Decision and Details
The Board of Directors of LANCERS,INC. and the decision of the directors of MENTA株式会社Absorption-type merger in which MENTA株式会社 is the absorbed company and LANCERS,INC. is the surviving company
Because the merger is between a wholly owned parent company and its subsidiary; because it is a simplified absorption-type merger under Article 796, Paragraph 2 of the Companies Act and a short-form merger under Article 784, Paragraph 1 of the Companies Act
No impact of the merger on financial results is stated. At present, no circumstances are anticipated that would impede LANCERS,INC.'s ability to perform its obligations following the absorption-type merger.
| Item | Details |
|---|---|
| Matter Covered | Absorption-type merger in which MENTA株式会社 is the absorbed company and LANCERS,INC. is the surviving company |
| Decision-Making Body | The Board of Directors of LANCERS,INC. and the decision of the directors of MENTA株式会社 |
| Decision Date | 12 February 2026 (date the absorption-type merger agreement was executed) |
| Implementation Date | 1 April 2026 (effective date; completed) |
| Period Covered | On and after 1 April 2026 (effective date of the merger) |
| Amount | Merger consideration: none; increase in capital: ¥0; increase in capital reserve: ¥0; increase in retained earnings reserve: ¥0 |
| Quantity / scale | 51 issued shares of MENTA株式会社, 1 shareholder, and a 100.0% voting rights ratio held by LANCERS,INC. |
| Impact on Business Performance | No impact of the merger on financial results is stated. At present, no circumstances are anticipated that would impede LANCERS,INC.'s ability to perform its obligations following the absorption-type merger. |
| Reason | Because the merger is between a wholly owned parent company and its subsidiary; because it is a simplified absorption-type merger under Article 796, Paragraph 2 of the Companies Act and a short-form merger under Article 784, Paragraph 1 of the Companies Act |
| Governing Rule | Article 801, Paragraph 1 of the Companies Act; Article 200 of the Ordinance for Enforcement of the Companies Act; Article 782, Paragraph 1 of the Companies Act; Article 182 of the Ordinance for Enforcement of the Companies Act; Articles 784-2, 785, 787, 789, 796, Paragraph 2, 796-2, 797, 799 and 921 of the Companies Act |
| Related previous disclosures | “Advance Disclosure Document Concerning the Absorption-Type Merger” dated 20 February 2026 |
| Future plans | The registration of the change under Article 921 of the Companies Act is scheduled to be completed on 1 April 2026 |
The reasons the company gives
The company's own explanation, not something inferred from the numbers.The filing states that the merger was between a wholly owned parent company and its subsidiary and was carried out under the procedures for a simplified merger and a short-form merger. It does not state a business purpose for the merger.