MEMBERSHIP

December 27, 2023
Company name
Representative

Contact

Toshiba Tec Corporation
Hironobu Nishikori
Representative Director
President and Chief Executive Officer(Securities code: 6588,
Tokyo Stock Exchange Prime Market)
Akira Abe
General Manager of Corporate
Communications Division(TEL: +81-3-6830-9151)(Progress of disclosure matters) Notice of Transfer of Consolidated Subsidiaries
Toshiba Tec Corporation (the “Company”) announced in the “Notice of Transfer of Consolidated
Subsidiaries” dated May 19, 2023 (Note) (“Previous Timely Disclosure”) that, in conjunction with the Business
Integration, the Company and Ricoh Technologies Company Ltd. (the “Joint Venture Company”) would enter
into an absorption-type company split agreement, and the Company’s board of directors resolved to (i) transfer
the shares of its five consolidated subsidiaries (the “Transfer of Shares”) to the Joint Venture Company throughan absorption-type company split under such agreement and (ii) additionally transfer the shares of Toshiba Tec
Europe Imaging Systems to the Joint Venture Company.
(Note) Partial corrections are made in the following press releases.
(i)“(Corrections) Notice Regarding Partial Corrections to the “Notice of Transfer of ConsolidatedSubsidiaries”” released on July 19, 2023

(ii)“(Progress of disclosure matters) Notice of Transfer of Consolidated Subsidiaries” released onAugust 24, 2023

As part of the series of procedures to implement the Share Transfer, the Company has decided to transfer apart of the business of its Chinese subsidiary (sales business of multifunction printers and auto-ID systems,etc.) to another company (the “Chinese Company”) through a company split, and to undertake investing in theChinese Company. As a result, the Chinese Company will become a consolidated subsidiary of the Company.
Each term used but not defined otherwise herein shall have the meaning provided in the Previous TimelyDisclosure.
Note
1. Reasons and methods for making the Chinese Company a consolidated subsidiary of the Company
As part of the series of procedures to implement the Share Transfer, the Company decided to transfer apart of the business of Toshiba Tec Information Systems (Shenzhen) to the Chinese Company through anincorporation-type company split of the company (the “China Incorporation-type Company Split”) and toinvest in the Chinese Company.
12. Schedule
The effective date of the China Incorporation-type Company Split is January 1, 2024 (scheduled), and theCompany plans to it a consolidated subsidiary of the Company by undertaking investing in the ChineseCompany on the same date.
3. Overview of the Chinese Company (as of January 1, 2024)(1)

NameToshiba Tec Business Solutions (Shenzhen) Co., Ltd.
Rm.09-189, 9th Floor, Tower B, TCL Building 6 Gao Xin Nan Yi(2)

Location

Street, Nanshan Shenzhen 518057, the People’s Republic ofChina(3)

Name and title ofrepresentative

Hiroyuki Yamazaki, Chairman
Sale, etc. of multifunction printers and auto-ID systems, and their(4)

Business description(5)

Capital

USD10,000,000(6)Date of establishment

January 1, 2024

(7)

(8)

Major shareholders andshareholding ratios

Relationship with the listed

related products

The Company: 95.7%
CapitalThe Company holds 95.7% of the voting rights ofrelationship

the Chinese Company.

Personnel

The Company sends three directors and one

relationshipauditor to the Chinese Company.
N/Acompany* After the effective date of the China

Businessrelationship

Incorporation-type

CompanySplit,

theChinese Company plans to sell the Company’s
products in China.

(9)

Consolidated results of operations and financial condition of the relevant company for the past
three years
Fiscal year ended

Fiscal year ended

Fiscal year ended

March 2021

March 2022

March 2023

Net assets
Total assets
Sales
Operating profit
Ordinary profit
Net profit(Note) As the effective date of the China Incorporation-type Company Split is January 1, 2024 (scheduled),2

information cannot be filled in for “Consolidated results of operations and financial condition of therelevant company for the past three years”, and so it is left blank as shown in the table above. Theresults of operations of Toshiba Tec Information Systems (Shenzhen) (sales business ofmultifunction printers and auto-ID systems, etc.), which is to be succeeded by the Chinese Company,
for the most recent fiscal year is as follows (Since it is not a legal entity, but part of Toshiba Tec
Information Systems (Shenzhen), the figures for net assets, total assets and net profit are omitted):
Fiscal year ended March 2023
(thousand RMB)
Sales

1,040,555

Operating profit

106,230

Ordinary profit

106,490

4．Number of (equity) shares to be acquired, purchase price, and status of (equity) shares held before andafter the acquisition
Chinese Company
(1)
(2)
(3)
(4)

Amount of investment-before the transfer(Percentage of voting rights held: 0 %)Number of (equity) shares
to be acquired

9,570 thousand dollars

Purchase price

9,570 thousand dollars

Amount of investment after

9,570 thousand dollars

the transfer(Percentage of voting rights held: 95.7%)(Note) Since the Chinese Company is a limited company, the amount of investment is shown instead of
the number of shares owned.
5. Future outlook
The impact of the China Incorporation-type Company Split on the Company’s consolidated financial
results for the current fiscal year is negligible.

3