Decision and Details
Prior disclosure matters relating to the absorption-type company split
The purpose is to transition to a holding company structure. The number of shares to be allotted and the amounts of stated capital and capital reserve have been determined to be appropriate in light of the discussions between the parties, the nature of the businesses and the assets and liabilities to be transferred.
No circumstances are expected that would hinder the performance of obligations, and it has been determined that both companies are expected to perform their obligations after the split. The amount of the impact on financial results is Not disclosed.
| Item | Details |
|---|---|
| Matter Covered | Prior disclosure matters relating to the absorption-type company split |
| Decision Date | 15 May 2026 (date of execution of the absorption-type company split agreement) |
| Implementation Date | 1 October 2026 (scheduled; effective date) |
| Amount | Increase in stated capital: ¥90 million; increase in capital reserve: ¥25 million; stated capital at the establishment of the company established to prepare for the split: ¥10 million |
| Quantity / scale | 9,000 common shares to be newly issued and allotted. All businesses other than the group management business, together with the related assets, liabilities, contractual positions, employees and transferable licenses and permits, will be transferred. |
| Impact on Business Performance | No circumstances are expected that would hinder the performance of obligations, and it has been determined that both companies are expected to perform their obligations after the split. The amount of the impact on financial results is Not disclosed. |
| Reason | The purpose is to transition to a holding company structure. The number of shares to be allotted and the amounts of stated capital and capital reserve have been determined to be appropriate in light of the discussions between the parties, the nature of the businesses and the assets and liabilities to be transferred. |
| Governing Rule | Article 782, paragraph 1; Article 794, paragraph 1; Article 165, paragraph 3; and Article 156 of the Companies Act; and Articles 183 and 192 of the Ordinance for Enforcement of the Companies Act |
| Related previous disclosures | Resolution of the Board of Directors meeting held on 13 November 2025 (disclosure concerning the acquisition of treasury shares) |
| Future plans | Approval of the absorption-type company split agreement by a shareholders meeting and other necessary approvals will be obtained by the day before the effective date. Creditor protection procedures and other procedures will be carried out, and the absorption-type company split is scheduled to take effect on 1 October 2026. If any changes occur after the start date of the advance disclosure, they will be disclosed immediately. |
Items this document does not state (2)
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.The purpose is to transition to a holding company structure.