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Statutory disclosure document6853KYOWA ELECTRONIC INSTRUMENTS CO.,LTD.Electrical and Precision Instruments

Statutory Disclosure Documents Prior to Merger (株式会社山形共和電業, 株式会社甲府共和電業 and 株式会社共和サービスセンター)

KYOWA ELECTRONIC INSTRUMENTS CO.,LTD. entered into an agreement to absorb its wholly owned subsidiaries 株式会社山形共和電業, 株式会社甲府共和電業 and 株式会社共和サービスセンター. The effective date is 1 January 2027, and no merger consideration, including shares, will be issued.

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Decision and Details

The respective boards of directors

Prior disclosure document relating to the merger by absorption

Decision26 October 2026 (date of execution of the absorption merger agreement)
Period CoveredOn or after 1 January 2027
Implementation1 January 2027 (scheduled effective date)
Going forwardIf any of the disclosed matters change after the start date of the prior disclosure period, the revised details will be disclosed immediately.
AmountNo merger consideration; total disposal value of restricted shares: ¥180,991,000 (related disclosure)
Quantity / scale1 surviving company in the absorption merger and 3 absorbed companies; 241,000 restricted shares (related disclosure)
Reason

Because this was a merger without consideration between a wholly owned parent company and its wholly owned subsidiary

Impact on Business Performance

No situation that would impede the surviving company's ability to meet its obligations is currently anticipated with respect to its earnings or cash flow after the merger.

Decision and Details
ItemDetails
Matter CoveredPrior disclosure document relating to the merger by absorption
Decision-Making BodyThe respective boards of directors
Decision Date26 October 2026 (date of execution of the absorption merger agreement)
Implementation Date1 January 2027 (scheduled effective date)
Period CoveredOn or after 1 January 2027
AmountNo merger consideration; total disposal value of restricted shares: ¥180,991,000 (related disclosure)
Quantity / scale1 surviving company in the absorption merger and 3 absorbed companies; 241,000 restricted shares (related disclosure)
Impact on Business PerformanceNo situation that would impede the surviving company's ability to meet its obligations is currently anticipated with respect to its earnings or cash flow after the merger.
ReasonBecause this was a merger without consideration between a wholly owned parent company and its wholly owned subsidiary
Governing RuleArticle 794, paragraph 1 of the Companies Act; Article 191 of the Ordinance for Enforcement of the Companies Act; Article 782, paragraph 1 of the Companies Act; Article 182 of the Ordinance for Enforcement of the Companies Act; Article 796, paragraph 2 of the Companies Act; and Article 784, paragraph 1 of the Companies Act
Future plansIf any of the disclosed matters change after the start date of the prior disclosure period, the revised details will be disclosed immediately.
Items this document does not state (1)
Related 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.

No specific reason is stated other than that this is a merger between wholly owned parent and subsidiary companies, carried out as an intra-group organisational restructuring.

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Statutory Disclosure Documents Prior to Merger (株式会社山形共和電業, 株式会社甲府共和電業 and 株式会社共和サービスセンター) | KYOWA ELECTRONIC INSTRUMENTS CO.,LTD. (6853) timely disclosure | Komori