Response Measures for Large-Scale Acquisitions and Independent Committee Procedures
First written in FY2017-Q1. 14 of 18 entries say "Restated". Latest entry: 2026-06-24.
- FY2024AdvancedAnnual report
「At the 144th Annual General Meeting of Shareholders held on 25 June 2024, the company approved measures concerning large-scale acquisitions of its shares, or takeover defense measures, as an initiative to prevent an inappropriate party from controlling decisions on the company’s financial and business policies in light of its basic policy. These measures are referred to below as the “Plan.”」
At the 144th Annual General Meeting of Shareholders, the company continued the takeover defense measures. In addition to acquisitions of 20% or more, the measures cover the formation of a joint ownership relationship through an agreement among shareholders or otherwise, and provide for a 60-day or 90-day review period by the independent committee and a validity period of no more than 3 years. - FY2021AdvancedAnnual report
「At the 141st Annual General Meeting of Shareholders held on 25 June 2021, the company approved measures concerning large-scale acquisitions of its shares, or takeover defense measures, as an initiative to prevent an inappropriate party from controlling decisions on the company’s financial and business policies in light of its basic policy. These measures are referred to below as the “Plan.”」
At the 141st Annual General Meeting of Shareholders, the company resolved to continue the takeover defense measures. The procedures cover acquisitions of 20% or more, a 60-day or 90-day review period by the independent committee and a validity period of no more than 3 years. - FY2020RestatedAnnual report
「An Acquirer may not commence or proceed with an Acquisition until (1) it has provided the company’s board of directors and independent committee with the necessary and sufficient information concerning the Acquisition within a reasonable period specified by the board or independent committee, (2) in principle, the 60-day period for a tender offer for all of the company’s shares or other securities in which the consideration consists solely of cash in yen, or the 90-day period for other Acquisitions, for the independent committee to review the matter and recommend whether to implement or not implement countermeasures or convene a general meeting of shareholders, has elapsed, and (3) the company’s board of directors or general meeting of shareholders has resolved whether to implement countermeasures.」
The company restates takeover defense measures covering acquisitions of 20% or more and involving a 60-day or 90-day review period by the independent committee. - FY2020-Q3RestatedAnnual report
「An Acquirer may not commence or proceed with an Acquisition until (1) it has provided the company’s board of directors and independent committee with the necessary and sufficient information concerning the Acquisition within a reasonable period specified by the board or independent committee, (2) in principle, the 60-day period for a tender offer for all of the company’s shares or other securities in which the consideration consists solely of cash in yen, or the 90-day period for other Acquisitions, for the independent committee to review the matter and recommend whether to implement or not implement countermeasures or convene a general meeting of shareholders, has elapsed, and (3) the company’s board of directors or general meeting of shareholders has resolved whether to implement countermeasures.」
The company restates procedures covering acquisitions of 20% or more, the provision of necessary information, a 60-day or 90-day review period by the independent committee and a resolution by the board of directors or general meeting of shareholders. - FY2020-Q2RestatedAnnual report
「An Acquirer may not commence or proceed with an Acquisition until (1) it has provided the company’s board of directors and independent committee with the necessary and sufficient information concerning the Acquisition within a reasonable period specified by the board or independent committee, (2) in principle, the 60-day period for a tender offer for all of the company’s shares or other securities in which the consideration consists solely of cash in yen, or the 90-day period for other Acquisitions, for the independent committee to review the matter and recommend whether to implement or not implement countermeasures or convene a general meeting of shareholders, has elapsed, and (3) the company’s board of directors or general meeting of shareholders has resolved whether to implement countermeasures.」
The company restates procedures covering acquisitions of 20% or more, the provision of necessary information, a 60-day or 90-day review period by the independent committee and a resolution by the board of directors or general meeting of shareholders. - FY2020-Q1RestatedAnnual report
「At the 138th Annual General Meeting of Shareholders held on 28 June 2018, the company approved measures concerning large-scale acquisitions of its shares, or takeover defense measures, as an initiative to prevent an inappropriate party from controlling decisions on the company’s financial and business policies in light of its basic policy. These measures are referred to below as the “Plan.”」
The company restates the procedures under the takeover defense measures approved at the 138th Annual General Meeting of Shareholders, including acquisitions of 20% or more, a 60-day or 90-day review period by the independent committee and procedures involving a general meeting of shareholders. - FY2019-Q2RestatedAnnual report
「At the 138th Annual General Meeting of Shareholders held on 28 June 2018, the company approved measures concerning large-scale acquisitions of its shares, or takeover defense measures, as an initiative to prevent an inappropriate party from controlling decisions on the company’s financial and business policies in light of its basic policy. These measures are referred to below as the “Plan.” The outline of the Plan is as follows.」
The company restates the procedures under the takeover defense measures approved at the 138th Annual General Meeting of Shareholders, including acquisitions of 20% or more, a 60-day or 90-day review period by the independent committee and procedures involving a general meeting of shareholders. - FY2019-Q1RestatedAnnual report
「At the 138th Annual General Meeting of Shareholders held on 28 June 2018, the company approved measures concerning large-scale acquisitions of its shares, or takeover defense measures, as an initiative to prevent an inappropriate party from controlling decisions on the company’s financial and business policies in light of its basic policy. These measures are referred to below as the “Plan.”」
The company restates the content of the takeover defense measures approved at the 138th Annual General Meeting of Shareholders, including acquisitions of 20% or more, the independent committee’s review period and the validity period. - FY2018AdvancedAnnual report
「At the 138th Annual General Meeting of Shareholders held on 28 June 2018, the company approved measures concerning large-scale acquisitions of its shares, or takeover defense measures, as an initiative to prevent an inappropriate party from controlling decisions on the company’s financial and business policies in light of its basic policy. These measures are referred to below as the “Plan.”」
At the 138th Annual General Meeting of Shareholders, the company resolved to continue the takeover defense measures and specified procedures covering acquisitions of 20% or more, the independent committee’s review period and a validity period of no more than 3 years. - FY2018-Q3RestatedAnnual report
「The measures cover acquisitions conducted without the consent of the company’s board of directors, including (1) acquisitions of the company’s shares or other securities that result in the ownership ratio of the holder and its joint holders or others reaching 20% or more, and (2) tender offers for the company’s shares or other securities in which the combined ownership ratio of the tender offeror and its specially related parties reaches 20% or more. These acts are referred to below as “Acquisitions.” A person conducting or proposing an Acquisition, referred to below as an “Acquirer,” may not commence or proceed with the Acquisition until (1) the Acquirer has provided the company’s board of directors and independent committee with the necessary and sufficient information concerning the Acquisition within a reasonable period specified by the board or independent committee, (2) in principle, the 60-day period for a tender offer for all of the company’s shares or other securities in which the consideration consists solely of cash in yen, or the 90-day period for other Acquisitions, for the independent committee to review the matter and recommend whether to implement or not implement countermeasures or convene a general meeting of shareholders, has elapsed, and (3) the company’s board of directors or general meeting of shareholders has resolved whether to implement countermeasures.」
The company restates takeover defense measures covering acquisitions of 20% or more and involving a 60-day or 90-day review period by the independent committee. - FY2018-Q2RestatedAnnual report
「The measures cover acquisitions conducted without the consent of the company’s board of directors, including (1) acquisitions of the company’s shares or other securities that result in the ownership ratio of the holder and its joint holders or others reaching 20% or more, and (2) tender offers for the company’s shares or other securities in which the combined ownership ratio of the tender offeror and its specially related parties reaches 20% or more. These acts are referred to below as “Acquisitions.” A person conducting or proposing an Acquisition, referred to below as an “Acquirer,” may not commence or proceed with the Acquisition until (1) the Acquirer has provided the company’s board of directors and independent committee with the necessary and sufficient information concerning the Acquisition within a reasonable period specified by the board or independent committee, (2) in principle, the 60-day period for a tender offer for all of the company’s shares or other securities in which the consideration consists solely of cash in yen, or the 90-day period for other Acquisitions, for the independent committee to review the matter and recommend whether to implement or not implement countermeasures or convene a general meeting of shareholders, has elapsed, and (3) the company’s board of directors or general meeting of shareholders has resolved whether to implement countermeasures.」
The company restates takeover defense measures covering acquisitions of 20% or more and involving a 60-day or 90-day review period by the independent committee. - FY2018-Q1RestatedAnnual report
「The measures cover acquisitions conducted without the consent of the company’s board of directors, including (1) acquisitions of the company’s shares or other securities that result in the ownership ratio of the holder and its joint holders or others reaching 20% or more, and (2) tender offers for the company’s shares or other securities in which the combined ownership ratio of the tender offeror and its specially related parties reaches 20% or more. A person conducting or proposing an Acquisition may not commence or proceed with it until, in principle, the 60-day or 90-day review period by the independent committee has elapsed and the company’s board of directors or general meeting of shareholders has resolved whether to implement countermeasures.」
The company restates takeover defense measures covering acquisitions of 20% or more and involving a 60-day or 90-day review period by the independent committee. - FY2017RestatedAnnual report
「The measures cover acquisitions conducted without the consent of the company’s board of directors, including (1) acquisitions of the company’s shares or other securities that result in the ownership ratio of the holder and its joint holders or others reaching 20% or more, and (2) tender offers for the company’s shares or other securities in which the combined ownership ratio of the tender offeror and its specially related parties reaches 20% or more. A person conducting or proposing an Acquisition may not commence or proceed with it until, in principle, the 60-day or 90-day review period by the independent committee has elapsed and the company’s board of directors or general meeting of shareholders has resolved whether to implement countermeasures.」
The company restates takeover defense measures covering acquisitions of 20% or more and involving a 60-day or 90-day review period by the independent committee. - FY2017-Q3RestatedAnnual report
「The measures cover acquisitions conducted without the consent of the company’s board of directors, including (1) acquisitions of the company’s shares or other securities that result in the ownership ratio of the holder and its joint holders or others reaching 20% or more, and (2) tender offers for the company’s shares or other securities in which the combined ownership ratio of the tender offeror and its specially related parties reaches 20% or more. These acts are referred to below as “Acquisitions.” A person conducting or proposing an Acquisition, referred to below as an “Acquirer,” may not commence or proceed with the Acquisition until (1) the Acquirer has provided the company’s board of directors and independent committee with the necessary and sufficient information concerning the Acquisition within a reasonable period specified by the board or independent committee, (2) in principle, the 60-day period for a tender offer for all of the company’s shares or other securities in which the consideration consists solely of cash in yen, or the 90-day period for other Acquisitions, for the independent committee to review the matter and recommend whether to implement or not implement countermeasures or convene a general meeting of shareholders, has elapsed, and (3) the company’s board of directors or general meeting of shareholders has resolved whether to implement countermeasures.」
The company restates takeover defense measures covering acquisitions of 20% or more and involving a 60-day or 90-day review period by the independent committee. - FY2017-Q2RestatedAnnual report
「At the 135th Annual General Meeting of Shareholders held on 29 June 2015, the company approved measures concerning large-scale acquisitions of its shares, or takeover defense measures, as an initiative to prevent an inappropriate party from controlling decisions on the company’s financial and business policies in light of its basic policy. These measures are referred to below as the “Plan.”」
The company restates takeover defense measures covering acquisitions of 20% or more and involving the independent committee, a general meeting of shareholders and a review period. - FY2017-Q1First statedAnnual report
「At the 135th Annual General Meeting of Shareholders held on 29 June 2015, the company approved measures concerning large-scale acquisitions of its shares, or takeover defense measures, as an initiative to prevent an inappropriate party from controlling decisions on the company’s financial and business policies in light of its basic policy.」
The measures cover acquisitions of 20% or more and provide for a 60-day or 90-day review period by the independent committee, as well as procedures involving the independent committee and a general meeting of shareholders.