Decision and Details
Absorption-type merger in which 文正商事株式会社 is the disappearing company and Chugoku Marine Paints,Ltd. is the surviving company
文正商事株式会社 was a wholly owned subsidiary of Chugoku Marine Paints,Ltd.; the merger was intended to ensure smooth business operations after the merger, strengthen the management foundation and improve operational efficiency.
No situation is currently anticipated that would hinder Chugoku Marine Paints,Ltd.'s ability to perform its obligations based on its earnings position and cash flows after the merger. Changes to the earnings forecasts: Not disclosed
| Item | Details |
|---|---|
| Matter Covered | Absorption-type merger in which 文正商事株式会社 is the disappearing company and Chugoku Marine Paints,Ltd. is the surviving company |
| Decision Date | 31 October 2025 (date the merger agreement was executed) |
| Implementation Date | 1 July 2026 (effective date; completed) |
| Amount | No shares or other monetary consideration will be delivered. Stated capital and capital reserves will not increase. 文正商事's fiscal year ended December 2025 revenue was ¥1,298.666 million, operating profit was ¥100.599 million and net income was ¥100.509 million. |
| Quantity / scale | 8,000 shares of 文正商事株式会社, 100.0% voting rights ratio, 16 employees |
| Impact on Business Performance | No situation is currently anticipated that would hinder Chugoku Marine Paints,Ltd.'s ability to perform its obligations based on its earnings position and cash flows after the merger. Changes to the earnings forecasts: Not disclosed |
| Reason | 文正商事株式会社 was a wholly owned subsidiary of Chugoku Marine Paints,Ltd.; the merger was intended to ensure smooth business operations after the merger, strengthen the management foundation and improve operational efficiency. |
| Governing Rule | Article 801, Paragraph 1 of the Companies Act; Article 200 of the Ordinance for Enforcement of the Companies Act; Article 794, Paragraph 1 of the Companies Act; Article 191 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 | Absorption-type merger agreement dated 31 October 2025; advance disclosure document relating to the absorption-type merger dated 23 April 2026 |
| Future plans | Registration of the change under Article 921 of the Companies Act is scheduled to be completed on 1 July 2026 |
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 stated reasons are that 文正商事株式会社 was a wholly owned subsidiary of Chugoku Marine Paints,Ltd., and that the merger was intended to ensure smooth business operations after the merger, strengthen the management foundation and improve operational efficiency.