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Statutory disclosure document6763Teikoku Tsushin Kogyo Co.,Ltd.Electrical Equipment and Precision Instruments

Statutory Post-Closing Disclosure Document (Absorption-Type Merger) (飯田帝通株式会社)

帝国通信工業株式会社 absorbed 飯田帝通株式会社 in an absorption-type merger and, on 1 July 2026, assumed all of 飯田帝通株式会社’s assets, liabilities and other rights and obligations. 飯田帝通株式会社 was dissolved, and there was no payment of merger consideration, issuance of new shares or increase in stated capital.

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Decision and Details

Post-event disclosure relating to the absorption-type merger between 帝国通信工業株式会社 and 飯田帝通株式会社

Decision13 May 2026 (date of execution of the absorption-type merger agreement)
Period CoveredFrom 1 July 2026 onward (succession to rights and obligations following the merger)
Implementation1 July 2026 (effective date; completed)
Going forwardAn application for registration of the change is scheduled to be filed within 2 weeks of 1 July 2026. If any changes to the matters arise after the start date of advance disclosure, the revised details will be disclosed promptly.
AmountMerger consideration: none; issuance of new shares: none; increase in stated capital: none. For 飯田帝通株式会社’s most recent fiscal year: total assets, ¥145,473,115; total liabilities, ¥197,681,276; total net assets, negative ¥52,208,161; net sales, ¥424,637,947; net income, negative ¥30,510,461
Reason

Because the merger was between a wholly owned parent and its wholly owned subsidiary, the shareholder composition was unchanged and it was reasonable not to establish merger consideration. The financial base will also be strengthened.

Impact on Business Performance

The disclosure states that the surviving company’s financial base was strengthened following the merger and that no difficulty is expected in performing its existing obligations. The specific impact on 帝国通信工業株式会社’s results is Not disclosed

Decision and Details
ItemDetails
Matter CoveredPost-event disclosure relating to the absorption-type merger between 帝国通信工業株式会社 and 飯田帝通株式会社
Decision Date13 May 2026 (date of execution of the absorption-type merger agreement)
Implementation Date1 July 2026 (effective date; completed)
Period CoveredFrom 1 July 2026 onward (succession to rights and obligations following the merger)
AmountMerger consideration: none; issuance of new shares: none; increase in stated capital: none. For 飯田帝通株式会社’s most recent fiscal year: total assets, ¥145,473,115; total liabilities, ¥197,681,276; total net assets, negative ¥52,208,161; net sales, ¥424,637,947; net income, negative ¥30,510,461
Impact on Business PerformanceThe disclosure states that the surviving company’s financial base was strengthened following the merger and that no difficulty is expected in performing its existing obligations. The specific impact on 帝国通信工業株式会社’s results is Not disclosed
ReasonBecause the merger was between a wholly owned parent and its wholly owned subsidiary, the shareholder composition was unchanged and it was reasonable not to establish merger consideration. The financial base will also be strengthened.
Governing RuleArticle 801, paragraph 1 of the Companies Act; Article 200 of the Ordinance for Enforcement of the Companies Act; Article 796, paragraph 2 of the Companies Act; Article 784, paragraph 1 of the Companies Act; Article 782, paragraph 1 of the Companies Act; Article 921 of the Companies Act
Future plansAn application for registration of the change is scheduled to be filed within 2 weeks of 1 July 2026. If any changes to the matters arise after the start date of advance disclosure, the revised details will be disclosed promptly.
Items this document does not state (3)
Decision-Making BodyQuantity / scaleRelated 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.

As this was a merger without consideration between a wholly owned parent and its wholly owned subsidiary, and the shareholder composition was unchanged, the company states that it was reasonable not to establish merger consideration. It also states that the surviving company’s financial base was strengthened following the merger and that no difficulty is expected in performing its existing obligations.

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Statutory Post-Closing Disclosure Document (Absorption-Type Merger) (飯田帝通株式会社) | Teikoku Tsushin Kogyo Co.,Ltd. (6763) timely disclosure | Komori