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Statutory disclosure document4095NIHON PARKERIZING CO.,LTD.Materials and Chemicals

Statutory Post-Merger Disclosure Document (Merger) (Hokkaido Parkerizing Co., Ltd.)

NIHON PARKERIZING CO.,LTD. absorbed its wholly owned subsidiary, 北海道パーカライジング株式会社, effective 1 April 2026, assuming all of the subsidiary’s assets, liabilities and other rights and obligations. No merger consideration was paid or issued, and the surviving company’s capital and reserves did not increase.

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Decision and Details

Board of Directors

Absorption merger with 北海道パーカライジング株式会社

Decision25 December 2025 (date the merger agreement was executed)
Period CoveredFrom 1 April 2026 onward (from the effective date)
Implementation1 April 2026 (effective date; completed)
Going forwardThe company plans to apply for registration of the absorption merger within 2 weeks of 1 April 2026
AmountMerger consideration: none; increase in the surviving company’s capital and reserves: none; total assets of the disappearing company: ¥213,496,172; total liabilities: ¥44,240,149; total net assets: ¥169,256,023
Quantity / scaleAbsorption merger of 1 wholly owned subsidiary; the surviving company held all issued shares of the disappearing company
Reason

Because this was a merger without consideration between a wholly owned parent company and its wholly owned subsidiary

Impact on Business Performance

The document does not specify the impact of the absorption merger on results. It states that no event is currently expected to impede the performance of obligations after the effective date.

Decision and Details
ItemDetails
Matter CoveredAbsorption merger with 北海道パーカライジング株式会社
Decision-Making BodyBoard of Directors
Decision Date25 December 2025 (date the merger agreement was executed)
Implementation Date1 April 2026 (effective date; completed)
Period CoveredFrom 1 April 2026 onward (from the effective date)
AmountMerger consideration: none; increase in the surviving company’s capital and reserves: none; total assets of the disappearing company: ¥213,496,172; total liabilities: ¥44,240,149; total net assets: ¥169,256,023
Quantity / scaleAbsorption merger of 1 wholly owned subsidiary; the surviving company held all issued shares of the disappearing company
Impact on Business PerformanceThe document does not specify the impact of the absorption merger on results. It states that no event is currently expected to impede the performance of obligations after the effective date.
ReasonBecause this was a merger without consideration between a wholly owned parent company and its wholly owned subsidiary
Governing RuleArticle 801, Paragraph 1 of the Companies Act; Article 200 of the Ordinance for Enforcement of the Companies Act; Article 796, Paragraph 2 and Article 784, Paragraph 1 of the Companies Act; Article 789, Paragraphs 2 and 3 and Article 799, Paragraphs 2 and 3 of the Companies Act; Article 782, Paragraph 1 and Article 794, Paragraph 1 of the Companies Act; and Articles 191 and 182 of the Ordinance for Enforcement of the Companies Act
Related previous disclosures“Document Placed in Advance Regarding the Absorption Merger,” dated 25 December 2025
Future plansThe company plans to apply for registration of the absorption merger within 2 weeks of 1 April 2026

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

The merger was between a wholly owned parent company and its subsidiary, in order to transfer the business and assets of 北海道パーカライジング株式会社 to NIHON PARKERIZING CO.,LTD. The document does not explain any specific management objective for the merger.

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Statutory Post-Merger Disclosure Document (Merger) (Hokkaido Parkerizing Co., Ltd.) | NIHON PARKERIZING CO.,LTD. (4095) timely disclosure | Komori