Decision and Details
Absorption-type company split involving the rights and obligations relating to the Creation Business and Solutions Business
The number of shares was determined by agreement between the Company and the successor company, taking into account that the successor company is a wholly owned subsidiary of the Company. From the perspective of the successor company's capital policy, its stated capital, capital reserve and retained earnings reserve will not be increased.
It has been determined that there will be no issue concerning the likelihood of performance of the obligations to be borne by both companies on and after the effective date of this absorption-type company split. The amount of the impact on business performance is Not disclosed.
| Item | Details |
|---|---|
| Matter Covered | Absorption-type company split involving the rights and obligations relating to the Creation Business and Solutions Business |
| Decision Date | 24 July 2026 (date the absorption-type company split agreement was executed) |
| Implementation Date | 1 December 2026 (scheduled effective date) |
| Amount | Balance sheet as of the date of incorporation of the successor company: total assets, ¥100 million; cash and deposits, ¥100 million; shareholders' equity, ¥100 million; stated capital, ¥100 million; total net assets, ¥100 million. Increase in the successor company's stated capital and capital reserve following the absorption-type company split: ¥0 (no increase). |
| Quantity / scale | The successor company will issue and deliver 2,000 ordinary shares to the splitting company. All assets, liabilities and obligations, contracts, licenses and permits, and intellectual property rights relating to the Creation Business and Solutions Business will be transferred. Employment contracts will not be transferred. |
| Impact on Business Performance | It has been determined that there will be no issue concerning the likelihood of performance of the obligations to be borne by both companies on and after the effective date of this absorption-type company split. The amount of the impact on business performance is Not disclosed. |
| Reason | The number of shares was determined by agreement between the Company and the successor company, taking into account that the successor company is a wholly owned subsidiary of the Company. From the perspective of the successor company's capital policy, its stated capital, capital reserve and retained earnings reserve will not be increased. |
| Governing Rule | Article 782, Paragraph 1 of the Companies Act; Article 183 of the Ordinance for Enforcement of the Companies Act; Article 758, Item 8 of the Companies Act; and Article 787, Paragraph 3, Item 2(b) of the Companies Act |
| Future plans | By the day before the effective date, the splitting company and the successor company will seek approval at their respective shareholders' meetings for this agreement and other necessary matters. The absorption-type company split is scheduled to be carried out on 1 December 2026, and the corporate names of both companies are scheduled to change on the same date. If the necessary approvals and other authorizations from the relevant authorities and others cannot be obtained, this agreement will cease to be effective. |
Items this document does not state (3)
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 number of shares was determined by agreement between the Company and the successor company, taking into account that the successor company is a wholly owned subsidiary of the Company. In addition, it was determined appropriate from the perspective of the successor company's capital policy not to increase its stated capital or capital reserve.