ProtoPROTO CORPORATION


News ReleaseNews Release

September 13, 2013
Notice Regarding Dissolution of the Subsidiary in Singapore

At the Board of Directors Meeting held on September 13, 2013, it was decided that PROTO CORPORATION (the Company) will dissolve and liquidate our subsidiary, PROTO SINGAPORE Pte. Ltd. (referred to as "PROTO SINGAPORE").


1. Background for Dissolution and Liquidation

The Company Group established PROTO SINGAPORE in the Republic of Singapore in May 2012 in order to promptly and strongly promote overseas business expansion such as M&A in Asia. Furthermore, in line with this effort, we also established PT. PROTO INDONESIA funded both by PROTO SINGAPORE and PROTO MALAYSIA Sdn. Bhd. in the Republic of Indonesia in December 2012. This way, we had been promoting global business expansion in the automobile-related information business in South East Asia. However, because PROTO SINGAPORE is not fully performing its expected function as the core subsidiary in Asia, we decided to dissolve it and focus the Company Group's management resources on PROTO MALAYSIA Sdn. Bhd. and PT. PROTO INDONESIA.

2. Overview of the Subsidiary to be Dissolved
(1)   Business Name PROTO SINGAPORE Pte. Ltd.
(2)   Head Office Location 20 Collyer Quay #11-03, Tung Centre Singapore
(3)   Name and Title of
       Representative
Chairman: Atsuya Okimura (Managing director of the Company)
(4)   Business Areas Automobile-related information business and Internet-related information business
(5)   Amount of Capital S$ 15 million
(6)   Date of Establishment May 17, 2012
(7)   Major Shareholders and
      Shareholding Ratio
PROTO CORPORATION: 100%
(8)   Relationship between
     PROTO SINGAPORE
     and the Company
Capital Ties Full subsidiary of the Company
Personal
Relationships
The Company's board members also serve as the subsidiary's board members.
Trade
Relationships
Not applicable
Relevance to Concerned
Parties
It is applicable to the Company's consolidated subsidiary.
(9)   Business Performance and Financial Situation of PROTO SINGAPORE over the Last Three Years
(Millions of yen)
  Year Ended
December 31, 2010
Year Ended
December 31, 2011
Year Ended
December 31, 2012
Net Assets 1,038
Total Assets 1,039
Net Assets per Share (Yen) 6,922.44
Net Sales 0
Operating Income (28)
Ordinary Income (28)
Net Income (28)
Net Income per Share (Yen) (190.36)
Dividends per Share (Yen)
3. Schedule
Resolution at the Company's Board of Directors Meeting: September 13, 2013
As for the date of liquidation, the liquidation process will be completed when the legal procedures required by the local government complete.
4. Future Forecast
It is expected that the impact of this action on the consolidated performance will be minor.
As for the shares of PT. PROTO INDONESIA, of which PROTO SINGAPORE funded 75% and PROTO MALAYSIA Sdn. Bhd. funded 25%, the shares owned by PROTO SINGAPORE will be transferred to the Company prior to the dissolution of PROTO SINGAPORE.


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