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Statutory disclosure document6302SUMITOMO HEAVY INDUSTRIES,LTD.Machinery

Statutory Prior Disclosure Document (Merger) (Sumitomo Heavy Industries Material Handling Systems Co., Ltd. and Sumitomo Heavy Industries Construction Cranes Co., Ltd.)

SUMITOMO HEAVY INDUSTRIES,LTD. will be the surviving company and absorb 住友重機械搬送システム and 住友重機械建機クレーン. The effective date is 1 January 2027, and no merger consideration will be paid because this is a merger between a wholly owned parent company and its wholly owned subsidiaries.

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Decision and Details

Absorption-type merger

Decision30 October 2026 (the date of the advance disclosure documents; the date on which the merger itself was decided is Not disclosed)
Period CoveredOn or after 1 January 2027 (after the effective date of the merger)
Implementation1 January 2027 (scheduled effective date)
Going forwardThe merger is scheduled to become effective on 1 January 2027. If any changes arise between the start of the document retention period and the effective date, the matters after the changes will be added as an appendix.
AmountMerger consideration: none
Quantity / scale1 surviving company in the absorption-type merger (SUMITOMO HEAVY INDUSTRIES,LTD.), 2 absorbed companies (住友重機械搬送システム株式会社 and 住友重機械建機クレーン株式会社)
Reason

Because the merger will be conducted between a wholly owned parent company and its wholly owned subsidiaries, no merger consideration will be paid. Based on an examination using the most recent balance sheets, the company believes that the surviving company is expected to be able to perform its obligations after the effective date.

Decision and Details
ItemDetails
Matter CoveredAbsorption-type merger
Decision Date30 October 2026 (the date of the advance disclosure documents; the date on which the merger itself was decided is Not disclosed)
Implementation Date1 January 2027 (scheduled effective date)
Period CoveredOn or after 1 January 2027 (after the effective date of the merger)
AmountMerger consideration: none
Quantity / scale1 surviving company in the absorption-type merger (SUMITOMO HEAVY INDUSTRIES,LTD.), 2 absorbed companies (住友重機械搬送システム株式会社 and 住友重機械建機クレーン株式会社)
ReasonBecause the merger will be conducted between a wholly owned parent company and its wholly owned subsidiaries, no merger consideration will be paid. Based on an examination using the most recent balance sheets, the company believes that the surviving company is expected to be able to perform its obligations after the effective date.
Governing RuleCompanies Act, Article 782, paragraph 1; Companies Act, Article 794, paragraph 1; Ordinance for Enforcement of the Companies Act, Articles 182, 183 and 191
Future plansThe merger is scheduled to become effective on 1 January 2027. If any changes arise between the start of the document retention period and the effective date, the matters after the changes will be added as an appendix.
Items this document does not state (3)
Decision-Making BodyImpact on Business PerformanceRelated previous disclosures

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 company explains that, because this is a merger between a wholly owned parent company and its wholly owned subsidiaries, and based on an examination using the most recent balance sheets, the surviving company's obligations are expected to be fully performable after the effective date. The business purpose of the merger is not stated in the body of the disclosure.

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Statutory Prior Disclosure Document (Merger) (Sumitomo Heavy Industries Material Handling Systems Co., Ltd. and Sumitomo Heavy Industries Construction Cranes Co., Ltd.) | SUMITOMO HEAVY INDUSTRIES,LTD. (6302) timely disclosure | Komori