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M&A and Subsidiary Changes6138DIJET INDUSTRIAL CO.,LTD.Machinery

Continuation of the Policy for Responding to Large-Scale Purchases of the Company's Shares and Other Securities (Takeover Response Policy)

There is no takeover proposal. The Board of Directors decided to continue the current takeover response policy with certain amendments. The principal changes are a review of the scope of purchases covered by the policy and the addition of criteria for determining joint and concerted actions. The basic substance of the policy will remain unchanged.

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This transaction

Policy for Responding to Large-Scale Purchases of the Company's Shares and Other Securities (Takeover Response Policy)
TimelineThe spacing between the points is proportional to the actual number of days.
Procedures and assumptions
Special CommitteeEstablished (at least 3 independent external third parties; the 3 candidates are 2 attorneys and 1 certified public accountant)
Conditions Precedent to ExecutionApproval by the shareholders at this general meeting of shareholders
This transaction
ItemDetails
Transaction namePolicy for Responding to Large-Scale Purchases of the Company's Shares and Other Securities (Takeover Response Policy)
Date of board resolution15 May 2026
Execution Date / Effective DateSubject to approval by the shareholders at this general meeting of shareholders, the policy will take effect on the same day as this meeting. This general meeting of shareholders is scheduled for June 2026.
Special CommitteeEstablished (at least 3 independent external third parties; the 3 candidates are 2 attorneys and 1 certified public accountant)
Conditions Precedent to ExecutionApproval by the shareholders at this general meeting of shareholders
Items this document does not state (27)
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 institutionManagement structure after acquisition

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The reasons the company gives

The company's own explanation, not something inferred from the numbers.

In light of social and economic conditions, developments concerning takeover response policies, and the intent of Japan's Corporate Governance Code, the purpose is to protect and enhance corporate value and the common interests of shareholders. It is also intended to ensure that shareholders have the information and time needed to make informed decisions in the event of a takeover.

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Continuation of the Policy for Responding to Large-Scale Purchases of the Company's Shares and Other Securities (Takeover Response Policy) | DIJET INDUSTRIAL CO.,LTD. (6138) timely disclosure | Komori