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Statutory disclosure document3697SHIFT Inc.Information and Communications, Services and Others

Statutory Post-Transaction Disclosure Document (Absorption-Type Company Split) (CLUTCH Co., Ltd.)

The absorption-type company split involving 株式会社CLUTCH became effective on 1 September 2026, and SHIFT Inc. succeeded to the rights and obligations relating to the business specified in the company split agreement. No shares or other consideration were issued, and there was no change in SHIFT Inc.'s stated capital or capital reserves.

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Decision and Details

Post-event disclosure relating to an absorption-type company split

Implementation1 September 2026 (effective date; completed)
Going forwardRegistration of the change under Article 923 of the Companies Act is scheduled to be made on 1 September 2026
Reason

Post-event disclosure pursuant to Article 791, paragraph 1, item 1 and Article 801, paragraph 3, item 2 of the Companies Act and Article 189 of the Ordinance for Enforcement of the Companies Act. The successor company is maintaining documents describing the rights and obligations and other matters relating to the company undergoing the absorption-type company split.

Impact on Business Performance

As a result of the absorption-type company split, there was no change in the stated capital or capital reserves of the company succeeding to the absorption-type company split. Other impacts on operating performance and financial position were not disclosed.

Decision and Details
ItemDetails
Matter CoveredPost-event disclosure relating to an absorption-type company split
Implementation Date1 September 2026 (effective date; completed)
Impact on Business PerformanceAs a result of the absorption-type company split, there was no change in the stated capital or capital reserves of the company succeeding to the absorption-type company split. Other impacts on operating performance and financial position were not disclosed.
ReasonPost-event disclosure pursuant to Article 791, paragraph 1, item 1 and Article 801, paragraph 3, item 2 of the Companies Act and Article 189 of the Ordinance for Enforcement of the Companies Act. The successor company is maintaining documents describing the rights and obligations and other matters relating to the company undergoing the absorption-type company split.
Governing RuleArticle 791, paragraph 1, item 1; Article 801, paragraph 3, item 2; Article 189 of the Ordinance for Enforcement of the Companies Act; and Articles 784-2, 785, 787, 789, 796, paragraph 2, 796-2, 797, 799, 802, paragraph 2, and 923 of the Companies Act
Related previous disclosuresOfficial Gazette notice and electronic public notice dated 28 July 2026 (title: Not disclosed)
Future plansRegistration of the change under Article 923 of the Companies Act is scheduled to be made on 1 September 2026
Items this document does not state (5)
Decision-Making BodyDecision DatePeriod CoveredAmountQuantity / scale

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.

To describe the progress of the procedures relating to the absorption-type company split and the rights and obligations succeeded to, as a post-event disclosure document pursuant to Article 791, paragraph 1, item 1 and Article 801, paragraph 3, item 2 of the Companies Act and Article 189 of the Ordinance for Enforcement of the Companies Act.

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Statutory Post-Transaction Disclosure Document (Absorption-Type Company Split) (CLUTCH Co., Ltd.) | SHIFT Inc. (3697) timely disclosure | Komori