News Release Dated October 23, 2023
Company: Japan System Techniques Co., Ltd.
Representative: Takeaki Hirabayashi, President and CEO
Stock code: 4323, Tokyo Stock Exchange, Prime Market
Contact: Taku Hirabayashi, Director and Officer
Tel: +81-6-4560-1000

Notice of Merger and Absorption of Consolidated Subsidiary
The Board of Directors of Japan System Techniques Co., Ltd. (JAST) approved a resolution today to merge
with and absorb ISR Co., Ltd. a wholly owned subsidiary, effective April 1, 2024.
Some information concerning this merger is not disclosed because this is a simple absorption merger of awholly owned subsidiary.
1. Purpose of merger
JAST will merge with and absorb ISR, with JAST as the surviving company, for the purposes of fully utilizing
the resources of the two companies, improving the efficiency of business operations and speeding up
decisions.
2. Summary of merger(1) Schedule
Board of Directors resolutions at JAST and ISR
Merger agreement date
Effective date

October 23, 2023
December 25, 2023 (tentative)
April 1, 2024 (tentative)* This is a simple merger and absorption in accordance with Article 796-2 of the Companies Act for
JAST and short-form merger in accordance with Article 784-1 of the Companies Act for ISR. As aresult, there is no need for a shareholders meeting at either company for the approval of the mergeragreement.
(2) Method
An absorption-type merger between JAST, which is the surviving company, and ISR, which will bedissolved.
(3) Distribution of stock associated with the merger
No stock will be issued and there will be no payment associated with this merger because it is a mergerof JAST and a wholly owned subsidiary.
(4) Handling of stock acquisition rights and bonds with warrants
Not applicable.

13. Outline of the merging companies (as of March 31, 2023)(1) Company name(2) Location(3) Representative(4) Business(5) Share capital(6) Established(7) Shares
outstanding(8) Fiscal year end(9) Major
shareholder andshareholding
ratio (as ofMarch 31,2023)

Surviving company

Dissolved company

Japan System Techniques Co., Ltd.
Nakanoshima Festival Tower 29F, 3-18
Nakanoshima 2-chome, Kita-ku, Osaka
Takeaki Hirabayashi, President and CEO(1) Contracted development of software,support for software development,
development of solutions, implementationof software(2) Development and sale of JAST packagesolutions(3) Inspections, analysis and related services
for medical information data
(4) Global digital transformation (DX)business mainly in the Asia-Pacific region
1,535 million yen
March 26, 1973

ISR Co.,Ltd.
8-12 Iwamotocho 2-chome,
Chiyoda-ku, Tokyo
Hideji Noda, President and CEO(1) Contracted development ofsoftware(2) Development, sales andimplementation support forpackaged software products

12,418,460 shares

455,000 shares

March 31JUST Co., Ltd.:
23.36%BNYM AS AGT/CLTS NONTREATYJASDEC (Standing Proxy:MUFG Bank, Ltd.):
16.30%
JAST's Employee Shareholding
Association:
9.39%
The Master Trust Bank of Japan,
Ltd. (Trust Account):
5.72%
INTERACTIVE BROKERS LLC(Standing proxy: Interactive Brokers
Securities Japan, Inc.):
5.65%
Custody Bank of Japan, Ltd. (TrustAccount):
2.63%
Taku Hirabayashi:
2.24%
Takeaki Hirabayashi:
1.56%
THE BANK OF NEW YORKMELLON 140040(Standing Proxy: Mizuho Bank,Ltd., Settlement Division):
1.45%
GOLDMAN, SACHS & CO.REG(Standing Proxy: Goldman Sachs
Japan Co., Ltd.):
1.33%(10) Financial highlights of JAST and ISR in year prior to the merger
Fiscal year
FY3/23 (consolidated)
Net assets
10,816 million yen
Total assets
17,413 million yen
Net assets per share
878.07 yen
Net sales
23,519 million yen
Operating income
2,385 million yen
Ordinary income
2,450 million yen
Profit attributable
1,772 million yen
to owners of parent
Net income per
144.50 yen
share

224 million yen
October 14, 1983

March 31
Japan System Techniques
Co., Ltd.:
100.00%FY3/23 (non-consolidated)
185 million yen
271 million yen
408.09 yen
396 million yen
34 million yen
34 million yen
21 million yen
46.33 yen

4. JAST after the merger
There will be no change in the name of JAST and in the location of the head office, the name and title of thepresident and CEO, business activities, capital, and the fiscal year.
5. Outlook
This merger will have only a negligible effect on consolidated results of operations for the fiscal year ending
March 2024 because it is a merger with a wholly owned subsidiary.

3