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Definitive
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Absorption-type merger with 株式会社クラフ
Decision1 June 2026 (date of execution of the absorption-type merger agreement)
Period CoveredOn or after 1 September 2026
Implementation1 September 2026 (effective date; completed)
Going forwardThe change registration under Article 921 of the Companies Act is scheduled to be completed on 1 September 2026.
AmountMerger consideration: none issued; increase in stated capital and capital reserves: none
Quantity / scaleAll of クラフ's employees, assets, liabilities and other rights and obligations assumed; クラフ is a wholly owned subsidiary; 4,500 issued common shares
Reason
No merger consideration was delivered because SHIFT is クラフ's wholly owning parent company; disclosure is made under Article 801, Paragraph 1 of the Companies Act and Article 200 of the Ordinance for Enforcement of the Companies Act.
Impact on Business Performance
No circumstances that would hinder SHIFT's performance of its obligations are currently anticipated, and it has been determined that SHIFT is expected to perform its obligations.
| Item | Details |
|---|---|
| Matter Covered | Absorption-type merger with 株式会社クラフ |
| Decision Date | 1 June 2026 (date of execution of the absorption-type merger agreement) |
| Implementation Date | 1 September 2026 (effective date; completed) |
| Period Covered | On or after 1 September 2026 |
| Amount | Merger consideration: none issued; increase in stated capital and capital reserves: none |
| Quantity / scale | All of クラフ's employees, assets, liabilities and other rights and obligations assumed; クラフ is a wholly owned subsidiary; 4,500 issued common shares |
| Impact on Business Performance | No circumstances that would hinder SHIFT's performance of its obligations are currently anticipated, and it has been determined that SHIFT is expected to perform its obligations. |
| Reason | No merger consideration was delivered because SHIFT is クラフ's wholly owning parent company; disclosure is made under Article 801, Paragraph 1 of the Companies Act and Article 200 of the Ordinance for Enforcement of the Companies Act. |
| Governing Rule | Article 801, Paragraph 1, Article 789, Article 796, Paragraph 2, Article 797, Article 799 and Article 921 of the Companies Act; Article 782, Paragraph 1 of the Companies Act and Article 182 of the Ordinance for Enforcement of the Companies Act |
| Related previous disclosures | Absorption-type merger agreement dated 1 June 2026; other titles stated in the body, including “Notice Concerning the Absorption-Type Merger of a Subsidiary of the Company” (date: Not disclosed) |
| Future plans | The change registration under Article 921 of the Companies Act is scheduled to be completed on 1 September 2026. |
Items this document does not state (1)
Decision-Making Body
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 made under the Companies Act and the Ordinance for Enforcement of the Companies Act. The document does not state the reason for the merger itself.
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