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The boards of directors of SHOEI CORPORATION and 株式会社ファインケメティックスAbsorption-type merger in which 株式会社ファインケメティックス was the absorbed company
Decision15 December 2025 (date the absorption-type merger agreement was executed)
Period CoveredFrom 1 April 2026 onward
Implementation1 April 2026 (effective date; completed)
Going forwardA change registration under Article 921 of the Companies Act is scheduled for 13 April 2026
AmountMerger consideration: none; increase in capital stock and capital reserves: none
Quantity / scaleNumber of issued shares of 株式会社ファインケメティックス: 78,000 shares
Reason
Because this was a merger without consideration between a wholly owned parent company and its subsidiary, it constituted a simplified merger under Article 796, Paragraph 2 of the Companies Act for SHOEI CORPORATION and a short-form merger under Article 784, Paragraph 1 of the Companies Act for 株式会社ファインケメティックス.
| Item | Details |
|---|---|
| Matter Covered | Absorption-type merger in which 株式会社ファインケメティックス was the absorbed company |
| Decision-Making Body | The boards of directors of SHOEI CORPORATION and 株式会社ファインケメティックス |
| Decision Date | 15 December 2025 (date the absorption-type merger agreement was executed) |
| Implementation Date | 1 April 2026 (effective date; completed) |
| Period Covered | From 1 April 2026 onward |
| Amount | Merger consideration: none; increase in capital stock and capital reserves: none |
| Quantity / scale | Number of issued shares of 株式会社ファインケメティックス: 78,000 shares |
| Reason | Because this was a merger without consideration between a wholly owned parent company and its subsidiary, it constituted a simplified merger under Article 796, Paragraph 2 of the Companies Act for SHOEI CORPORATION and a short-form merger under Article 784, Paragraph 1 of the Companies Act for 株式会社ファインケメティックス. |
| 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 Regarding the Absorption-Type Merger” dated 10 February 2026 |
| Future plans | A change registration under Article 921 of the Companies Act is scheduled for 13 April 2026 |
Items this document does not state (1)
Impact on Business Performance
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 merger was conducted without consideration between a wholly owned parent company and its subsidiary as a simplified merger and short-form merger under the Companies Act.
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