|[Sumitomo Mitsui Financial Group, Inc.]JRI to Establish New Company through Corporate Split(1/1)
Sumitomo Mitsui Financial Group, Inc.
The Japan Research Institute, Limited
JRI to Establish New Company through Corporate
TOKYO, March 9, 2006 --- Sumitomo Mitsui Financial Group, Inc. (SMFG, President: Teisuke Kitayama) hereby announces that The Japan Research
Institute, Limited (JRI, President: Shunichi Okuyama), a wholly-owned
subsidiary of SMFG, today resolved to establish a new company through a
corporate split at the meeting of Board of Directors of JRI.
1. Object of establishment of new company through corporate split
JRI will establish a new company, tentatively named gJRI Solutions Ltd.h (JRIS), which will become a wholly owed subsidiary of JRI, in order to strengthen the IT solutions businesstargeting mainly customers other than the SMFG group companies.
JRIS will more aggressively promotemarketing of IT solutions that meet customer needs, utilizing the highly innovative system development and data processing know-how of JRI.
Meanwhile, JRI will retain the think-tank services and consulting business and strengthen its ability to support Sumitomo Mitsui Banking Corporation (SMBC) and other SMFG group companies in system development and data processing for their strategic businesses such as the credit card business, as the gGroupfs IT company.h
2. Summary of corporate split
(1) Schedule of corporate split (planned)
meeting for approval of basic corporate split policy:
general meeting of shareholders for approval of corporate split:
of corporate split:
(2) Method of corporate split
JRI will be the split company and JRIS will be the newly established company.
(3) Allotment of shares
JRIS will allot all common shares it will issue at the time of the corporate split to JRI and become a wholly-owned subsidiary of JRI.
(4) Cash payment
No cash payment will be made on the corporate split.
(5) Assets, liabilities, claims and obligations to be transferred to JRIS
JRIS will basically
succeed the assets, liabilities, related claims and obligations of current JRIfs
IT business for customers other than the SMFG group companies.
(6) Prospect for fulfillment of obligations
JRI has decided that, after the corporate split, each of JRI and JRIS can fulfill its obligations.
3. Profile of JRI
and JRIS after corporate split
4. Outline of business to be split
(1) Business to be split
IT business mainly targeting customers other than the SMFG group companies
(2) Sales volume of business to be split
Sales 36.5 billion yen
(3) Assets and liabilities of business to be split
To be determined
5. SMFGfs earnings forecasts
corporate split will not affect SMFGfs earnings forecasts for the year ending