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November 2, 2020
Rengo to Reorganize Consolidated Subsidiaries
Rengo Co., Ltd. announces that it will implement the reorganization of consolidated subsidiaries described below with the goal of improving the management efficiency of consolidated subsidiaries and also to further enhance the Group's business performance.
I. Reorganization of Settsu Carton and Kyoei Danboru
(Corporate Split and Merger)Kyoei Danboru Co., Ltd. (“current Kyoei Danboru”) will be split (through an incorporation-type corporate split), and a wholly-owned subsidiary (“new Kyoei Danboru”) engaged in the corrugated box manufacturing and sales businesses will be established. In addition, as condition precedent on this incorporation-type corporate split taking effect, current Kyoei Danboru will merge with Settsu Carton Co., Ltd.1. Summary of the corporate split of current Kyoei Danboru- 1.
- Date of corporate split (effective date): February 1, 2021 (scheduled)
- 2.
- Method of split
This is an incorporation-type corporate split whereby current Kyoei Danboru will be the splitting company and new Kyoei Danboru, which will be a newly-established company, will be the successor company. - 3.
- Increase/decrease in capital as a result of the split
There will be no changes to capital and so on as a result of this corporate split. - 4.
- Succession to the Rights and Obligations of the newly-established company
The newly-established company will succeed from the splitting company any assets necessary to conduct the business that will be acquired through the corporate split as well as liabilities, employment contracts, and other rights and obligations. The succession of obligations will be undertaken by discharging the splitting company from obligations, and the newly-established company will succeed the trade name “Kyoei Danboru Co., Ltd.”
2. Summary of the absorption-type merger with current Kyoei Danboru by
Settsu Carton Co., Ltd.- 1.
- Date of merger (effective date): February 1, 2021 (scheduled)
- 2.
- Method of merger
Current Kyoei Danboru will be dissolved through an absorption-type merger in which Settsu Carton Co., Ltd. will be the surviving company.
Since this is a merger of wholly-owned subsidiaries of Rengo, no new shares will be issued in the merger, and there will be no capital increase.
Overview of Settsu Carton Co., Ltd. (surviving company)
Head office 5-33 Higashiarioka, Itami-shi, Hyogo Representative Toshio Niwa Capital 400 million yen Shareholders Rengo Co., Ltd. 100% Main business Manufacturing and sales of corrugated board and boxes Net sales
53,595 million yen (For the year ended March 31, 2020) Number of employees 762 Overview of current Kyoei Danboru
(splitting company and dissolving company)Trade name Kyoei Danboru Co., Ltd. (change of the trade name planned) Head office 9239 Kumashiro, Toyooka-mura, Shimoina-gun , Nagano Representative Akinobu Tajimi Capital 40 million yen Shareholders Rengo Co., Ltd. 100% Main business Manufacturing and sales of corrugated board Net sales
1,594 million yen (For the year ended March 31, 2020) Number of employees 75 Overview of new Kyoei Danboru (newly-established company)
Trade name Kyoei Danboru Co., Ltd. Head office 9239 Kumashiro, Toyooka-mura, Shimoina-gun, Nagano Representative Akinobu Tajimi Capital 10 million yen Shareholders Settsu Carton Co., Ltd. 100% Main business Manufacturing and sales of corrugated boxes Ⅱ．Merger of Tarutani Industrial Packaging and Tarutani
PackagingTarutani Industrial Packaging Corporation will carry out an absorption-type merger with its wholly-owned subsidiary Tarutani Packaging Co., Ltd.Summary of the absorption-type merger with Tarutani Packaging by Tarutani Industrial Packaging- 1.
- Date of merger (effective date): January 1, 2021 (scheduled)
- 2.
- Method of merger
Tarutani Packaging Co., Ltd. will be dissolved through an absorption-type merger in which Tarutani Industrial Packaging Corporation will be the surviving company. Since Tarutani Packaging is a wholly-owned subsidiary of Tarutani Industrial Packaging, no new shares will be issued in the merger, and there will be no capital increase.
Overview of Tarutani Industrial Packaging Corporation
(surviving company)Head office 4th Floor, ARIC Building, 7-1-3 Doi-cho, Amagasaki-shi, Hyogo Representative Kiyotaka Tarutani Capital 100 million yen Major shareholders Rengo Co., Ltd. 50%
Nihon Matai Co., Ltd. 20%Main business Manufacturing and sales of logistics-related equipment, such as wood, steel, and plastic pallets
Manufacturing and sales of heavy duty paper bags, polyethylene bags, polypropylene bags, and other plastic bagsNet sales
4,343 million yen (for the fiscal year ended September 2019) Number of employees 129 Overview of Tarutani Packaging Co., Ltd. (dissolving company)
Head office 4th Floor, ARIC Building, 7-1-3 Doi-cho, Amagasaki-shi, Hyogo Representative Kiyotaka Tarutani Capital 100 million yen Shareholders Tarutani Industrial Packaging Corporation 100% Main business Manufacturing and sales of corrugated board, boxes, and pallets Net sales
2,154 million yen (for the fiscal year ended September 2019) Number of employees 42