Announcement of Merger

October 15, 2014

To our shareholders and creditors

6-1 Ushijimacho, Nishi-ku, Nagoya
Takihyo Co., Ltd.
President Kazuo Taki

At the Bord of Directors' Meeting held on September 30, 2014, Takihyo has resolved to take over its consolidated subsidiary company, Max & Growing (Headquarters at 1-7-1, Shinbashi, Minato-ku, Tokyo), thereby becoming the company surviving the absorption-type merger effective December 1, 2014.

With this merger, Takihyo will assume all rights and obligations of Max & Growing which will be dissolved.

This merger will be performed without undergoing any approval at the shareholder's meeting according to Company Act Article 796 Section 3.

1. Based on the Company Act Article 797 Section 3, for those shareholders who are against this merger, please come forward in writing within 2 weeks from the date of this announcement.
2. Based on the Company Act Article 796 Section 1, shareholders against this merger and who will invoke their appraisal rights, please inform us of your intentions in writing as well as the number of shares involved in the appraisal rights during the period from 20 days before the effective date to 1 day before the effective date.
3. Creditors with any objection against this merger shall come forward in writing within one month since the day after this announcement.
4. Disclosure of final account of finances is as follows:
Takihyo: Submitted the marketable securities report as per the Financial Instruments and Exchange Act
Max & Growing: Article in the official gazette
Listed on October 15, 2014
Listed as Article 30 (Extra edition #228)

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