Decision and Details
The boards of directors of TAYCA CORPORATION and TFT株式会社Post-merger disclosure document relating to the absorption-type merger
Because this is a merger without consideration between a wholly owned parent company and its subsidiary, with TAYCA CORPORATION as the surviving company and TFT株式会社 as the disappearing company.
No specific information is provided regarding the impact of this absorption-type merger on business performance. The document states that no circumstances are currently anticipated that would impede TAYCA CORPORATION’s performance of its obligations after the absorption-type merger.
| Item | Details |
|---|---|
| Matter Covered | Post-merger disclosure document relating to the absorption-type merger |
| Decision-Making Body | The boards of directors of TAYCA CORPORATION and TFT株式会社 |
| Decision Date | 3 December 2025 (date the merger agreement was executed) |
| Implementation Date | 1 April 2026 (effective date; completed) |
| Period Covered | On or after 1 April 2026 |
| Amount | Increase in stated capital: ¥0; sales for TFT株式会社’s most recent fiscal year: ¥1,924 million; operating income: ¥87 million; net income: ¥56 million; total assets: ¥705.046 million; total liabilities: ¥359.254 million; total net assets: ¥345.791 million |
| Quantity / scale | Total number of shares issued by TFT株式会社: 600 shares (100% owned by TAYCA CORPORATION); all employees of TFT株式会社 to be assumed |
| Impact on Business Performance | No specific information is provided regarding the impact of this absorption-type merger on business performance. The document states that no circumstances are currently anticipated that would impede TAYCA CORPORATION’s performance of its obligations after the absorption-type merger. |
| Reason | Because this is a merger without consideration between a wholly owned parent company and its subsidiary, with TAYCA CORPORATION as the surviving company and TFT株式会社 as the disappearing company. |
| Governing Rule | Companies Act, Article 801(1); Companies Act Enforcement Regulations, Article 200; Companies Act, Article 789; Companies Act, Article 796(2); the proviso to Companies Act, Article 797(1); Companies Act, Article 799; Companies Act, Article 782(1); Companies Act Enforcement Regulations, Article 182; Companies Act, Article 794; Companies Act Enforcement Regulations, Article 191; Companies Act, Article 921 |
| Related previous disclosures | Merger agreement dated 3 December 2025; pre-merger disclosure document relating to the absorption-type merger dated 7 January 2026; Official Gazette notice and electronic public notice dated 13 January 2026 |
| Future plans | TAYCA CORPORATION is scheduled to apply for registration of changes, and TFT株式会社 is scheduled to apply for dissolution registration, on 1 April 2026 |
The reasons the company gives
The company's own explanation, not something inferred from the numbers.Because this was a merger between a wholly owned parent company and its subsidiary, TAYCA CORPORATION will assume TFT株式会社’s business, assets, liabilities and all other rights and obligations.