Decision and Details
EM SYSTEMS CO.,LTD.'s Board of Directors; 株式会社グッドサイクルシステム's decision-making body: Not disclosedAn absorption-type merger in which EM SYSTEMS CO.,LTD. is the surviving company and 株式会社グッドサイクルシステム is the disappearing company
Because this is a merger between a wholly owned parent company and its wholly owned subsidiary
After the effective date, the surviving company's assets are expected to substantially exceed its liabilities, and no circumstances that would impede the performance of its obligations are currently anticipated
| Item | Details |
|---|---|
| Matter Covered | An absorption-type merger in which EM SYSTEMS CO.,LTD. is the surviving company and 株式会社グッドサイクルシステム is the disappearing company |
| Decision-Making Body | EM SYSTEMS CO.,LTD.'s Board of Directors; 株式会社グッドサイクルシステム's decision-making body: Not disclosed |
| Decision Date | 16 October 2026 |
| Implementation Date | 1 January 2027 (scheduled effective date; however, this may be changed by consultation and agreement) |
| Period Covered | From the effective date of 1 January 2027 onward |
| Amount | Merger consideration: none; increase in the surviving company's share capital, capital reserve or retained earnings reserve: none |
| Quantity / scale | The surviving company owns all issued shares of the disappearing company and will continue to employ all of the disappearing company's employees |
| Impact on Business Performance | After the effective date, the surviving company's assets are expected to substantially exceed its liabilities, and no circumstances that would impede the performance of its obligations are currently anticipated |
| Reason | Because this is a merger between a wholly owned parent company and its wholly owned subsidiary |
| Governing Rule | Article 794, paragraph 1; Article 782, paragraph 1; Article 796, paragraph 2; and Article 784, paragraph 1 of the Companies Act; and Article 191 and Article 182 of the Ordinance for Enforcement of the Companies Act |
| Future plans | The merger is scheduled to take effect on 1 January 2027. If any changes arise to the disclosed information after the start date for prior disclosure, the revised details will be disclosed immediately. |
Items this document does not state (1)
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.As this is a merger between a wholly owned parent company and its wholly owned subsidiary, it will be conducted without consideration using simplified merger and short-form merger procedures.