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M&A and Subsidiary Changes6564MIDAC HOLDINGS CO.,LTD.Information and Communications, Services and Others

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

The existing takeover response policy (so-called takeover defense measures) will continue through the conclusion of the annual shareholders meeting scheduled for June 2029, subject to approval at the annual shareholders meeting scheduled for June 2026. Descriptions concerning the external environment and some wording will be revised, but the framework itself will remain unchanged.

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29Immaterial
Scored from 3 of 5 sections
Direction
Neutral
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Wording
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This transaction

This Plan
TimelineThe spacing between the points is proportional to the actual number of days.
Procedures and assumptions
Special CommitteeAn independent committee is scheduled to be established. It is expected to comprise 4 members who are outside directors or outside experts.
Conditions Precedent to ExecutionApproval of the continuation of this Plan at the annual shareholders meeting for the 62nd fiscal year scheduled for June 2026
This transaction
ItemDetails
Transaction nameThis Plan
Date of board resolution21 May 2026
Execution Date / Effective DateFrom the approval resolution for the continuation of this Plan at the annual shareholders meeting for the 62nd fiscal year scheduled for June 2026, through the conclusion of the annual shareholders meeting scheduled for June 2029
Special CommitteeAn independent committee is scheduled to be established. It is expected to comprise 4 members who are outside directors or outside experts.
Conditions Precedent to ExecutionApproval of the continuation of this Plan at the annual shareholders meeting for the 62nd fiscal year scheduled for June 2026
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.

In light of social and economic conditions and discussions surrounding takeover response policies, the Company seeks to maintain and enhance corporate value and the common interests of shareholders. It also believes that, with its medium-term management plan still in progress, a prolonged period will be required for the formation of an appropriate share price.

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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.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
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 and Other Securities (Takeover Response Policy) | MIDAC HOLDINGS CO.,LTD. (6564) timely disclosure | Komori