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An absorption-type company split under which SHIFT will assume the rights and obligations relating to the administrative functions of 株式会社エスエヌシー
Decision15 July 2026 (date of execution of the absorption-type company split agreement)
Period CoveredOn and after the effective date
Implementation1 September 2026 (scheduled effective date)
Going forwardThe company split 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 following discussions between the two companies. If any changes occur to the disclosed information after the start date of the advance disclosure period, they will be disclosed immediately.
AmountIncrease in stated capital: ¥0; increase in capital reserves, etc.: to be determined by SHIFT in accordance with the Ordinance on Company Accounting
Quantity / scaleAssets to be assumed: None; liabilities to be assumed: None; contracts to be assumed (excluding employment contracts): None; employment contracts to be assumed: the status under the employment contracts with all employees of 株式会社エスエヌシー who are primarily engaged in the relevant division, together with all rights and obligations arising under those contracts
Reason
As this is an absorption-type company split between a wholly owned parent company and its wholly owned subsidiary, no share allocation or other consideration whatsoever will be delivered
| Item | Details |
|---|---|
| Matter Covered | An absorption-type company split under which SHIFT will assume the rights and obligations relating to the administrative functions of 株式会社エスエヌシー |
| Decision Date | 15 July 2026 (date of execution of the absorption-type company split agreement) |
| Implementation Date | 1 September 2026 (scheduled effective date) |
| Period Covered | On and after the effective date |
| Amount | Increase in stated capital: ¥0; increase in capital reserves, etc.: to be determined by SHIFT in accordance with the Ordinance on Company Accounting |
| Quantity / scale | Assets to be assumed: None; liabilities to be assumed: None; contracts to be assumed (excluding employment contracts): None; employment contracts to be assumed: the status under the employment contracts with all employees of 株式会社エスエヌシー who are primarily engaged in the relevant division, together with all rights and obligations arising under those contracts |
| Reason | As this is an absorption-type company split between a wholly owned parent company and its wholly owned subsidiary, no share allocation or other consideration whatsoever will be delivered |
| 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 165, paragraph 2 of the Companies Act; Financial Instruments and Exchange Act |
| Future plans | The company split 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 following discussions between the two companies. If any changes occur to the disclosed information after the start date of the advance disclosure period, they will be disclosed immediately. |
Items this document does not state (3)
Decision-Making BodyImpact on Business PerformanceRelated previous disclosures
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.As this is an absorption-type company split between a wholly owned parent company and its wholly owned subsidiary, no share allocation or other consideration will be delivered.
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