December 26, 2022
To whom it may concern,
Name of company:

Toyobo Co., Ltd.

Name of representative:

Ikuo Takeuchi,President & Representative Director(Stock code: 3101, Prime Market of the Tokyo Stock Exchange)
Contact:

Sonoko Ishimaru, General Manager,
Corporate Communication Department(TEL +81-6-6348-3044)

Notice regarding the absorption-type merger (simple merger/short-form merger) of a wholly owned
subsidiary
Toyobo Co., Ltd. (“Toyobo,” hereafter) announces today (December 26, 2022) that it decided at a meeting ofthe Board of Directors earlier the same day to acquire Toyobo Information System Create Co., Ltd. (TISC), oneof its wholly owned subsidiaries, through an absorption-type merger effective April 1, 2023. The details of themerger can be found below.
Since the merger took a form of a simple absorption merger of a wholly owned subsidiary, we omitted certain
disclosure items and content.
1. Purpose of the merger
The importance of digital technologies has been increasing every year and they have become essential in
our business activities. Under these circumstances, Toyobo decided to conduct an absorption-type merger
with TISC, aiming to consolidate the IT resources of the Toyobo Group, build a system that can quickly
respond to changes in the business environment associated with the advancement and increasing use of digitaltechnologies, and contribute to reforms and growth in Toyobo’s business.
2. Outline of the merger(1) Merger schedule
A meeting of the Board of Directors that approved the merger contract

December 26, 2022

Signing of the merger contract

December 26, 2022

Date of merger (effective date)

April 1, 2023 (scheduled)

The merger will be carried out without seeking approval on the merger contract at the respective
shareholders’ meetings, in accordance with Clause 2, Article 796 of the Companies Act for Toyobo andClause 1, Article 784 of the Companies Act for TISC.
(2) Merger method
It will be conducted through an absorption merger with Toyobo as the surviving company. With this merger,
TISC will be disbanded.

(3) Allocation in merger
There will be no issuance of new shares or payment to TISC involving this merger.
(4) Regarding stock acquisition rights and bonds with stock acquisition rights
TISC, which will cease to exist, has not issued any stock acquisition rights or bonds with stock acquisitionrights.
3. Outlines of companies involved in the merger as of September 30, 2022
(1) Company

Surviving company

Extinct company

Toyobo Co., Ltd.

Toyobo Information System Create

NameCo., Ltd.

(2) Address

1-13-1, Umeda, Kita-ku, Osaka

1-13-1, Umeda, Kita-ku, Osaka(3) Title and name

Ikuo Takeuchi,

Ashida Takaaki,of representative

President & Representative Director

President & Representative Director(4) BusinessBusiness related to films andSystem consulting; systemdescriptionfunctional materials; mobility; lifestyledevelopment, operation, andand environment; life science

maintenance; ERP solutions(GRANDIT, Oracle E-Business Suite,etc.); and network solutions(5) Capital stock

51,730 million yen

50 million yen(6) Date ofJune 1914

April 1992

89,048,792 common shares

1,000 common shares

March 31

March 31

(9) Principal

The Master Trust Bank of Japan, Ltd.:

Toyobo Co., Ltd.: 100%

shareholders and17.26%

their percentage ofCustody Bank of Japan, Ltd.: 8.89%

stockToyobo Employees Stockholders'establishment(7) Total numberof shares issued(8) End of eachaccounting term

Association: 2.48%
Toyukai: 2.13%
NIPPON LIFE INSURANCECOMPANY: 1.97%(10) Fiscal conditions and business performance in the latest business year
Business year ended March 2022

Business year ended March 2022

(Consolidated)(Non-consolidated)

Net assets

197,149 million yen

610 million yen

Total assets

517,774 million yen

2,083 million yen

Net assets per share

2,192.17 yen

2,082,852.70 yen

Net sales

375,720 million yen

4,190 million yen

Operating profit

28,430 million yen

6 million yen

Ordinary profit

23,092 million yen

6 million yen

Profit attributableto owners of12,865 million yen

7 million yen

144.75 yen

7,322.60 yen

parentNet profit per share

4. Toyobo’s situation after the merger
There will be no change in Toyobo’s trade name, the address of the head office, the title and name ofrepresentative, business operations, capital stock or the accounting period after the merger.
5. Future prospect
The merger will have only minor effects on Toyobo’s consolidated business performance.