1.

Background to and purpose of adopting a holding company structure

Under the corporate slogan of "People, Cars, Communities, and (Times)," PARK24 has been seeking to expand Times, its hourly parking service, and develop new services related to car parking to create a comfortable motorized society. For this purpose, it has launched a number of initiatives, including the acquisition of Mazda Car Rental in March 2009, to create a car sharing business market. By expanding its operations through these initiatives, the Company has taken steps to bolster its corporate value.
  However, the environment surrounding the motorized society has been changing rapidly in recent years. In this environment,to create a sustainable motorized society and achieve sustainable growth,PARK24 has been endeavoring to strengthen its fundamental operations. Moreover, to achieve significant growth in new businesses, the Company believes that it needs to establish a Group structure that can deal with changes in the business environment. To achieve this, the Company has decided to adopt a holding company structure.
  PARK24 will remain a publicly listed company after the adoption of the holding company structure. It will aim to develop agile and flexible strategies and organizational management to organically exert its comprehensive capabilities, and will optimize its corporate value by strengthening its governance.
  When the Company adopts the pure holding company structure described above, the facility management services, the equipment sales business, and related businesses of TIMESSERVICE Co., Ltd., the Company's wholly owned subsidiary, and the car sharing business (the car sharing business) of Mazda Car Rental Corporation will be transferred to TIMES24 Co., Ltd. by way of demerger.

2.

Outline of the demerger

(1)

Schedule for demerger

Resolution of the Board of Directors relating to the establishment of a company in preparation for the demerger
  and the conclusion of a demerger contract: Wednesday, December 15, 2010
Establishment of a preparatory company: Friday, December 24, 2010 (scheduled)
Conclusion of a demerger contract: Monday, December 27, 2010 (scheduled)
Ordinary general meeting of shareholders to approve the demerger: Wednesday, January 26, 2011 (scheduled)
Date of the demerger scheduled (Effective date): Sunday, May 1, 2011 (scheduled)
 

(2)

Method of the demerger

Ahead of this demerger,The Company will adopt the spin-off-type (physical) absorption-type demerger, under which the Company becomes the demerging entity, andTIMES24 Co., Ltd., the Company's wholly owned preparatory company becomes the succeeding entity.
 

(3)

Details of shares related to the demerger

Ahead of this demerger,The Company will establish TIMES24 Co., Ltd., as a wholly owned preparatory company (succeeding entity). Because the Company will hold all outstanding shares of TIMES24 Co., Ltd., TIMES24 Co., Ltd. will not deliver any shares, money, or other property to the Company when this demerger is carried out.
 

(4)

Handling of stock acquisition rights and bonds with stock acquisition rights in the event of this demerger

There will be no changes in the handling of stock acquisition rights and bonds with stock acquisition rights issued by the Company.
 

(5)

Changes in capital as a result of this demerger

Not applicable 
 

(6)

Rights and obligations to be succeeded by the succeeding entity

TIMES24 Co., Ltd. will succeed the rights and obligations the Company has in relation to all its businesses, excluding its management of Group companies as the holding company stipulated in the Demerger Contract.
Transfer of the Company's obligations to TIMES24 Co., Ltd. shall be made by way of the concomitant assumption of obligations.
 

(7)

Prospect of the fulfillment of obligations

Bothe the Company after this demerger and TIMES24 Co., Ltd. expect to have assets in excess of liabilities. In addition, from the perspective of their income level, the two companies are not likely to encounter any situation in which they have difficulties in fulfilling their obligations. Consequently, it is considered that there are no concerns about the two companies fulfilling their obligations.
 

3.

Profile of companies involving the demerger

4.

(Consolidated) Operating results and financial conditions of the demerging entity for the last three years

[Unit: Million yen, unless otherwise specified]

[Outline of the Division to Be Demerged]

(1)

Details of the operations to be demerged

All businesses of the Company excluding its management of the Group companies as the holding company

(2)

Operating results of the operations to be demerged

(3)

Items and amount of assets and liabilities to be split (as of October 31, 2010)

 [Unit: Million yen]

5.

Profiles of companies after the demerger

6.

Future outlook

Because the succeeding entity will be a wholly owned subsidiary of PARK24, this demerger will not alter the Company's consolidated financial results. With respect to the non-consolidated financial results of PARK24, because it will become a holding company, its earnings are expected to mainly consist of dividend income and consignment fees from its subsidiaries and affiliates. Its expenses are expected to primarily comprise those related to the functions of the holding company.