Decision and Details
Discussions and agreement between Solekia Limited and ソレキア・プラッツ株式会社Matters subject to prior disclosure concerning the merger by absorption
No merger consideration will be paid because ソレキア・プラッツ株式会社 is a wholly owned subsidiary of Solekia Limited.
In light of the company's earnings and cash flow position and other factors following the merger, no circumstances are currently anticipated that would impede the performance of its obligations. The amounts of stated capital, capital reserves and retained earnings reserves will not increase.
| Item | Details |
|---|---|
| Matter Covered | Matters subject to prior disclosure concerning the merger by absorption |
| Decision-Making Body | Discussions and agreement between Solekia Limited and ソレキア・プラッツ株式会社 |
| Decision Date | 18 June 2026 (date of execution of the merger agreement) |
| Implementation Date | 1 October 2026 (scheduled effective date; subject to change by agreement between the parties) |
| Period Covered | From the effective date of 1 October 2026 onward |
| Impact on Business Performance | In light of the company's earnings and cash flow position and other factors following the merger, no circumstances are currently anticipated that would impede the performance of its obligations. The amounts of stated capital, capital reserves and retained earnings reserves will not increase. |
| Reason | No merger consideration will be paid because ソレキア・プラッツ株式会社 is a wholly owned subsidiary of Solekia Limited. |
| Governing Rule | Article 794, paragraph 1 of the Companies Act; Article 191 of the Ordinance for Enforcement of the Companies Act; Article 796, paragraph 2 of the Companies Act; Article 795, paragraph 1 of the Companies Act; Article 784, paragraph 1 of the Companies Act; and Article 783, paragraph 1 of the Companies Act |
| Future plans | The merger by absorption is scheduled to take effect on 1 October 2026. The effective date may be changed by agreement between the parties if necessary for the progress of the procedures or for other reasons. If any material change or other event occurs, the agreement may be amended or terminated. |
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.No merger consideration will be paid because ソレキア・プラッツ株式会社 is a wholly owned subsidiary of Solekia Limited. The company also states that, following the merger, its assets are expected to continue to substantially exceed its liabilities and that no circumstances are currently anticipated that would impede the performance of its obligations.