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Statutory disclosure document4911Shiseido Company,LimitedMaterials and Chemicals

Statutory Prior Disclosure Document (Merger) (Shiseido Creative Co., Ltd.)

Shiseido Company,Limited entered into an agreement to merge its wholly owned subsidiary, 資生堂クリエイティブ株式会社, by absorption. The merger is scheduled to take effect on 1 June 2026, with no consideration to be delivered, including any share allotment.

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Decision and Details

Advance disclosure matters relating to the absorption-type merger

Decision17 April 2026 (date of execution of the absorption-type merger agreement)
Implementation1 June 2026 (scheduled effective date)
Going forwardThe absorption-type merger is scheduled to take effect on 1 June 2026. If any of the disclosed matters change after the start date of the pre-merger disclosure period, the revised matters will be disclosed immediately.
AmountMerger consideration: none (without consideration)
Reason

As the merger will take place between a wholly owned parent company and its wholly owned subsidiary, no share allotment or other consideration will be delivered.

Impact on Business Performance

No circumstances that could currently hinder the performance of obligations after the merger are expected, and it has been determined that the obligations are expected to be performed.

Decision and Details
ItemDetails
Matter CoveredAdvance disclosure matters relating to the absorption-type merger
Decision Date17 April 2026 (date of execution of the absorption-type merger agreement)
Implementation Date1 June 2026 (scheduled effective date)
AmountMerger consideration: none (without consideration)
Impact on Business PerformanceNo circumstances that could currently hinder the performance of obligations after the merger are expected, and it has been determined that the obligations are expected to be performed.
ReasonAs the merger will take place between a wholly owned parent company and its wholly owned subsidiary, no share allotment or other consideration will be delivered.
Governing RuleArticle 794, paragraph 1 of the Companies Act; Article 191 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; Article 796, paragraph 2 of the Companies Act; Article 784, paragraph 1 of the Companies Act; Financial Instruments and Exchange Act
Future plansThe absorption-type merger is scheduled to take effect on 1 June 2026. If any of the disclosed matters change after the start date of the pre-merger disclosure period, the revised matters will be disclosed immediately.
Items this document does not state (4)
Decision-Making BodyPeriod CoveredQuantity / scaleRelated previous disclosures

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 document states that the merger is between a wholly owned parent company and its wholly owned subsidiary and qualifies as both a simplified merger and a short-form merger under the Companies Act, but does not state the business purpose or rationale for the merger.

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Statutory Prior Disclosure Document (Merger) (Shiseido Creative Co., Ltd.) | Shiseido Company,Limited (4911) timely disclosure | Komori