Worth reading
79Important
Scored from 1 of 5 sectionsDirection
Neutral
Direction inferred from the company’s description.Scale
—
Displayed only when the document provides numerical figures.Wording
Conditional
How definitive the wording is.This transaction
Policy Regarding Large-Scale Purchases of the Company's Shares (Takeover Response Policy)Disclosing companyToyo Gosei Co.,Ltd.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
The Photosensitive Materials Business, centered on the manufacture and sale of photosensitive materials for photoresists; and the Chemical Products Business, which comprises the manufacture and sale of fragrance materials, the manufacture, sale and recycling of high-value-added products, primarily solvents for electronic materials, and the storage of liquid chemicals.
Procedures and assumptions
Special CommitteeAn independent committee will be established. The committee will comprise at least 3 members, with 5 members planned following continuation of this plan. Members will be selected from among outside directors, outside audit and supervisory board members, and outside experts.
Conditions Precedent to ExecutionApproval at the shareholders meeting scheduled for 24 June 2026
| Item | Details |
|---|---|
| Transaction name | Policy Regarding Large-Scale Purchases of the Company's Shares (Takeover Response Policy) |
| Name of the Subject Company | Toyo Gosei Co.,Ltd. |
| Business Description of the Subject Company | The Photosensitive Materials Business, centered on the manufacture and sale of photosensitive materials for photoresists; and the Chemical Products Business, which comprises the manufacture and sale of fragrance materials, the manufacture, sale and recycling of high-value-added products, primarily solvents for electronic materials, and the storage of liquid chemicals. |
| Voting rights ownership percentage | Before Approximately 31.6% (the current shareholding ratio of company officers and their related parties) (after not disclosed) |
| Date of board resolution | 8 May 2026 |
| Execution Date / Effective Date | Effective upon approval by the shareholders at this shareholders meeting (the shareholders meeting is scheduled for 24 June 2026). |
| Special Committee | An independent committee will be established. The committee will comprise at least 3 members, with 5 members planned following continuation of this plan. Members will be selected from among outside directors, outside audit and supervisory board members, and outside experts. |
| Conditions Precedent to Execution | Approval at the shareholders meeting scheduled for 24 June 2026 |
Items this document does not state (24)
Counterparty nameLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract DateValuation methodologyIndependent valuation institutionManagement structure after acquisition
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 secure and enhance our corporate value and, consequently, the common interests of our shareholders, by ensuring that shareholders have sufficient information and time to make an appropriate decision in the event of a large-scale purchase, and by negotiating with the purchaser or presenting alternative proposals as necessary.
How to read this page
This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.