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Statutory disclosure document4996KUMIAI CHEMICAL INDUSTRY CO.,LTD.Materials and Chemicals

Statutory post-event disclosure document (share exchange) (Ihara Kensei Kogyo Co., Ltd.)

クミアイ化学工業 made イハラ建成工業 its wholly owned subsidiary through a share exchange on 1 November 2026, and 471,401 shares of イハラ建成工業 were transferred to クミアイ化学工業. As consideration, 1,103,061 shares of クミアイ化学工業 were issued and funded with treasury shares.

Worth reading
70In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
1103061
Shares (クミアイ化学工業 common shares issued)
Wording
Definitive
How definitive the wording is.

Decision and Details

Extraordinary general meeting of shareholders of イハラ建成工業, board of directors meeting of クミアイ化学工業, etc. (The document states that shareholder approval was not required for クミアイ化学工業.)

Share exchange under which クミアイ化学工業 is the wholly owning parent company and イハラ建成工業 is the wholly owned subsidiary

Decision11 September 2026 (date of execution of the share exchange agreement), 15 October 2026 (resolution of the extraordinary general meeting of shareholders of イハラ建成工業), 30 October 2026 (resolution of the board of directors of イハラ建成工業)
Implementation1 November 2026 (effective date; completed)
AmountIncrease in stated capital: ¥0; increase in capital reserve: ¥0; increase in legal reserve: ¥0
Quantity / scale471,401 イハラ建成工業 shares transferred, 1,103,061 クミアイ化学工業 common shares issued, share exchange ratio of 2.34 クミアイ化学工業 common shares for each イハラ建成工業 common share, total shares subject to purchase demands: 6,240
Reason

Post-event disclosure of the share exchange prescribed in Article 791, paragraph 1, item 2 and Article 801, paragraph 3, item 3 of the Companies Act, and Article 190 of the Ordinance for Enforcement of the Companies Act

Decision and Details
ItemDetails
Matter CoveredShare exchange under which クミアイ化学工業 is the wholly owning parent company and イハラ建成工業 is the wholly owned subsidiary
Decision-Making BodyExtraordinary general meeting of shareholders of イハラ建成工業, board of directors meeting of クミアイ化学工業, etc. (The document states that shareholder approval was not required for クミアイ化学工業.)
Decision Date11 September 2026 (date of execution of the share exchange agreement), 15 October 2026 (resolution of the extraordinary general meeting of shareholders of イハラ建成工業), 30 October 2026 (resolution of the board of directors of イハラ建成工業)
Implementation Date1 November 2026 (effective date; completed)
AmountIncrease in stated capital: ¥0; increase in capital reserve: ¥0; increase in legal reserve: ¥0
Quantity / scale471,401 イハラ建成工業 shares transferred, 1,103,061 クミアイ化学工業 common shares issued, share exchange ratio of 2.34 クミアイ化学工業 common shares for each イハラ建成工業 common share, total shares subject to purchase demands: 6,240
ReasonPost-event disclosure of the share exchange prescribed in Article 791, paragraph 1, item 2 and Article 801, paragraph 3, item 3 of the Companies Act, and Article 190 of the Ordinance for Enforcement of the Companies Act
Governing RuleArticle 783, paragraph 1; Article 784-2; Article 785; Article 787; Article 789; Article 795, paragraph 1; Article 796, paragraphs 2 and 3; Article 797; Article 799; Article 801, paragraph 3, item 3 of the Companies Act; Article 190 of the Ordinance for Enforcement of the Companies Act; and Article 161, paragraph 2 of the Act on Book-Entry Transfer of Corporate Bonds and Shares
Related previous disclosuresShare exchange agreement dated 11 September 2026
Items this document does not state (3)
Period CoveredImpact on Business PerformanceFuture plans

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.

Post-event disclosure of the share exchange under the Companies Act and the Ordinance for Enforcement of the Companies Act.

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Statutory post-event disclosure document (share exchange) (Ihara Kensei Kogyo Co., Ltd.) | KUMIAI CHEMICAL INDUSTRY CO.,LTD. (4996) timely disclosure | Komori