Changes in Subsidiaries
Toyota Motor Corporation
03 August 2005
(Translation)
August 3, 2005
To Whom It May Concern:
Company Name: TOYOTA MOTOR CORPORATION
Name and Title of Representative: Katsuaki Watanabe, President
(Code Number: 7203
Securities exchanges throughout Japan)
Name and Title of Contact Person: Masaki Nakatsugawa
General Manager, Accounting Division
Telephone Number: 0565-28-2121
Notice Concerning Changes in Subsidiaries (Merger)
We hereby give notice that at the meeting of the Board of Directors of Toyota
Motor Corporation ('TMC') held on August 3, 2005, TMC decided to consolidate its
subsidiaries, Toyota Motor Europe S.A./N.V. ('TME'), Toyota Motor Engineering &
Manufacturing Europe S.A./N.V. ('TMEM') and Toyota Motor Marketing Europe S.A./
N.V. ('TMME') as described below, effective as of the date of merger, on October
1, 2005.
1. Purpose of Change
As part of TMC's efforts to promote its business in the highly competitive
European market, the subsidiaries will be merged with the aim to facilitate
cooperation among the various business functions such as the manufacturing and
sales divisions and to improve efficiency of administrative operations.
2. Method of Change
TME and TMEM will be merged into TMME, and TMME will be the surviving
company (TME and TMEM will cease to exist). The trade name of the surviving
company, TMME, will become Toyota Motor Europe S.A./N.V. as of October 1, 2005.
3. Facts of the Subsidiaries
(1) Facts of the Subsidiaries before the Change (merger)
Trade Name Toyota Motor Europe S.A./ Toyota Motor Engineering & Toyota Motor Marketing
N.V. Manufacturing Europe S.A./ Europe S.A./N.V.
N.V.
Description of Business Holding company for TMEM Production control support Sales management of
and TMME, and activities and research and vehicles and parts thereof
relating to external development of vehicles in Europe.
affairs, public relations and parts thereof in
and research in Europe. Europe.
Date of Incorporation April 1, 2002 October 1, 1998 October 1, 1990
Location of Head Office Avenue du Bourget 60, Avenue du Bourget 60, Avenue du Bourget 60,
Brussels, Belgium Brussels, Belgium Brussels, Belgium
Name of Representative Shinichi Sasaki, President Shinichi Sasaki, President Tadashi Arashima,
President
Net Revenues EUR 26,293 thousand EUR 5,152,413 thousand EUR 14,729,804 thousand
Total Assets EUR 2,604,445 thousand EUR 2,416,138 thousand EUR 3,574,386 thousand
Common Stock EUR 2,588,845 thousand EUR 2,028,462 thousand EUR 961,788 thousand
Composition of TMC 100% TME 100% TME 100%
Shareholders
Fiscal Year End March March March
Number of Employees 62 persons 939 persons 1,728 persons
* The figures for Net Revenues are for the fiscal year ended March 31, 2005, and
the figures for Total Assets, Common Stock, Composition of Shareholders and
Number of Employees are as of March 31, 2005.
(2) Facts after the Change (merger) (scheduled)
New Trade Name Toyota Motor Europe S.A./N.V.
Description of Business Activities relating to external affairs, public relations, research,
production control support, research and development and
sales management of vehicles and parts thereof in Europe
Location of Head Office Avenue du Bourget 60, Brussels, Belgium
Name of Representative Shinichi Sasaki, President
Common Stock EUR 2,443,596 thousand
Total Assets EUR 5,995,216 thousand
Composition of Shareholders TMC 100%
Fiscal Year End March
Number of Employees Approximately 2,700 persons
4. Change in the ownership of TMC
(Before the Change)
Name of the company Number of voting rights Total number of voting Percentage
held rights
TME 25,888,458 25,888,458 100%
TMEM 81,825,818 81,825,818 100%
(Indirectly held)
TMME 41,402,878 41,402,878 100%
(Indirectly held)
(After the Change)(scheduled)
Name of the company Number of voting rights Total number of voting Percentage
held rights
TME 105,191 thousand 105,191 thousand 100%
(TMME before the merger)
5. Schedule for the Change
August 3, 2005 TMC Resolution to approve the merger at the meeting of the
Board of Directors of TMC.
August 10, 2005 TME, TMEM, TMME Meeting of the Board of Directors to approve the merger
(scheduled)
October 1, 2005 TME, TMEM, TMME Extraordinary General Shareholders' Meeting regarding
the merger and amendment to the Articles of
Incorporation (amendment of trade name) (scheduled)
6. Anticipated Effects on TMC's Business Performance
The anticipated effects on TMC's business performance and the
consolidated business performance are expected to be minor.
This information is provided by RNS
The company news service from the London Stock Exchange