English translation of the official Korean notice. The Korean original is authoritative.
Disclosure
[Disclosure] Merger report announcement of MindwareWorks Co., Ltd.
Announcement
Merger report announcement of MindwareWorks Co., Ltd.
(Board of directors announcement in lieu of the merger reporting general meeting)
In merging its wholly owned subsidiary Mindware Service Co., Ltd. (“MWS”) into MindwareWorks Co., Ltd. (“the Company” or “MWW”), the Company duly completed the creditor protection procedure under Article 527-5 of the Commercial Act and concluded the merger procedure on the merger date of 15 June 2026. Accordingly, pursuant to Article 526(3) of the Commercial Act, the report to the merger reporting general meeting is replaced by this announcement, and the course of the merger is announced as follows.
- Details -
1. Parties to the merger
a. Surviving company: MindwareWorks Co., Ltd.
(13F, 20 Mapo-daero, Mapo-gu, Seoul (Mapo-dong, Dabo Building) / Representative Director: Park Pyung-won)
b. Dissolving company: Mindware Service Co., Ltd.
(13F, 20 Mapo-daero, Mapo-gu, Seoul (Mapo-dong, Dabo Building))
2. Method of the merger
a. The Company merges MWS into itself, and MWS is dissolved
b. As the Company holds all issued shares of MWS (38,000 shares), this is a merger of a wholly owned subsidiary and constitutes a small-scale merger under Article 527-3 of the Commercial Act. The Company issues no new shares and pays no merger consideration for this merger (merger without capital increase)
3. Merger resolutions
a. The Company (MWW): board of directors resolution on 12 May 2026 (in lieu of a shareholders' meeting resolution, as a small-scale merger under Article 527-3 of the Commercial Act)
b. MWS: special resolution of the extraordinary general meeting of shareholders on 12 May 2026
4. Result of the creditor protection procedure
a. On 13 May 2026 the Company posted a notice for creditors to submit objections on its website (www.mindwareworks.com) and, on the same date, sent individual notices to all creditors known to the Company
b. No creditor submitted an objection to this merger within the objection period (13 May 2026 to 13 June 2026, one month), and the creditor protection procedure was thereby duly completed
5. Merger date
15 June 2026 (on that date the Company duly merged MWS into itself)
6. Replacement of the merger reporting general meeting
Pursuant to Article 526(3) of the Commercial Act, the merger reporting general meeting for this merger is replaced by this announcement, by resolution of the Company's board of directors on 15 June 2026
7. Merger registration
The registration of change resulting from this merger and the dissolution registration of the dissolving company will be filed with the competent registry office after the date of this announcement
15 June 2026
MindwareWorks Co., Ltd.
13F, 20 Mapo-daero, Mapo-gu, Seoul (Mapo-dong, Dabo Building)
Park Pyung-won, Representative Director