News
Notice Regarding the Establishment of a Subsidiary through a Simple Incorporation-type Company Split of Our Consolidated Subsidiary
2025/05/14
CAC Holdings Corporation hereby announces that at the Board of Directors meeting held today, we resolved to transfer the business of the New Business Development Division of our consolidated subsidiary, CAC Corporation (hereinafter referred to as "CAC"), to a newly established company, CAC identity Corporation (hereinafter referred to as "CAC identity"), through a simple incorporation-type company split. CAC identity will become a wholly owned subsidiary of our company.
Please note that this disclosure has been partially omitted, as this organizational restructuring involves a wholly owned subsidiary of our company.
1. Purpose of Establishing the Subsidiary and Implementing the Company Split
In 2022, our group formulated "CAC Vision 2030: Becoming a Corporate Group that Continuously Creates Positive Impacts on Society through Technology and Ideas." Under this vision, we aim to become a highly profitable and high-growth corporate group by creating and expanding digital solutions that generate positive impacts.
To achieve this goal, we established a specialized department within our core subsidiary, CAC, to focus on the development of new products and services.
Through this company split, we intend to promote our business strategies more flexibly and dynamically in a rapidly changing business environment, accelerating the creation and growth of digital solutions. Ultimately, this initiative aims to achieve CAC Vision 2030 and enhance the corporate value of the CAC Group.
２．Outline of the Subsidiary Establishment and Company Split
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（1） |
Schedule for Subsidiary Establishment and Company Split |
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Board of Directors Approval of the Incorporation-type Company Split Plan |
May 14, 2025 |
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Effective Date of the Incorporation-type Company Split and Subsidiarization |
Scheduled for July 1, 2025. |
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※This company split will be executed as a simple incorporation-type company split as defined in Article 805 of the Companies Act, without requiring approval at a shareholders' meeting. |
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（2） |
Method of Subsidiary Establishment and Company Split |
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This company split is an incorporation-type company split in which CAC will be the splitting company, and the newly established CAC identity will be the succeeding company. |
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（3） |
Details of Allotment Related to the Company Split |
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In this incorporation-type company split, the newly established company (CAC identity) will issue 100 shares of common stock, all of which will be allocated and delivered to the splitting company (CAC). Simultaneously, the splitting company will transfer all of the allocated shares, representing 100% ownership, to our company, its parent company. |
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（4） |
Handling of Stock Acquisition Rights and Bonds with Stock Acquisition Rights Associated with the Company Split |
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There are no applicable matters. |
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（5） |
Increase or Decrease in Capital Stock Resulting from the Incorporation-type Company Split |
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There will be no increase or decrease in our capital stock as a result of this incorporation-type company split. |
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（6） |
Rights and Obligations to Be Succeeded by the Newly Established Company |
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CAC identity, the newly established company, will succeed to the assets, liabilities, contractual positions, and other rights and obligations related to the business subject to this company split from CAC, the splitting company, as of the effective date. |
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（7） |
Prospects for the Performance of Obligations by the Succeeding Company |
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We have determined that there are no issues regarding the prospects for the performance of obligations. |
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3. Overview of the Companies Involved in the Incorporation-type Company Split
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Splitting Company |
Newly Established Company |
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(1) |
Name |
CAC Corporation |
CAC identity Corporation |
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(2) |
Headquarters Location |
24-1, Nihonbashi-Hakozaki-cho, Chuo-ku, Tokyo |
24-1, Nihonbashi-Hakozaki-cho, Chuo-ku, Tokyo |
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(3) |
Title and Name of Representative |
Hirotomo Sabetto, President and Representative Director |
Eisuke Nakanishi, President and Representative Director |
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(4) |
Business Activities |
System Development Services |
New Business Development |
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(5) |
Capital |
400 million yen |
３0 million yen |
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(6) |
Date of Establishment |
April 1, 2014 |
July 1, 2025 |
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(7) |
Number of Issued Shares |
100 shares |
100 shares |
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(8) |
Fiscal Year-End |
December 31 |
December 31 |
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(9) |
Shareholders and Shareholding Ratio |
100% owned by our company |
100% owned by our company |
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(10) |
Financial Condition and Business Performance for the Most Recent Fiscal Year (Fiscal Year Ending December 2024) |
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Net Assets |
9,523 million yen |
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Total Assets |
19,615 million yen |
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Net Assets per Share |
88,894,311.75 yen |
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Net Sales |
32,073 million yen |
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Operating Profit |
2,671 million yen |
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Ordinary Profit |
3,795 million yen |
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Net Income for the Current Period |
2,512 million yen |
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Earnings per Share for the Current Period |
25,122,402.30 yen |
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(11) |
Overview of the Business to Be Split |
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Business Activities of the Division to Be Split |
New Business Development |
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Business Performance of the Division to Be Split (Fiscal Year Ending December 2024) |
Net Sales: 129 million yen |
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Items and Amounts of Assets and Liabilities to Be Split (Note) |
Assets: 164 million yen |
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(Note) The amounts of assets and liabilities to be split will be finalized by adjusting the above amounts for any increases or decreases occurring until the effective date of this incorporation-type company split.
４. Status After the Incorporation-type Company Split
There will be no changes to the name, headquarters location, title and name of the representative, business activities, capital, or fiscal year of CAC as a result of this incorporation-type company split.
５．Future Outlook
Since the companies involved in this incorporation-type company split are wholly owned subsidiaries of our company, the impact on our consolidated financial results for the fiscal year ending December 2025 is expected to be minimal. However, we believe that this initiative will contribute to enhancing our corporate value in the long term.
End
Contact: IR Group Financial Strategy Dept, Corporate Div.
Tel: +81-3-6667-8070