be paid because the succeeding company is its wholly owned subsidiary.
Governing RuleArticle 782, Paragraph 1 of the Companies Act; Article 183 of the Ordinance for Enforcement of the Companies Act; Article 796, Paragraph 1 of the Companies Act; Article 795, Paragraph 1 of the Companies Act
Related previous disclosuresAbsorption-type company split agreement dated 30 July 2026 (referenced in the main text); matters relating to the Board of Directors meeting held on 20 November 2025 and the annual general meeting of shareholders held on 25 December 2025
Future plansSubmission to the extraordinary general meeting of shareholders scheduled for 25 September 2026; the absorption-type company split is scheduled to take effect on 1 October 2026

The reasons the company gives

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

The Company states that it determined that no consideration should be paid because the succeeding company is its wholly owned subsidiary.

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Statutory Advance Disclosure Document (Absorption-Type Company Split) (Allied Plus Co., Ltd. Split Preparation Company) | AltPlus Holdings Inc. (3672) timely disclosure | Komori