2016/08/30

Renewal of Countermeasures to Large-Scale Purchases of ASAHI INTECC CO., LTD. Shares (Takeover Defense Measures)

At the 37th Annual General Meeting of Shareholders of the Company held on September 26, 2013, the Company has obtained approval by its shareholders on the plan for countermeasures to large-scale acquisitions of the shares in the Company (hereinafter referred to as the “Current Plan”).

Since the effective period of the Current Plan is to expire upon conclusion of the 40th Annual General Meeting of Shareholders (hereinafter referred to as “this General Meeting of Shareholders”) scheduled to be held on 28 September, 2016, the Company has deliberated what the Current Plan should be, including whether or not to continue it, as one of the efforts addressed in order to secure and enhance not only the corporate value but also the common benefit of the shareholders of the Company, based on the changes in the social and economic circumstances, various trends and development of discussions surrounding the takeover defense measures. As a result, it was decided at the Company’s Board of Directors Meeting held on August 10, 2016 to change part of the Current Plan as a measure to prevent the decision of the Company’s financial and business policy from being controlled by an inappropriate person or entity (the countermeasures after such change has been made is hereinafter referred to as “this Plan”) in the light of the basic policy concerning the position of the person or entity that is to control the decision of the Company’s financial and business policy as provided for in Subparagraph 3 of Article 118 of the Ordinance for Enforcement of the Companies Act (hereinafter referred to as the “Basic Policy Concerning Control of the Company”), and to continue the countermeasures after the change of this Plan, on the assumption that it is approved by the shareholders at this General Meeting of Shareholders.

With regard to this Plan, consent by all Auditors has been obtained on condition that the specific execution of the Plan will be properly performed.

 

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