Governance structure
other affiliated company), with a voting rights ownership ratio of 19.96% (direct ownership: 19.96%; included in aggregate ownership: 0.0%). However, the body of the disclosure describes it as an other affiliated company, not a controlling shareholder.
When one company holds most of the voting rights, its wishes are more likely to prevail in management. How the interests of minority shareholders are protected is a key issue.
On 15 May 2026, the Company resolved to conduct a share exchange under which GAKKEN HOLDINGS CO.,LTD. will become the wholly owning parent company and the Company will become its wholly owned subsidiary. The Company is scheduled to become a wholly owned subsidiary effective 31 July 2026, and its shares are scheduled to be delisted on 29 July 2026.
| Item | Details |
|---|---|
| Controlling shareholder | GAKKEN HOLDINGS CO.,LTD. (other affiliated company), with a voting rights ownership ratio of 19.96% (direct ownership: 19.96%; included in aggregate ownership: 0.0%). However, the body of the disclosure describes it as an other affiliated company, not a controlling shareholder. |
| Changes this time | On 15 May 2026, the Company resolved to conduct a share exchange under which GAKKEN HOLDINGS CO.,LTD. will become the wholly owning parent company and the Company will become its wholly owned subsidiary. The Company is scheduled to become a wholly owned subsidiary effective 31 July 2026, and its shares are scheduled to be delisted on 29 July 2026. |
Items this document does not state (6)
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 use management resources effectively under an integrated management structure with GAKKEN HOLDINGS CO.,LTD. following the share exchange, maximize group synergies and enhance corporate value. The Company also stated that measures had been implemented to ensure the fairness of the share exchange.