Worth reading
15Immaterial
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
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Direction inferred from the company’s description.Scale
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Displayed only when the document provides numerical figures.Wording
Conditional
How definitive the wording is.This transaction
Policy for Responding to Large-Scale Purchases of Our Shares, etc.TimelineThe spacing between the points is proportional to the actual number of days.
Procedures and assumptions
Special CommitteeAn independent committee will be established. If the policy is continued, Hikota Ojika (小鹿彦太), Hiroki Yoshida (吉田裕樹) and Shinichi Okasho (岡所伸一) are scheduled to take office as its 3 members. Ojika (小鹿) and Yoshida (吉田) are outside directors, while Okasho (岡所) is an outside Audit & Supervisory Board member.
Conditions Precedent to ExecutionObtaining the support of the Company's shareholders at this annual general meeting of shareholders
Management structure after acquisitionThe actual post-transaction management structure is Not disclosed. The purchaser, etc. will be required to submit, as necessary information, its management policies, business plans, capital policies and dividend policies for the Company and the Company Group after the large-scale purchase, etc., as well as its policies regarding the treatment of employees, labor unions, business partners, customers and local communities.
| Item | Details |
|---|---|
| Transaction name | Policy for Responding to Large-Scale Purchases of Our Shares, etc. |
| Date of board resolution | 15 May 2026 |
| Execution Date / Effective Date | If approved at this annual general meeting of shareholders, from the time approval is obtained until the conclusion of the annual general meeting of shareholders scheduled for June 2029 (the actual execution date of the large-scale purchase, etc. is Not disclosed) |
| Special Committee | An independent committee will be established. If the policy is continued, Hikota Ojika (小鹿彦太), Hiroki Yoshida (吉田裕樹) and Shinichi Okasho (岡所伸一) are scheduled to take office as its 3 members. Ojika (小鹿) and Yoshida (吉田) are outside directors, while Okasho (岡所) is an outside Audit & Supervisory Board member. |
| Conditions Precedent to Execution | Obtaining the support of the Company's shareholders at this annual general meeting of shareholders |
| Management structure after acquisition | The actual post-transaction management structure is Not disclosed. The purchaser, etc. will be required to submit, as necessary information, its management policies, business plans, capital policies and dividend policies for the Company and the Company Group after the large-scale purchase, etc., as well as its policies regarding the treatment of employees, labor unions, business partners, customers and local communities. |
Items this document does not state (26)
Counterparty nameName of the Subject CompanyBusiness Description of the Subject CompanyLocation 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 acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract DateValuation methodologyIndependent valuation institution
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 purpose is to protect corporate value and the common interests of shareholders by securing the information and time necessary for shareholders to make a decision on a takeover proposal, as well as an opportunity to negotiate with the purchaser. The policy also reflects recent changes in the environment surrounding corporate takeovers, the recommendations of the Corporate Value Study Group, and the principles of the Guidelines for Corporate Takeovers published by the Ministry of Economy, Trade and Industry in August 2023.
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.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.