Tomoe engineering continues takeover defense policy

Tomoe Engineering (TSE:6309) resolved at its board of directors meeting on December 22, 2025, to continue its takeover response policy, originally adopted on January 27, 2023. This policy aims to prevent inappropriate control over the company's financial and business strategies, ensuring the maximization of long-term corporate and shareholder value. The updated "new plan" maintains the core principles of the original, with minor revisions for clarity and relevance.

The policy, approved unanimously by the board of directors, including three independent outside directors, is subject to shareholder approval at the company's 96th Ordinary General Meeting of Shareholders, scheduled for January 2026. The validity period for this new plan will extend until the conclusion of the 99th Ordinary General Meeting of Shareholders in January 2029. The plan also specifies conditions under which new share options may be issued without charge as a defensive measure.

Key elements of the policy include a structured process for responding to large-scale share purchases, involving a 60-day information provision period, a 90-day evaluation period by the board of directors, and a shareholder confirmation meeting to assess proposed countermeasures. The company emphasizes that its policy aligns with industry guidelines and aims to reflect shareholder intentions directly.