Toho Holdings has asked the Tokyo District Court to undo a provisional order that blocks the takeover defence its shareholders approved in June. The pharmaceutical wholesaler said on October 6, 2026 that it had filed an objection to the order, which the court issued on September 18.
What shareholders approved
At its 78th ordinary general meeting on June 26, 2026, Toho Holdings won shareholder approval for a countermeasure under its policy on large-scale purchases of its shares, which it adopted on October 31, 2025. The approval lets the board resolve a free allotment of share warrants if 3D Investment Partners Pte. Ltd. and Citco Trustees (UT) Limited go ahead with the purchase described in the explanatory document 3D filed on January 16, 2026.
The company named Citco Trustees as the party said to be trustee of a 3D-linked fund and as the party to which 3D is said to provide discretionary investment management. Together, 3D and Citco Trustees are the "large purchasers" in the notice.
Timing is left to the board. It would pass the allotment resolution at a point it reasonably sets after taking the view of its independent committee.
What the court blocked
A Toho shareholder, referred to in the notice as 3DWH, applied for a provisional ban on the allotment. On September 18, the Tokyo District Court granted it. The order provisionally bars Toho from making a free share-warrant allotment on the strength of the shareholders' resolution approving Item 4 at the June 26 meeting.
The order is provisional. Toho's October 6 filing is an objection to that order, lodged with the same court.
Toho's position
Toho said there is no ground for granting 3DWH's application and that the order "should be rectified immediately." It said it would keep working to have its arguments accepted.
The notice is the company's own account. It does not give the court's reasoning or a date for a ruling on the objection.