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Statutory disclosure document7814JAPAN Creative Platform Group Co.,Ltd.Information and Communications, Services and Others

Statutory Post-Closing Disclosure Document (Share Exchange) (株式会社シテイー・ロード)

The share exchange under which JAPAN Creative Platform Group Co.,Ltd. acquired all issued shares of シテイー・ロード and made it a wholly owned subsidiary took effect on 2 October 2026. A total of 392,400 common shares of JAPAN Creative Platform Group Co.,Ltd. were delivered as consideration, but no new shares were issued because treasury shares were used.

Worth reading
79Important
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Direction
Neutral
Direction inferred from the company’s description.
Scale
392400
Shares
Wording
Definitive
How definitive the wording is.

Decision and Details

Extraordinary general meeting of shareholders of シテイー・ロード (approval of the share exchange agreement); JAPAN Creative Platform Group Co.,Ltd. (implemented without shareholder approval pursuant to the main clause of Article 796, paragraph 2 of the Companies Act)

Share exchange between JAPAN Creative Platform Group Co.,Ltd. and シテイー・ロード

Decision26 September 2026 (resolution of the extraordinary general meeting of shareholders of シテイー・ロード); 3 July 2026 (execution of the share exchange agreement)
Implementation2 October 2026 (effective date; completed)
AmountIncrease in stated capital: ¥0; increase in capital reserve: the minimum amount required to be increased under applicable laws; increase in retained earnings reserve: ¥0
Quantity / scaleシテイー・ロード shares transferred: 15,000 shares; share exchange ratio: 26.16 common shares of JAPAN Creative Platform Group Co.,Ltd. for each common share of シテイー・ロード; shares delivered: 392,400 shares
Reason

To report the post-event disclosure matters prescribed under the Companies Act and the Ordinance for Enforcement of the Companies Act. JAPAN Creative Platform Group Co.,Ltd. implemented the share exchange without obtaining shareholder approval pursuant to the main clause of Article 796, paragraph 2 of the Companies Act.

Decision and Details
ItemDetails
Matter CoveredShare exchange between JAPAN Creative Platform Group Co.,Ltd. and シテイー・ロード
Decision-Making BodyExtraordinary general meeting of shareholders of シテイー・ロード (approval of the share exchange agreement); JAPAN Creative Platform Group Co.,Ltd. (implemented without shareholder approval pursuant to the main clause of Article 796, paragraph 2 of the Companies Act)
Decision Date26 September 2026 (resolution of the extraordinary general meeting of shareholders of シテイー・ロード); 3 July 2026 (execution of the share exchange agreement)
Implementation Date2 October 2026 (effective date; completed)
AmountIncrease in stated capital: ¥0; increase in capital reserve: the minimum amount required to be increased under applicable laws; increase in retained earnings reserve: ¥0
Quantity / scaleシテイー・ロード shares transferred: 15,000 shares; share exchange ratio: 26.16 common shares of JAPAN Creative Platform Group Co.,Ltd. for each common share of シテイー・ロード; shares delivered: 392,400 shares
ReasonTo report the post-event disclosure matters prescribed under the Companies Act and the Ordinance for Enforcement of the Companies Act. JAPAN Creative Platform Group Co.,Ltd. implemented the share exchange without obtaining shareholder approval pursuant to the main clause of Article 796, paragraph 2 of the Companies Act.
Governing RuleArticle 791, paragraph 1, item 2; Article 801, paragraph 3, item 3; Articles 784-2, 785, 787, 789, 796-2, 797 and 799; the main clause of Article 796, paragraph 2; Article 796, paragraph 3; Article 783, paragraph 1; and Article 795, paragraph 1 of the Companies Act; Article 190 of the Ordinance for Enforcement of the Companies Act
Related previous disclosuresShare exchange agreement dated 3 July 2026
Items this document does not state (3)
Period CoveredImpact on Business PerformanceFuture plans

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.

This report provides the post-event disclosure required for the share exchange under the Companies Act and the Ordinance for Enforcement of the Companies Act, including the effective date, progress of statutory procedures, and the number of shares transferred and delivered.

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Statutory Post-Closing Disclosure Document (Share Exchange) (株式会社シテイー・ロード) | JAPAN Creative Platform Group Co.,Ltd. (7814) timely disclosure | Komori