Decision and Details
Board of Directors of FUJI ELECTRIC CO.,LTD.Absorption-type merger in which FUJI ELECTRIC CO.,LTD. is the surviving company and 富士電機フィアス株式会社 is the absorbed company
Pre-merger disclosure pursuant to Article 794, Paragraph 1 of the Companies Act and Article 191 of the Ordinance for Enforcement of the Companies Act. No merger consideration will be paid because FUJI ELECTRIC CO.,LTD. owns all issued shares of 富士電機フィアス株式会社.
No circumstances are currently anticipated in the post-merger earnings or cash flow position that would impede the performance of the company's obligations. The specific impact on earnings is Not disclosed
| Item | Details |
|---|---|
| Matter Covered | Absorption-type merger in which FUJI ELECTRIC CO.,LTD. is the surviving company and 富士電機フィアス株式会社 is the absorbed company |
| Decision-Making Body | Board of Directors of FUJI ELECTRIC CO.,LTD. |
| Decision Date | 27 August 2026 |
| Implementation Date | 1 April 2027 (scheduled; effective date) |
| Period Covered | On or after 1 April 2027 (after the effective date of the absorption-type merger) |
| Amount | Merger consideration: no shares will be issued and no cash or other consideration will be paid |
| Quantity / scale | 2,001 issued shares of 富士電機フィアス株式会社; FUJI ELECTRIC CO.,LTD. ownership interest: 100% |
| Impact on Business Performance | No circumstances are currently anticipated in the post-merger earnings or cash flow position that would impede the performance of the company's obligations. The specific impact on earnings is Not disclosed |
| Reason | Pre-merger disclosure pursuant to Article 794, Paragraph 1 of the Companies Act and Article 191 of the Ordinance for Enforcement of the Companies Act. No merger consideration will be paid because FUJI ELECTRIC CO.,LTD. owns all issued shares of 富士電機フィアス株式会社. |
| Governing Rule | Article 794, Paragraph 1 of the Companies Act; Article 191 of the Ordinance for Enforcement of the Companies Act; Article 799, Paragraph 1 of the Companies Act |
| Future plans | The absorption-type merger is scheduled to take effect on 1 April 2027. |
Items this document does not state (1)
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.This is a pre-merger disclosure pursuant to Article 794, Paragraph 1 of the Companies Act and Article 191 of the Ordinance for Enforcement of the Companies Act. The company states that, following the merger, its assets will continue to substantially exceed its liabilities and that no circumstances are currently anticipated that would impede the performance of its obligations.