Decision and Details
Extraordinary general meeting of shareholders of 三陸運輸; no shareholder meeting approval for 栗林商船 because the transaction was a simplified share exchangePost-event disclosure matters relating to the share exchange
To report the post-event disclosure matters prescribed in Article 791, paragraph 1, item 2; Article 801, paragraph 3, item 3 of the Companies Act; and Article 190 of the Ordinance for Enforcement of the Companies Act
| Item | Details |
|---|---|
| Matter Covered | Post-event disclosure matters relating to the share exchange |
| Decision-Making Body | Extraordinary general meeting of shareholders of 三陸運輸; no shareholder meeting approval for 栗林商船 because the transaction was a simplified share exchange |
| Decision Date | 25 February 2026 (resolution of the extraordinary general meeting of shareholders of 三陸運輸); 20 January 2026 (execution of the share exchange agreement) |
| Implementation Date | 1 April 2026 (effective date; completed) |
| Amount | Increase in stated capital: ¥0; capital reserve: amount separately determined by 栗林商船 in accordance with Article 39 of the Ordinance on Company Accounting; increase in legal capital reserve: ¥0 |
| Quantity / scale | 三陸運輸 common shares transferred: 81,440; 栗林商船 common shares issued: 356,707; share exchange ratio: 4.38 shares of 栗林商船 for each share of 三陸運輸 |
| Reason | To report the post-event disclosure matters prescribed in Article 791, paragraph 1, item 2; Article 801, paragraph 3, item 3 of the Companies Act; and Article 190 of the Ordinance for Enforcement of the Companies Act |
| Governing Rule | Articles 783, paragraph 1; 784-2; 785; 787; 789; 795, paragraph 1; 796, paragraphs 2 and 3; 796-2; 797; 799; 791, paragraph 1, item 2; and 801, paragraph 3, item 3 of the Companies Act; Article 190 of the Ordinance for Enforcement of the Companies Act; Article 161, paragraph 2 of the Act on Book-Entry Transfer of Company Bonds, Shares and Other Securities; Article 39 of the Ordinance on Company Accounting |
| Related previous disclosures | Share exchange agreement executed on 20 January 2026 |
Items this document does not state (3)
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 is a post-event disclosure concerning the share exchange pursuant to the Companies Act and the Ordinance for Enforcement of the Companies Act. It reports the effectiveness of the share exchange, the progress of the statutory procedures, and the number of shares transferred and issued, among other matters.