Worth reading
15Immaterial
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
—
Displayed only when the document provides numerical figures.Wording
Conditional
How definitive the wording is.This transaction
Partial changes to the “Policy for Responding to Acquisition Proposals Concerning the Company’s Shares”TimelineThe spacing between the points is proportional to the actual number of days.
Procedures and assumptions
Special CommitteeEstablished. Following the changes, the committee will consist of 5 members: 3 outside directors of the Company, Yagi Yosuke (八木 洋介), Takei Natsuko (武井 奈津子) and Uenishi Kyoichiro (上西京一郎), and 2 outside corporate auditors of the Company, Kogayu Junko (小粥 純子) and Fujimoto Mie (藤本 美枝). Uenishi Kyoichiro (上西京一郎) and Fujimoto Mie (藤本 美枝) will be newly appointed members. The chair will be elected at a later date.
Conditions Precedent to ExecutionApproval with the consent of all current members of the Special Committee. Uenishi Kyoichiro (上西京一郎) is scheduled to be elected as a director by resolution of the 99th Annual General Meeting of Shareholders to be held on 26 June 2026, and these changes are scheduled to take effect upon the conclusion of that meeting.
| Item | Details |
|---|---|
| Transaction name | Partial changes to the “Policy for Responding to Acquisition Proposals Concerning the Company’s Shares” |
| Date of board resolution | 14 May 2026 |
| Execution Date / Effective Date | The changes are scheduled to take effect upon the conclusion of the 99th Annual General Meeting of Shareholders, to be held on 26 June 2026. |
| Special Committee | Established. Following the changes, the committee will consist of 5 members: 3 outside directors of the Company, Yagi Yosuke (八木 洋介), Takei Natsuko (武井 奈津子) and Uenishi Kyoichiro (上西京一郎), and 2 outside corporate auditors of the Company, Kogayu Junko (小粥 純子) and Fujimoto Mie (藤本 美枝). Uenishi Kyoichiro (上西京一郎) and Fujimoto Mie (藤本 美枝) will be newly appointed members. The chair will be elected at a later date. |
| Conditions Precedent to Execution | Approval with the consent of all current members of the Special Committee. Uenishi Kyoichiro (上西京一郎) is scheduled to be elected as a director by resolution of the 99th Annual General Meeting of Shareholders to be held on 26 June 2026, and these changes are scheduled to take effect upon the conclusion of that meeting. |
Items this document does not state (27)
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)Impact on Business PerformanceContract DateValuation methodologyIndependent valuation institutionManagement structure after acquisition
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.In light of the Ministry of Economy, Trade and Industry’s “Guidelines for Corporate Takeovers,” the committee will consist solely of outside officers who bear legal obligations and responsibilities to the Company, thereby enhancing fairness in securing shareholders’ interests and ensuring independence and objectivity.
How to read this page
This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.