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How definitive the wording is.Decision and Details
Resolutions by the governing bodies of Party A and Party B (specific names of the governing bodies: Not disclosed)An absorption-type company split under which rights and obligations relating to the administrative functions of 株式会社分析屋 will be transferred
Decision15 July 2026 (date of execution of the absorption-type company split agreement)
Period CoveredOn and after 1 September 2026 (after the effective date)
Implementation1 September 2026 (scheduled effective date)
Going forwardBy the day before the effective date, Party A and Party B will obtain approval of this agreement and adopt the necessary corporate resolutions. The absorption-type company split is scheduled to take effect on 1 September 2026. Any changes arising after the start date of advance disclosure will be disclosed immediately.
AmountIncrease in stated capital: ¥0; consideration for the company split: no shares, cash or other consideration; increase in reserves, etc.: to be determined by Party A in accordance with the provisions of the Ordinance on Company Accounting
Quantity / scaleAssets to be transferred: none; liabilities to be transferred: none; contracts to be transferred, excluding employment contracts: none; employment status and rights and obligations under the employment contracts of all employees primarily engaged in the relevant division; number of employees at 株式会社分析屋: 303
Reason
The company is the wholly owned parent company of the company being split, and this is an absorption-type company split between a wholly owned parent company and its wholly owned subsidiary.
Impact on Business Performance
The specific amount of the impact of this company split on financial results is Not disclosed. The company has determined that there will be no issue regarding the prospects for performance of obligations after the effective date.
| Item | Details |
|---|---|
| Matter Covered | An absorption-type company split under which rights and obligations relating to the administrative functions of 株式会社分析屋 will be transferred |
| Decision-Making Body | Resolutions by the governing bodies of Party A and Party B (specific names of the governing bodies: Not disclosed) |
| 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 1 September 2026 (after the effective date) |
| Amount | Increase in stated capital: ¥0; consideration for the company split: no shares, cash or other consideration; increase in reserves, etc.: to be determined by Party A in accordance with the provisions of the Ordinance on Company Accounting |
| Quantity / scale | Assets to be transferred: none; liabilities to be transferred: none; contracts to be transferred, excluding employment contracts: none; employment status and rights and obligations under the employment contracts of all employees primarily engaged in the relevant division; number of employees at 株式会社分析屋: 303 |
| Impact on Business Performance | The specific amount of the impact of this company split on financial results is Not disclosed. The company has determined that there will be no issue regarding the prospects for performance of obligations after the effective date. |
| Reason | The company is the wholly owned parent company of the company being split, and this is an absorption-type company split between a wholly owned parent company 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 165, Paragraph 2 of the Companies Act (related disclosure) |
| Related previous disclosures | Notice concerning the absorption-type merger of a subsidiary of the company; Notice concerning the determination of matters relating to the acquisition of treasury shares (acquisition of treasury shares pursuant to the provisions of the articles of incorporation under Article 165, Paragraph 2 of the Companies Act); Notice concerning the absorption-type merger of the company's subsidiary, 株式会社ADX Consulting; Notice concerning the absorption-type company split of the company's subsidiary, Airitech株式会社, and the absorption-type merger between consolidated subsidiaries (surviving company: 株式会社シムテック); (Discontinuation and change of disclosed matters) Notice concerning the discontinuation of the establishment of a subsidiary and the change in the absorption-type merger scheme involving a subsidiary of the company (dates: Not disclosed) |
| Future plans | By the day before the effective date, Party A and Party B will obtain approval of this agreement and adopt the necessary corporate resolutions. The absorption-type company split is scheduled to take effect on 1 September 2026. Any changes arising after the start date of advance disclosure will be disclosed immediately. |
The reasons the company gives
The company's own explanation, not something inferred from the numbers.This is an absorption-type company split between a wholly owned parent company and its wholly owned subsidiary, under which rights and obligations relating to the administrative functions will be transferred. The company has determined that the assets of both companies are expected to continue to sufficiently exceed their liabilities after the effective date and that there is no issue regarding the prospects for performance of their obligations.
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