SHIFT will control a ¥15bn investment fund without paying for most of it. In a TDnet notice on 15 October 2026, the Tokyo-listed software-testing and IT services group said it had decided that its consolidated subsidiary SHIFT Growth Capital (SGC) would set up the fund, and that SHIFT and Tokyo Gas had agreed in principle to put in ¥15bn between them.
Who pays, who decides
The fund, SGC-TG1 Investment Limited Partnership, is planned to be formed on 1 December 2026. SGC is the general partner. Tokyo Gas is a limited partner with priority contributions, and SHIFT is a limited partner with subordinated contributions.
A separate extraordinary report filed with the Kanto Local Finance Bureau gives the split. SHIFT's planned share of total contributions is 33.3%, of which SGC would hold 1.0%. On authority over business execution, SHIFT's planned share is 100%, all of it held through SGC. Before the change, both figures are shown as nil. The TDnet notice and the extraordinary report give no separate Tokyo Gas amount.
SHIFT's disclosure says the combined SHIFT and SGC ratio is 33.3%, also marked as planned. The subordinated tranche is SHIFT's own. The priority tranche is Tokyo Gas's.
What the fund will buy
The fund will mainly invest in domestic system integrators, systems engineering service providers and software developers and sellers with high growth potential and room to raise corporate value. It has a seven-year term, of which three years is the investment period.
SHIFT said it is treating AI as a major shift in its business environment and is pursuing M&A alongside organic growth. It said the Tokyo Gas tie-up should widen access to deals SHIFT could not reach alone. Tokyo Gas said it sees its solutions business as a profit growth driver in its 2026-2028 medium-term plan. It described a "programmatic M&A" approach of steadily accumulating small acquisitions, centred on manufacturing-sector digital transformation.
Still conditional
This is an agreement in principle. SHIFT said it will work with Tokyo Gas on a final contract and the other steps needed to form the fund. The 33.3% and 100% figures are both marked as planned.
The extraordinary report explains why the filing exists. Once the contributions are completed, the fund becomes a specified subsidiary of SHIFT, because the total contribution is expected to be at least one-tenth of SHIFT's capital stock. The report gives 1 December 2026 as the planned date of that change.
SHIFT said the effect on its results and financial position is expected to be minor for now. It said it will disclose promptly if a major change in circumstances alters that.