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
The Company determined that no consideration should be paid because the succeeding company is its wholly owned subsidiary.
The Company and the succeeding company have determined that there is no issue regarding their prospects of performing their obligations after the effective date.
| Item | Details |
|---|---|
| Matter Covered | Absorption-type company split involving the Entertainment & Solutions business |
| Decision-Making Body | Board of Directors of 株式会社オルトプラス (execution of the absorption-type company split agreement) |
| Decision Date | 30 July 2026 |
| Implementation Date | 1 October 2026 (scheduled effective date) |
| Period Covered | On or after 1 October 2026 (after the effective date) |
| Amount | Consideration 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 / scale | Certain assets, liabilities, contractual positions and employment contracts belonging to the Entertainment & Solutions business |
| 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. |
| Reason | The Company determined that no consideration should be paid because the succeeding company is its wholly owned subsidiary. |
| Governing Rule | Article 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 disclosures | Absorption-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 plans | Submission 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.