Japan System Techniques : 【Delayed】Notice of Merger and Absorption of Consolidated Subsidiaries

News Release Dated January 14, 2022

Company: Japan System Techniques Co., Ltd.

Representative: Takeaki Hirabayashi, President and CEO

Stock code: 4323, Tokyo Stock Exchange, First Section

Contact: Hiroyuki Norimoto,

General Manager of General Affairs Department

Tel: [phone]

Notice of Merger and Absorption of Consolidated Subsidiaries

AG NET PTE. LTD. and JAST TECHNIQUES PTE. LTD., which are wholly owned subsidiaries in Singapore of Japan System Techniques Co., Ltd. (JAST), merged on January 1, 2022. JAST TECHNIQUES was absorbed by AG NET, which is the surviving company. Some information concerning this merger is not disclosed because this is a merger of consolidated subsidiaries.

1. Purpose of merger

AG NET uses the HRM (Human Resources Management) cloud system that it developed to serve more than 40,000 users at about 700 organizations primarily in Singapore and the ASEAN region. AG NET is one of the largest providers of human resource solutions in this category in Singapore. For about 40 years, JAST TECHNIQUES has been providing system integration and development, accounting enterprise resource planning (ERP), cloud system and other IT services mainly to the operations of Japanese companies in Singapore.

Merging the two companies will enable them to combine their strengths involving technologies, markets and customers. This will result in a sound infrastructure for providing a broad spectrum of digital transformation services centered on accounting and human resources. In addition, the merger is expected to raise productivity and cut expenses by downsizing the business network and administrative operations of the two companies. After the merger, AG NET will work more closely with JAST subsidiaries in Thailand and Malaysia with the goal of raising awareness of the JAST brand and speeding up the growth of the IT services business throughout the ASEAN region.

2. Summary of merger
(1) Schedule
Merger date (effective date)	January 1, 2022

(2) Method

An absorption-type merger between AG NET, which is the surviving company, and JAST TECHNIQUES, which is dissolved.

1. Distribution of stock associated with the merger Not applicable.

1

3. Outline of the merging companies

		Surviving company	Dissolved company
(1)	Company name	AG NET PTE. LTD.	JAST TECHNIQUES PTE. LTD.
(2)	Location	57 UBI Avenue 1 #05-05, UBI	15 Queen Street, #04-02, Singapore
CENTRE SINGAPORE 408936	188537
(3)	Representative	Yoshiki Nakanishi,	Yoshiki Nakanishi,
Managing Director	Managing Director
(4)	Business	Development and sales of software	Development and sales of software
(5)	Share capital	102,000 Singapore dollars	2,672,000 Singapore dollars
(6)	Established	March 15, 2006	September 2, 1982
(7)	Major shareholder	Japan System Techniques Co., Ltd.:	Japan System Techniques Co., Ltd.:
	and shareholding ratio	100%	100%

4. Outlook

This merger will have only a negligible effect on consolidated results of operations because it is a merger of consolidated subsidiaries.

2