Decision and Details
Board of Directors (because this was a simplified merger, shareholder approval was not required and the merger was carried out based on a Board of Directors resolution)An absorption-type merger in which 株式会社光風企画 is the absorbed company and TAKEDA iP HOLDINGS CO.,LTD. is the surviving company
Because 株式会社光風企画 is a wholly owned subsidiary of TAKEDA iP HOLDINGS CO.,LTD., the merger will be carried out as a simplified merger. No merger consideration will be paid because it is a wholly owned subsidiary.
Following the merger, TAKEDA iP HOLDINGS CO.,LTD.'s assets are expected to substantially exceed its liabilities, and no situation that would hinder the performance of its obligations is currently anticipated.
| Item | Details |
|---|---|
| Matter Covered | An absorption-type merger in which 株式会社光風企画 is the absorbed company and TAKEDA iP HOLDINGS CO.,LTD. is the surviving company |
| Decision-Making Body | Board of Directors (because this was a simplified merger, shareholder approval was not required and the merger was carried out based on a Board of Directors resolution) |
| Decision Date | 25 November 2025 (date of execution of the absorption-type merger agreement) |
| Implementation Date | 1 April 2026 (effective date, actual) / Registration of changes under Article 921 of the Companies Act is scheduled for 1 April 2026 |
| Period Covered | On or after 1 April 2026 |
| Quantity / scale | All issued shares of 株式会社光風企画 are held by TAKEDA iP HOLDINGS CO.,LTD. / No consideration whatsoever, including shares, will be paid |
| Impact on Business Performance | Following the merger, TAKEDA iP HOLDINGS CO.,LTD.'s assets are expected to substantially exceed its liabilities, and no situation that would hinder the performance of its obligations is currently anticipated. |
| Reason | Because 株式会社光風企画 is a wholly owned subsidiary of TAKEDA iP HOLDINGS CO.,LTD., the merger will be carried out as a simplified merger. No merger consideration will be paid because it is a wholly owned subsidiary. |
| Governing Rule | Article 801, Paragraph 1; Article 200 of the Ordinance for Enforcement of the Companies Act; Article 796, Paragraph 2; Article 784, Paragraph 1; Article 789; Article 799; and Article 921 of the Companies Act |
| Related previous disclosures | Prior disclosure document relating to the absorption-type merger dated 2 February 2026 |
| Future plans | Registration of changes under Article 921 of the Companies Act is scheduled for 1 April 2026 |
Items this document does not state (1)
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 株式会社光風企画 is a wholly owned subsidiary of TAKEDA iP HOLDINGS CO.,LTD., the merger was carried out as a simplified merger, without paying consideration to shareholders or increasing capital or capital reserves.