Change in the Parent Company, Other Affiliated Company, Major Shareholder and Largest Shareholder among Major Shareholders
株式会社ガーラ, Megazone Cloud Corporation, Megazone Corporation
Shares of 株式会社ガーラ (voting rights)
Megazone Cloud Corporation will transfer 16.04% of the Company's shares (4,495,581 shares) to Megazone Corporation, and the rights holder under the proxy agreement concerning voting rights between Akira Kikukawa (菊川曉) and Megazone Cloud Corporation will change from Megazone Cloud Corporation to Megazone Corporation.
No amount stated. There is no direct impact on the Company's results of operations.
No revision to the earnings forecast is stated. There is no direct impact on the Company's results of operations.
Change in voting rights ownership ratio
The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.
Megazone Cloud Corporation: 101,005 voting rights, 36.04%. Megazone Corporation: 0 voting rights, 0.00%. Reference date: 30 June 2026.
Megazone Cloud Corporation: 56,049 voting rights, 19.99%. Megazone Corporation: 44,955 voting rights, 16.04%. In addition, Megazone Corporation will become the rights holder under the proxy agreement concerning Akira Kikukawa's (菊川曉) 15.03% of voting rights, bringing the total voting rights to approximately 51%. Reference date: 30 June 2026.
Company response
The directors appointed by Megazone Cloud Corporation are scheduled to resign in September 2026. Directors to be appointed by Megazone Corporation are scheduled to be elected at the annual general meeting of shareholders scheduled for March 2027.
This change concerns a change in the Company's shareholder structure and will have no direct impact on the Company's results of operations. The directors appointed by Megazone Cloud Corporation are scheduled to resign in September 2026, and directors to be appointed by Megazone Corporation are scheduled to be elected at the annual general meeting of shareholders scheduled for March 2027.
The Company will promptly disclose any matters requiring disclosure that arise in the future.
| Item | Details |
|---|---|
| Event name | Change in the Parent Company, Other Affiliated Company, Major Shareholder and Largest Shareholder among Major Shareholders |
| Date of occurrence | 3 September 2026 (scheduled) |
| Subject Entity | 株式会社ガーラ, Megazone Cloud Corporation, Megazone Corporation |
| Target Locations / Products | Shares of 株式会社ガーラ (voting rights) |
| Cause | Megazone Cloud Corporation will transfer 16.04% of the Company's shares (4,495,581 shares) to Megazone Corporation, and the rights holder under the proxy agreement concerning voting rights between Akira Kikukawa (菊川曉) and Megazone Cloud Corporation will change from Megazone Cloud Corporation to Megazone Corporation. |
| Amount of Impact on Business Performance | No amount stated. There is no direct impact on the Company's results of operations. |
| Impact on Earnings Forecast | No revision to the earnings forecast is stated. There is no direct impact on the Company's results of operations. |
| Directors' and officers' liability | The directors appointed by Megazone Cloud Corporation are scheduled to resign in September 2026. Directors to be appointed by Megazone Corporation are scheduled to be elected at the annual general meeting of shareholders scheduled for March 2027. |
| Voting rights ownership percentage before the change | Megazone Cloud Corporation: 101,005 voting rights, 36.04%. Megazone Corporation: 0 voting rights, 0.00%. Reference date: 30 June 2026. |
| Voting rights ownership percentage after the change | Megazone Cloud Corporation: 56,049 voting rights, 19.99%. Megazone Corporation: 44,955 voting rights, 16.04%. In addition, Megazone Corporation will become the rights holder under the proxy agreement concerning Akira Kikukawa's (菊川曉) 15.03% of voting rights, bringing the total voting rights to approximately 51%. Reference date: 30 June 2026. |
| Outlook | This change concerns a change in the Company's shareholder structure and will have no direct impact on the Company's results of operations. The directors appointed by Megazone Cloud Corporation are scheduled to resign in September 2026, and directors to be appointed by Megazone Corporation are scheduled to be elected at the annual general meeting of shareholders scheduled for March 2027. |
| Planned follow-up disclosure | The Company will promptly disclose any matters requiring disclosure that arise in the future. |
Items this document does not state (13)
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.To enable Megazone Corporation, which can make direct contributions in the gaming field, including design, to deepen its involvement in the Company's management as the Company's direct largest shareholder, in consideration of the potential to create business synergies.