Komori
M&A and Subsidiary Changes6513Origin Company,LimitedElectrical Equipment and Precision Instruments

Continuation of the Policy for Responding to Large-Scale Purchases of Our Shares (Takeover Response Policy)

The Company has decided to continue its existing Takeover Response Policy, subject to approval at the Annual General Meeting of Shareholders scheduled for June 2026. Following its continuation, the policy will remain effective until the conclusion of the Annual General Meeting of Shareholders scheduled to be held by 30 June 2029.

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This transaction

Continuation of this Plan (Takeover Response Policy)
TimelineThe spacing between the points is proportional to the actual number of days.
Procedures and assumptions
Special CommitteeAn Independent Committee will be established. The committee will have 3 or more members, and following continuation, its 3 planned members are Koike Tatsuko (小池達子), Chiyonobe Ikuo (千代延郁男) and Ando Yoshihiro (安藤儀博). Members will be selected from among outside directors or outside experts.
Conditions Precedent to ExecutionApproval by shareholders at this Annual General Meeting of Shareholders
This transaction
ItemDetails
Transaction nameContinuation of this Plan (Takeover Response Policy)
Date of board resolution12 May 2026
Execution Date / Effective DateIf continuation is approved at the 125th Annual General Meeting of Shareholders scheduled to be held in June 2026, the policy is scheduled to take effect on the same date. It will remain effective until the conclusion of the 128th Annual General Meeting of Shareholders scheduled to be held by 30 June 2029.
Special CommitteeAn Independent Committee will be established. The committee will have 3 or more members, and following continuation, its 3 planned members are Koike Tatsuko (小池達子), Chiyonobe Ikuo (千代延郁男) and Ando Yoshihiro (安藤儀博). Members will be selected from among outside directors or outside experts.
Conditions Precedent to ExecutionApproval by shareholders at this Annual 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

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 protect and enhance the Company's corporate value and the common interests of its shareholders by ensuring that shareholders have the information and time necessary to make a decision regarding an acquirer, and enabling the Company's Board of Directors to negotiate with the acquirer and present alternative proposals.

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This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Continuation of the Policy for Responding to Large-Scale Purchases of Our Shares (Takeover Response Policy) | Origin Company,Limited (6513) timely disclosure | Komori