Nippon Hume Corporation
Notice Regarding Discontinuation (Abolition) of Our Company’s Policy on Large-Scale Purchase of Shares (Takeover Defense Measures) and Partial Amendment of the Articles of Incorporation
The Company plans to abolish the takeover defense measures at the conclusion of the Annual General Meeting of Shareholders scheduled for June 26, 2026, and proposes amendments to the Articles of Incorporation to delete the takeover defense provisions and shorten the directors' term from two years to one year.
Key Figures
- Takeover Defense Measures Abolition Date: June 26, 2026 (At the conclusion of the 143rd Annual General Meeting of Shareholders)
- Directors' Term: Shortened from 2 years to 1 year (Effective date June 26, 2026)
- Effective Date of Articles of Incorporation Amendment: June 26, 2026
AI要約
Regarding Discontinuation (Abolition) of Takeover Defense Measures
Nippon Hume Corporation has resolved to abolish the takeover defense measures, which were introduced in March 2008 and continued with shareholder approval, at the conclusion of the 143rd Annual General Meeting of Shareholders scheduled for June 26, 2026. This decision reflects opinions from shareholders and institutional investors, trends regarding takeover defense measures, and changes in the business environment. After abolition, the Company will continue to promote its medium-term management plan and strengthen corporate governance. In the event of a large-scale purchase of shares, the Company will provide necessary information and secure adequate time for shareholders to make proper judgments, and will take appropriate measures within the scope of applicable laws and regulations.
Overview of Partial Amendment of the Articles of Incorporation
Coinciding with the abolition of the takeover defense measures, Article 10 of the Articles of Incorporation (Matters concerning the distribution of stock acquisition rights without charge) will be deleted. Furthermore, to clarify directors' management responsibilities and swiftly respond to changes in the business environment, the Company plans to amend part of Article 19 to shorten the directors' term of office from the current two years to one year. In addition, due to the shortening of the directors' term, new Articles 39 and 40 will be established to enable distribution of surplus, etc., by resolution of the Board of Directors, and overlapping existing provisions will be deleted. These amendments will be submitted for approval at the Annual General Meeting of Shareholders on June 26, 2026, with effect from the same day.
Nippon Hume Corporation
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