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Statutory disclosure document3933CHIeru Co.,Ltd.Information and Communications, Services and Others

Statutory post-event disclosure document (merger) (沖縄チエル株式会社)

チエル株式会社 absorbed 沖縄チエル株式会社 in an absorption-type merger, which became effective on 1 April 2026. チエル株式会社 assumed all rights and obligations, including the assets and liabilities of 沖縄チエル株式会社, and 沖縄チエル株式会社 was dissolved.

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Decision and Details

An absorption-type merger in which チエル株式会社 was the surviving company and 沖縄チエル株式会社 was the dissolved company

Decision17 November 2025 (date of execution of the absorption-type merger agreement)
Implementation1 April 2026 (effective date; completed)
AmountMerger consideration: no cash or other consideration paid; increase in stated capital: ¥0
Quantity / scaleAll 1,000 issued shares of 沖縄チエル株式会社; 1 shareholder of 沖縄チエル株式会社
Reason

As the surviving company is the wholly owning parent company of the dissolved company, no merger consideration was paid, and there was no change in the amount of the surviving company's stated capital or legal capital reserve.

Impact on Business Performance

In view of the financial condition and other circumstances of the surviving and dissolved companies, no impediment to the performance of their obligations is expected. The amount of the impact on financial results is Not disclosed.

Decision and Details
ItemDetails
Matter CoveredAn absorption-type merger in which チエル株式会社 was the surviving company and 沖縄チエル株式会社 was the dissolved company
Decision Date17 November 2025 (date of execution of the absorption-type merger agreement)
Implementation Date1 April 2026 (effective date; completed)
AmountMerger consideration: no cash or other consideration paid; increase in stated capital: ¥0
Quantity / scaleAll 1,000 issued shares of 沖縄チエル株式会社; 1 shareholder of 沖縄チエル株式会社
Impact on Business PerformanceIn view of the financial condition and other circumstances of the surviving and dissolved companies, no impediment to the performance of their obligations is expected. The amount of the impact on financial results is Not disclosed.
ReasonAs the surviving company is the wholly owning parent company of the dissolved company, no merger consideration was paid, and there was no change in the amount of the surviving company's stated capital or legal capital reserve.
Governing RuleCompanies Act and Ordinance for Enforcement of the Companies Act; Articles 784-2, 785, 787, 789, 796-2, 797, 799, 782(1) and 921 of the Companies Act
Related previous disclosures"Prior Disclosure Document Relating to the Absorption-Type Merger" dated 24 February 2026; "Absorption-Type Merger Agreement" dated 17 November 2025
Items this document does not state (3)
Decision-Making BodyPeriod CoveredFuture 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 a post-event disclosure 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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Statutory post-event disclosure document (merger) (沖縄チエル株式会社) | CHIeru Co.,Ltd. (3933) timely disclosure | Komori