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

Statutory Post-Transaction Disclosure Document (Absorption-Type Company Split) (株式会社ホープス)

As a result of the absorption-type company split, the rights and obligations relating to the business of 株式会社ホープス changed from 株式会社ホープス to SHIFT Inc., with the change taking effect on 1 September 2026. No shares or other consideration were delivered, and there was no change in SHIFT Inc.'s stated capital or reserves.

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Decision and Details

The important rights and obligations transferred by the successor company in the absorption-type company split from the company effecting the split, and important matters relating to the absorption-type company split

Implementation1 September 2026 (effective date, actual) / 1 September 2026 (registration of changes, scheduled)
Going forwardRegistration of changes under Article 923 of the Companies Act is scheduled for 1 September 2026
Quantity / scaleNo consideration of any kind, including shares, was delivered; SHIFT Inc. was the sole shareholder of the company effecting the absorption-type company split; no stock acquisition rights were issued
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 procedures under Article 789 of the Companies Act were not carried out because the liabilities were assumed through cumulative assumption of debt

Impact on Business Performance

No impact on financial results is stated. There was no change in the stated capital or reserves of the successor company in the absorption-type company split.

Decision and Details
ItemDetails
Matter CoveredThe important rights and obligations transferred by the successor company in the absorption-type company split from the company effecting the split, and important matters relating to the absorption-type company split
Implementation Date1 September 2026 (effective date, actual) / 1 September 2026 (registration of changes, scheduled)
Quantity / scaleNo consideration of any kind, including shares, was delivered; SHIFT Inc. was the sole shareholder of the company effecting the absorption-type company split; no stock acquisition rights were issued
Impact on Business PerformanceNo impact on financial results is stated. There was no change in the stated capital or reserves of the successor company in the absorption-type company split.
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 procedures under Article 789 of the Companies Act were not carried out because the liabilities were assumed through cumulative assumption of debt
Governing RuleArticle 791, paragraph 1, item 1; Article 801, paragraph 3, item 2; Article 784-2; Article 785; Article 787; Article 789; Article 796, paragraph 2, main clause; Article 796-2; Article 797; Article 799; Article 802, paragraph 2; and Article 923 of the Companies Act, and Article 189 of the Ordinance for Enforcement of the Companies Act
Related previous disclosuresOfficial Gazette and electronic public notice dated 28 July 2026 (no title stated)
Future plansRegistration of changes under Article 923 of the Companies Act is scheduled for 1 September 2026
Items this document does not state (4)
Decision-Making BodyDecision DatePeriod CoveredAmount

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.

This is a post-event disclosure of the absorption-type company split pursuant to the Companies Act and the Ordinance for Enforcement of the Companies Act. No other reason is stated.

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Statutory Post-Transaction Disclosure Document (Absorption-Type Company Split) (株式会社ホープス) | SHIFT Inc. (3697) timely disclosure | Komori