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How definitive the wording is.Decision and Details
An absorption-type company split under which the rights and obligations relating to the management division of 株式会社ホープス will be transferred
Decision15 July 2026 (date of execution of the absorption-type company split agreement)
Implementation1 September 2026 (scheduled effective date)
Going forwardThe transaction is scheduled to take effect on 1 September 2026. If the necessary procedures cannot be completed by the day before the effective date, the effective date may be changed upon consultation between the parties. If any changes occur after the start date of the statutory advance disclosure, they will be disclosed immediately.
AmountIncrease in stated capital: ¥0; consideration for the company split: no shares, cash or any other consideration
Quantity / scaleThe contractual employment status of, and all rights and obligations under those contracts held by, all 株式会社ホープス employees principally engaged in the division concerned
Reason
Because SHIFT is the wholly owning parent company of 株式会社ホープス, and this is an absorption-type company split between a wholly owned parent and its wholly owned subsidiary
| Item | Details |
|---|---|
| Matter Covered | An absorption-type company split under which the rights and obligations relating to the management division of 株式会社ホープス will be transferred |
| Decision Date | 15 July 2026 (date of execution of the absorption-type company split agreement) |
| Implementation Date | 1 September 2026 (scheduled effective date) |
| Amount | Increase in stated capital: ¥0; consideration for the company split: no shares, cash or any other consideration |
| Quantity / scale | The contractual employment status of, and all rights and obligations under those contracts held by, all 株式会社ホープス employees principally engaged in the division concerned |
| Reason | Because SHIFT is the wholly owning parent company of 株式会社ホープス, and this is an absorption-type company split between a wholly owned parent and its wholly owned subsidiary |
| Governing Rule | Article 794, Paragraph 1 of the Companies Act; Article 192 of the Ordinance for Enforcement of the Companies Act; Article 758 of the Companies Act; Article 799, Paragraph 1 of the Companies Act; Article 381, Paragraph 1 of the Companies Act; Financial Instruments and Exchange Act |
| Related previous disclosures | Notice concerning the absorption-type merger of a subsidiary of the Company; Notice concerning the decision on matters relating to the acquisition of treasury shares (acquisition of treasury shares based on the provisions of the Articles of Incorporation pursuant to Article 165, Paragraph 2 of the Companies Act); Notice concerning the absorption-type merger of the Company's subsidiary, ADX Consulting; Notice concerning an absorption-type company split by the Company's subsidiary, Airitech, and an absorption-type merger between consolidated subsidiaries (surviving company: 株式会社シムテック); (Discontinuation and changes to disclosed matters) Notice concerning the discontinuation of the establishment of a subsidiary and changes to the absorption-type merger scheme for a subsidiary of the Company |
| Future plans | The transaction is scheduled to take effect on 1 September 2026. If the necessary procedures cannot be completed by the day before the effective date, the effective date may be changed upon consultation between the parties. If any changes occur after the start date of the statutory advance disclosure, they will be disclosed immediately. |
Items this document does not state (3)
Decision-Making BodyPeriod CoveredImpact on Business Performance
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 SHIFT is the wholly owning parent company of 株式会社ホープス, and this is an absorption-type company split between a wholly owned parent and its wholly owned subsidiary.
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