Decision and Details
Absorption-type merger with 株式会社マスラボ as the absorbed company
Because the Company, as the surviving company in the absorption-type merger, is the wholly owning parent company of 株式会社マスラボ, the absorbed company
| Item | Details |
|---|---|
| Matter Covered | Absorption-type merger with 株式会社マスラボ as the absorbed company |
| Decision Date | 1 June 2026 (date of execution of the absorption-type merger agreement; the required corporate approvals are scheduled to be obtained by the day before the effective date) |
| Implementation Date | 1 September 2026 (scheduled effective date) |
| Period Covered | On or after 1 September 2026 |
| Quantity / scale | All employees, assets, liabilities and other rights and obligations of 株式会社マスラボ will be assumed. No merger consideration will be paid, and capital and capital reserves will not increase. |
| Reason | Because the Company, as the surviving company in the absorption-type merger, is the wholly owning parent company of 株式会社マスラボ, the absorbed company |
| Governing Rule | Article 794, Paragraph 1; Article 191 of the Ordinance for Enforcement of the Companies Act; Article 749, Paragraph 1; Article 796, Paragraph 2; and Article 799, Paragraph 1 of the Companies Act |
| Future plans | The effective date is 1 September 2026. By the day before the effective date, both companies will approve this agreement and obtain the necessary corporate approvals. The effective date may be changed if the necessary procedures cannot be completed. The merger is conditional on the absorption-type merger with SHIFT SECURITY dated 1 June 2026 becoming effective. |
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.Because 株式会社マスラボ is a wholly owned subsidiary of SHIFT, no shares, cash or other consideration will be delivered as merger consideration. With respect to the performance of obligations, assets are expected to continue to substantially exceed liabilities after the merger, and the Company has determined that there will be no issue with performance.