[TRANSLATION]
July 29, 2015
To Whom It May Concern:
Name of Company: Central Japan Railway Company
Name of Representative: Koei Tsuge,
President and Representative Director(Code: 9022, First Sections of the TSE and NSE)
Contact Person: Ryo Ejiri
Corporate Officer and General Manager of the Public Relations Department(Telephone No.: +81-52-564-2549)

Notice of the Merger to Absorb Wholly-Owned Subsidiary (Simplified and Short-Form Merger)
Central Japan Railway Company (the “Company”) hereby announces that, at the meeting of its
Board of Directors held on July 29, 2015, the Company resolved to absorb Hirokoji Tochi Company
Limited ( “Hirokoji Tochi”), a wholly-owned subsidiary of the Company (the ”Merger”). The Merger
is expected to become effective on October 1, 2015 (planned).
Matters and details regarding the Merger are disclosed below with partial omission due to the Merger
being conducted through a simplified absorption-type merger to absorb a wholly-owned subsidiary.
1.

Purpose of the Merger
The Company aims to move ahead with the construction of the Chuo Shinkansen steadily andsmoothly by centrally holding and managing the land which is possessed by Hirokoji Tochi toutilize it as an emergency exit site of the Chuo Shinkansen.

2.

Overview of the Merger(1)

Schedule for the Merger
July 29, 2015
July 29, 2015
October 1, 2015 (planned)

Resolution of the Board of Directors on the Merger
Execution of the Merger agreement
Effective date of the Merger

Note: Since, for the Company, the Merger falls under a simplified merger as set forth in
Article 796, Paragraph 2 of the Companies Act, and for Hirokoji Tochi, the Merger
falls under a short form merger as set forth in Article 784, Paragragh 1 of theCompanies Act, resolutions of shareholders of both companies concerning approvalof the Merger agreement will not be required.

(2)Method of the Merger
The Company, as the surviving company, will absorb Hirokoji Tochi, which will bedissolved upon the Merger. Since Hirokoji Tochi had liabilities exceeding its assets as ofNovember 30, 2014, the Company plans to forgive certain debt owed by Hirokoji Tochi inadvance of the Merger, thereby eliminating its state of insolvency before the Merger takesplace.

(3)

Allotment in relation to the Merger
There will be no allotment of shares or any other consideration upon the Merger.

(4)

Treatment of stock acquisition rights and bonds with stock acquisition rights of thedissolving company in relation to the Merger
There are no stock acquisition rights or bonds with stock acquisition rights issued by
Hirokoji Tochi.

3.

Overview of the Companies that are Parties to the Merger (as of March 31, 2015)(2) Head officeCentral Japan Railway Company(surviving company)
Central Japan Railway Company
1-1-4 Meieki, Nakamura-ku,Nagoya, Aichi(3) Name of representative

Koei Tsuge, President andRepresentative Director(4) Business description

Railway business and related
business
112,000 million yen
April 1, 1987

(1) Name of company(5) Capital(6) Date of establishment(7) Number of shares
206,000,000 shares
outstanding(8) Fiscal year end
March 31(9) Major shareholders and Mizuho Bank, Ltd.
shareholding ratio
Japan Trustee
Services Bank,Ltd. (TrustAccount)
The Master Trust
Bank of Japan, Ltd.
(Trust Account)
The Nomura Trustand Banking Co.,
Ltd. (Holder inRetirement Benefit
Trust for The BankofTokyo-Mitsubishi
UFJ, Ltd.)The Bank ofTokyo-Mitsubishi
UFJ, Ltd

Hirokoji Tochi Company Limited(dissolving company)
Hirokoji Tochi Company Limited
4-24-16 Meieki, Nakamura-ku,Nagoya, Aichi
Kazukiyo Nakagawa,President and Representative
Director
Acquisition, holding andmanagement of real estate
10 million yen
January 16, 2012
1,000 shares

4.75%

4.14%

3.77%

3.46%

3.24%

November 30
Central Japan
Railway Company

100%

(10) Financial condition and operating results for the most recent fiscal year
As of March 31, 2015
As of November 30, 2014
Accounting period(Consolidated)(Non-consolidated)
Equity2,063,967 million yen(82) million yen
Total assets
5,217,982 million yen
1,252 million yen
Shareholders’ equity per share 10,265.27 yen(82,633.70) yen
Operating revenues
1,672,295 million yen
Operating income
506,598 million yen(12) million yen
Ordinary income
428,134 million yen(27) million yen
Net income
264,134 million yen(27) million yen
Net income per share
1,342.15 yen(27,119.43) yen
4.

Status after the Merger
The Company’s corporate name, head office, name and title of representatives, principal lines ofbusiness, stated capital and fiscal year end will not be changed by the Merger.

5.

Financial outlook after the Merger
Impact on operating results of the Company resulting from the Merger will be minimal.
End of Document(Reference) Consolidated business forecast for the current period (disclosed on July 29, 2015)
and consolidated financial results for the previous period (Unit: Millions of yen)
Net income
OperatingOperating
Ordinary
attributabletorevenues
incomeincomeowners of the parent

Forecasted operating results
for the current period (for1,674,000
515,000
445,000
303,000
the year ending March 31,2016)
Operating results for theprevious period (for the1,672,295506,598
428,134
264,134
year ended March 31, 2015)
Note: Net income for the previous period is presented as net income attributable to owners of theparent for the previous period.