SANKYO : Notice concerning Changes of Major Shareholders and Corporate Name of the Largest Shareholder

Microsoft Word - Apr-27 2015 Notice concerning Changes of Major Shareholders and Corporate Name of the Largest Shareholder

April 27, 2015
For Immediate Release
Listed company name: SANKYO CO., LTD.
Representative: Kimihisa Tsutsui
President & COO
(TSE 1st Sec. Code 6417) Contact: Yoko Oshima
Executive Operating Officer Head of Administration Div. TEL.: [phone]

Notice concerning Changes of Major Shareholders and Corporate Name of the Largest Shareholder

SANKYO Co., Ltd. (the Company) announced that changes of the Company's major shareholders have been scheduled to be conducted on June 1, 2015 as described below.

1. Background to the Change

Today, the Company received notification from Yugengaisha Marf Corporation (MC), the Company's major and largest shareholder, that MC will absorb Gunma Soko, Ltd., the Company's major shareholder, on June 1, 2015, under the condition that MC will become a stock company by changing its corporate name. Herewith, Gunma Soko, Ltd. (absorbed company to be), will cease to be a major shareholder and Kabushikigaisha Marf Corporation (surviving company) will be the major and largest shareholder.

2. Profile of the shareholder scheduled to change

(1) Name	Gunma Soko, Ltd.
(2) Address	201 Famille Court Minami-Aoyama, 7-1-29 Minami-Aoyama, Minato-ku, Tokyo
(3) Name and position of representative	Hideyuki Busujima, Representative Director
(4) Description of business	Insurance agency
(5) Paid-in capital	15 million yen

3. Number of voting rights owned by the shareholders (ownership of shares) before and after the change and its ratio to the number of all shareholders' voting rights

(1) Gunma Soko, Ltd. (will cease to exist by absorption)

Number of voting rights (ownership of shares)	Ratio to the number of all shareholders' voting rights*	Rank among Major Shareholders
Before the change (As of March 31, 2015)	141,960 (14,960,000 shares)	16.61%	2
After the change	-	-	-

(2) MC (corporate name to be changed to Kabushikigaisha Marf Corporation from Yugengaisha Marf Corporation)

Number of voting rights (ownership of shares)	Ratio to the number of all shareholders' voting rights*	Rank among Major Shareholders
Before the change (As of March 31, 2015)	150,500 (15,050,000 shares)	17.61%	1
After the change	292,460 (29,246,000 shares)	34.22%	1

*Number of shares deducted from total number of shares issued as they are non-voting shares 4,133,300 shares
Total number of shares issued as of March 31, 2015 89,597,500 shares

This material is an English translation of Japanese announcement made on April 27, 2015. Although the Company intended to faithfully translate the Japanese document into English, the accuracy and correctness of this translation are not guaranteed.

4. Scheduled date of change

June 1, 2015

5. Future prospect

MC is a company which the Company's Representative Director, Hideyuki Busujima is a proprietor, and the Company has been informed that MC will own the shares in long term as a stable shareholder.

This material is an English translation of Japanese announcement made on April 27, 2015. Although the Company intended to faithfully translate the Japanese document into English, the accuracy and correctness of this translation are not guaranteed.