Komori
M&A and Subsidiary Changes6820ICOM INCORPORATEDElectrical Equipment and Precision Instruments

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

The policy for responding to takeovers approved in 2023 will be continued, with wording and other aspects adjusted in light of amendments to laws and regulations and discussions concerning takeovers, without any substantive changes to its content. It will take effect subject to approval at the annual general meeting of shareholders scheduled for 24 June 2026.

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This transaction

Continuation of the takeover response policy under this plan
TimelineThe spacing between the points is proportional to the actual number of days.
Procedures and assumptions
Special CommitteeThe Independent Committee will continue. It consists of 3 or more members. The current members are Umemoto Hiroshi (梅本弘) (outside corporate auditor and attorney), Honda Akifumi (本夛昭文) (outside director), and Yoshizawa Haruyuki (吉澤晴幸) (outside director).
Conditions Precedent to ExecutionApproval of the continuation of this plan at the 62nd annual general meeting of shareholders scheduled for 24 June 2026
This transaction
ItemDetails
Transaction nameContinuation of the takeover response policy under this plan
Date of board resolution15 May 2026
Execution Date / Effective DateThis plan will take effect subject to approval at the 62nd annual general meeting of shareholders scheduled for 24 June 2026.
Special CommitteeThe Independent Committee will continue. It consists of 3 or more members. The current members are Umemoto Hiroshi (梅本弘) (outside corporate auditor and attorney), Honda Akifumi (本夛昭文) (outside director), and Yoshizawa Haruyuki (吉澤晴幸) (outside director).
Conditions Precedent to ExecutionApproval of the continuation of this plan at the 62nd annual general meeting of shareholders scheduled for 24 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.

To secure the information and time for consideration necessary for shareholders to make an appropriate judgment on a takeover proposal, in light of amendments to laws and regulations and developments in discussions concerning policies for responding to takeovers, and to protect the Company's corporate value and the common interests of its shareholders.

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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.
Notice Regarding the Continuation of Measures for Responding to Large-Scale Purchases of Our Shares and Other Securities (Takeover Response Policy) | ICOM INCORPORATED (6820) timely disclosure | Komori