Group-wide optimization under a pure holding company and coordination among operating companies

「当会社は、2026 年 8 月 5 日付で LIXIL シャワートイレテック株式会社（本店所在地：愛知県知多市北浜町 25 番地の 7。以下「LST」といいます。）との間で締結した吸収合併契約に基づき、2026 年 10 月 1 日を効力発生日として、当会社を吸収合併存続会社、LST を吸収合併消滅会社とする吸収合併（以下「本合併」といいます。）を行うこととしました。」

「During the current fiscal year, these initiatives resulted in the retirement of the Representative Executive Officer and Deputy President CFO and the appointment of a new Executive Officer, changes in the Chair of the Board and the chairs of the committees, and the appointment of 1 new outside director candidate, following the retirement of 1 outside director.」

「On 1 July 2022, we completed an absorption-type merger in which we were the surviving company and LIXIL Group Finance Co., Ltd., our consolidated subsidiary engaged in financial services, was the absorbed company.」

「Eliminating the two-tier structure between the holding company and the former LIXIL company not only speeds up decision-making, but also eliminates duplication in management and human resources, reduces additional operating costs and improves management efficiency.」

「In December 2020, we completed the merger between the holding company and our subsidiary LIXIL Corporation and transitioned from the previous holding-company structure to an operating-company structure, enabling faster decision-making and more efficient business operations. Eliminating the former two-tier structure simplified the management structure, increased the transparency of decision-making and strengthened governance.」

「Our consolidated subsidiary LIXIL Corporation, scheduled to be absorbed in a merger with us on 1 December 2020. Hereinafter, LIXIL Corporation is referred to as “LIXIL.”」

「We decided to merge with our consolidated subsidiary LIXIL Corporation in December 2020 and plan to transition from the current holding-company structure to an operating structure in which the company conducts business as an operating company.」

「To eliminate the two-tier structure with LIXIL Corporation, the operating company, our Board of Directors resolved on 27 January to begin considering a merger with LIXIL Corporation.」

「In response, beginning in the current fiscal year, we reviewed the functions of the pure holding company. We assumed responsibility for management functions, including the management of overseas subsidiaries, previously handled by LIXIL Corporation, as well as the ownership, development and maintenance of the “LIXIL” trademarks held by us. We also entered into a services agreement with LIXIL Corporation and outsourced those services to LIXIL Corporation.」

「Under the pure holding company, we operate a management structure in which each operating company coordinates with the others while pursuing optimization for the Group as a whole.」

「We decided to exercise the call option with the aim of maximizing enterprise value by making the company a wholly owned subsidiary, thereby strengthening governance, speeding up decision-making and accelerating the realization of synergies, as well as for the economic rationale of reducing finance costs.」

「The company aims to maximize corporate value by making the entities wholly owned, thereby strengthening governance, speeding up decision-making and accelerating the realization of synergies.」

「Under the pure holding company, we operate a management structure in which each operating company coordinates with the others while pursuing optimization for the Group as a whole.」