Worth reading
14Immaterial
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
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Direction inferred from the company’s description.Scale
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Displayed only when the document provides numerical figures.Wording
Avoiding a definitive answer
How definitive the wording is.This transaction
Update to the Defensive Measures Against Large-Scale Acquisition of Company SharesTimelineThe spacing between the points is proportional to the actual number of days.
Impact on Business Performance
As of the renewal of the plan, there will be no direct, specific impact on shareholders or investors.
Procedures and assumptions
Special CommitteeEstablished. An Independent Committee will be established, with the post-renewal committee expected to comprise 4 members: 1 outside director, 2 outside corporate auditors, and 1 outside expert.
Conditions Precedent to ExecutionShareholder approval at the Ordinary General Meeting of Shareholders for delegating to the Board of Directors the authority to determine matters concerning the gratis allotment of the new stock acquisition rights.
Management structure after acquisitionThe Company will request that the acquirer(s) provide information on the management policies, business plans, capital policies, dividend policies, and policies concerning the treatment of and responses to employees, business partners, customers and other stakeholders of the Company Group following the acquisition.
| Item | Details |
|---|---|
| Transaction name | Update to the Defensive Measures Against Large-Scale Acquisition of Company Shares |
| Impact on Business Performance | As of the renewal of the plan, there will be no direct, specific impact on shareholders or investors. |
| Date of board resolution | 14 May 2026 |
| Execution Date / Effective Date | The plan is scheduled to be renewed after approval at the Ordinary General Meeting of Shareholders, which is scheduled to be held on 26 June 2026. |
| Special Committee | Established. An Independent Committee will be established, with the post-renewal committee expected to comprise 4 members: 1 outside director, 2 outside corporate auditors, and 1 outside expert. |
| Conditions Precedent to Execution | Shareholder approval at the Ordinary General Meeting of Shareholders for delegating to the Board of Directors the authority to determine matters concerning the gratis allotment of the new stock acquisition rights. |
| Management structure after acquisition | The Company will request that the acquirer(s) provide information on the management policies, business plans, capital policies, dividend policies, and policies concerning the treatment of and responses to employees, business partners, customers and other stakeholders of the Company Group following the acquisition. |
Items this document does not state (25)
Counterparty nameName of the Subject CompanyBusiness Description of the Subject CompanyLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Contract DateValuation methodologyIndependent valuation institution
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.The decision follows consideration of whether to renew the current plan in light of its expiration, changes in social and economic conditions since its introduction, developments in trends and discussions concerning responses to large-scale acquisitions, and the intent of Japan’s Corporate Governance Code. The Company has determined that the plan is necessary to secure the time and information shareholders need to assess large-scale acquisition proposals and to deter large-scale acquisitions that could undermine the Company’s corporate value or the common interests of its shareholders.
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