Decision and Details
The boards of directors of both companiesAbsorption-type merger between SHOFU INC. and 松風バイオフィックス株式会社
Because this is a merger between a wholly owned parent company and its wholly owned subsidiary
No event that would impede the surviving company's ability to perform its obligations is currently anticipated with respect to its earnings or cash flow position.
| Item | Details |
|---|---|
| Matter Covered | Absorption-type merger between SHOFU INC. and 松風バイオフィックス株式会社 |
| Decision-Making Body | The boards of directors of both companies |
| Decision Date | 9 July 2026 (date the merger agreement was executed) |
| Implementation Date | 1 October 2026 (scheduled effective date) |
| Period Covered | On or after 1 October 2026 (after the effective date) |
| Amount | Merger consideration: none |
| Impact on Business Performance | No event that would impede the surviving company's ability to perform its obligations is currently anticipated with respect to its earnings or cash flow position. |
| Reason | Because this is a merger between a wholly owned parent company and its wholly owned subsidiary |
| Governing Rule | Article 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 plans | The absorption-type merger is scheduled to take effect on 1 October 2026. If any particulars change after the start date of the advance disclosure, the revised particulars will be disclosed immediately. |
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.As this is a merger between a wholly owned parent company and its wholly owned subsidiary, no merger consideration will be issued. The company also states that, after the effective date, the surviving company's assets are expected to continue to substantially exceed its liabilities, and no event that would impede the performance of its obligations from an earnings or cash flow perspective is currently anticipated.