Decision and Details
Matters subject to prior arrangements relating to the absorption-type merger
No consideration will be delivered because this is a merger with a wholly owned subsidiary. The head-office relocation is intended to strengthen head-office functions and improve operational efficiency.
The impact of head-office relocation costs on results will be minor. No circumstances that would currently impede the performance of obligations after the merger are anticipated.
| Item | Details |
|---|---|
| Matter Covered | Matters subject to prior arrangements relating to the absorption-type merger |
| Decision Date | 21 April 2026 (date the merger agreement was executed) |
| Implementation Date | 1 October 2026 (scheduled effective date; subject to change following discussions) |
| Period Covered | From 1 October 2026 onward (after the merger becomes effective) |
| Amount | Merger consideration: none; change in stated capital and legal capital surplus: none; head-office relocation costs: Not disclosed |
| Quantity / scale | ACMOS INC. owns all 200 shares of 株式会社システムズサービス; all employees will be transferred |
| Impact on Business Performance | The impact of head-office relocation costs on results will be minor. No circumstances that would currently impede the performance of obligations after the merger are anticipated. |
| Reason | No consideration will be delivered because this is a merger with a wholly owned subsidiary. The head-office relocation is intended to strengthen head-office functions and improve operational efficiency. |
| Governing Rule | Article 794, Paragraph 1 of the Companies Act and Article 191 of the Ordinance for Enforcement of the Companies Act |
| Future plans | By the effective date of the merger, the merger agreement will be approved and corporate resolutions will be adopted on matters necessary for the merger. The merger is scheduled to become effective on 1 October 2026. |
Items this document does not state (2)
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.Because 株式会社システムズサービス is a wholly owned subsidiary of ACMOS INC., no merger consideration will be delivered. The company explained that the head-office relocation is intended to strengthen head-office functions and improve operational efficiency.