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Statutory disclosure document3951ASAHI PRINTING CO.,LTD.Materials and Chemicals

Statutory Pre-Merger Disclosure Document (Absorption-Type Merger) (株式会社ニッポー)

朝日印刷株式会社 has entered into an agreement to absorb 株式会社ニッポー through a merger, with the merger scheduled to take effect on 1 July 2027. This is a merger without consideration between a wholly owned parent company and its wholly owned subsidiary. 朝日印刷株式会社 will remain as the surviving company, and 株式会社ニッポー will be dissolved.

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Decision and Details

The boards of directors of 朝日印刷株式会社 and 株式会社ニッポー

Absorption-Type Merger

Decision21 July 2026 (date the absorption-type merger agreement was executed)
Implementation1 July 2027 (scheduled; effective date)
Going forwardThe absorption-type merger is scheduled to take effect on 1 July 2027. If any changes arise after the start date of the prior disclosure period, the matters as changed will be disclosed promptly.
AmountMerger consideration: none (without consideration)
Quantity / scaleAbsorption-type merger between a wholly owned parent company and its wholly owned subsidiary. 朝日印刷株式会社 will be the surviving company, and 株式会社ニッポー will be the dissolved company.
Reason

Because this is a merger between a wholly owned parent company and its wholly owned subsidiary

Impact on Business Performance

Even after the effective date of the merger, no event is currently anticipated that would impede the surviving company's performance of its obligations. The amount of the impact of the merger on financial results is Not disclosed.

Decision and Details
ItemDetails
Matter CoveredAbsorption-Type Merger
Decision-Making BodyThe boards of directors of 朝日印刷株式会社 and 株式会社ニッポー
Decision Date21 July 2026 (date the absorption-type merger agreement was executed)
Implementation Date1 July 2027 (scheduled; effective date)
AmountMerger consideration: none (without consideration)
Quantity / scaleAbsorption-type merger between a wholly owned parent company and its wholly owned subsidiary. 朝日印刷株式会社 will be the surviving company, and 株式会社ニッポー will be the dissolved company.
Impact on Business PerformanceEven after the effective date of the merger, no event is currently anticipated that would impede the surviving company's performance of its obligations. The amount of the impact of the merger on financial results is Not disclosed.
ReasonBecause this is a merger between a wholly owned parent company and its wholly owned subsidiary
Governing RuleArticle 794, paragraph 1; Article 782, paragraph 1; Article 796, paragraph 2; and Article 784, paragraph 1 of the Companies Act; and Article 191 and Article 182 of the Ordinance for Enforcement of the Companies Act
Future plansThe absorption-type merger is scheduled to take effect on 1 July 2027. If any changes arise after the start date of the prior disclosure period, the matters as changed will be disclosed promptly.
Items this document does not state (2)
Period CoveredRelated previous disclosures

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.

As this is a merger between a wholly owned parent company and its wholly owned subsidiary, the companies will maintain the prior disclosure document required under the Companies Act. The companies state that, at present, no event is anticipated that would impede the surviving company's performance of its obligations after the merger.

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Statutory Pre-Merger Disclosure Document (Absorption-Type Merger) (株式会社ニッポー) | ASAHI PRINTING CO.,LTD. (3951) timely disclosure | Komori