Worth reading
66In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
1157602
ULS Group common sharesWording
Definitive
How definitive the wording is.Decision and Details
ULS Group: no shareholder meeting resolution required under the main clause of Article 796, paragraph 2 of the Companies Act. ピースミール・テクノロジー株式会社: extraordinary general meeting of shareholdersPost-event disclosure relating to the share exchange
Decision29 July 2026 (date of execution of the share exchange agreement) / 14 August 2026 (resolution at the extraordinary general meeting of shareholders of ピースミール・テクノロジー株式会社)
Implementation1 October 2026 (effective date; actual)
AmountIncrease in stated capital: ¥0; increase in capital reserve: ¥0; increase in retained earnings reserve: ¥0
Quantity / scaleShares of the wholly owned subsidiary transferred in the share exchange: 31 shares. ULS Group common shares allotted and delivered: 1,157,602 shares in total. Exchange ratio: 37,342 ULS Group common shares for each share of ピースミール・テクノロジー株式会社 common stock
Reason
Disclosure under Article 791, paragraph 1, item 2 and Article 801, paragraph 3, item 3 of the Companies Act and Article 190 of the Ordinance for Enforcement of the Companies Act. As the transaction qualified as a simplified share exchange, ULS Group completed it without obtaining shareholder meeting approval.
| Item | Details |
|---|---|
| Matter Covered | Post-event disclosure relating to the share exchange |
| Decision-Making Body | ULS Group: no shareholder meeting resolution required under the main clause of Article 796, paragraph 2 of the Companies Act. ピースミール・テクノロジー株式会社: extraordinary general meeting of shareholders |
| Decision Date | 29 July 2026 (date of execution of the share exchange agreement) / 14 August 2026 (resolution at the extraordinary general meeting of shareholders of ピースミール・テクノロジー株式会社) |
| Implementation Date | 1 October 2026 (effective date; actual) |
| Amount | Increase in stated capital: ¥0; increase in capital reserve: ¥0; increase in retained earnings reserve: ¥0 |
| Quantity / scale | Shares of the wholly owned subsidiary transferred in the share exchange: 31 shares. ULS Group common shares allotted and delivered: 1,157,602 shares in total. Exchange ratio: 37,342 ULS Group common shares for each share of ピースミール・テクノロジー株式会社 common stock |
| Reason | Disclosure under Article 791, paragraph 1, item 2 and Article 801, paragraph 3, item 3 of the Companies Act and Article 190 of the Ordinance for Enforcement of the Companies Act. As the transaction qualified as a simplified share exchange, ULS Group completed it without obtaining shareholder meeting approval. |
| Governing Rule | Article 791, paragraph 1, item 2; Article 801, paragraph 3, item 3; Article 784-2; Article 785; Article 787; Article 789; Article 796, paragraphs 2 and 3; Article 797; Article 799; Article 783, paragraph 1 of the Companies Act; Article 190 of the Ordinance for Enforcement of the Companies Act; and Article 161, paragraph 2 of the Act on Book-Entry Transfer of Corporate Bonds and Shares |
Items this document does not state (4)
Period CoveredImpact on Business PerformanceRelated previous disclosuresFuture plans
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 post-event disclosure of the share exchange under the Companies Act and the Ordinance for Enforcement of the Companies Act, intended to report the effectiveness of the share exchange, the progress of the procedures, and the number of shares delivered.
How to read this page
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