- The Company will, based on the principles of transparency, fairness, and consistency, strive to provide information promptly to all stakeholders including shareholders and investors so that they can understand the management philosophy, management strategies, business activities, etc., of the Company Group, through which we aim to gain a fair evaluation of the corporate value of the Company and trust from them.
- The Company will, in accordance with the timely disclosure rules prescribed by financial instruments exchanges, disclose information on a timely basis through TDnet and also disclose the same information promptly in the website of the Company. The Company will also actively disclose any information that is judged by the Company to be useful for all stakeholders for them to better understand the Company Group.
- The Company will designate a certain period around one month preceding the announcements of earnings results as a “quiet period,” during which it will refrain from replying to any questions or comments on earnings results in order to prevent the leakage of earnings result information, and to ensure fairness. However, in the event of an expectation arising that significantly differs to the performance forecast during the quiet period, information shall be disclosed at the appropriate time and in the appropriate manner, in accordance with the timely disclosure rules, etc.
- The Company will strive to disclose information also in English from the perspective of fairness.
- Any statement published in the website of the Company that is not a historical fact is a statement of forecasts made by the Company based on information that was available when it was published. These forward-looking statements include known and unknown risks, uncertainties and other factors. Actual results may prove to be different from these forecasts.
- Although the Company strives to ensure the accuracy of information published in the website of the Company with the greatest possible care, the Company shall not be held liable for any damage arising from an error in the published information or a failure during the browsing and downloading of information.
- The information published in the website of the Company is intended for the purpose of providing information and not for the purpose of investment solicitation. The readers of the website of the Company are advised to make investment and other decisions regarding the Company based on their own judgment and at their own responsibility.
Basic Policy on Dialogue with Shareholders
- The Company, through the thorough performance of fair information disclosures (fair disclosures) and ongoing dialogue with domestic and overseas shareholders, shall construct a relationship of trust with shareholders, and in addition, shall contribute to the maximization of shareholder value through the reduction of information asymmetry and the suppressing of capital costs.
- The Company, for constructive dialogue with shareholders, shall endeavor to ascertain the shareholder structure. In having such dialogue, the Company will pay close attention to any possibility of a leakage of insider information.
- The Company shall designate the Representative Executive Officer and President, Chief Financial Officer (CFO), General Manager of the Investor Relations Department, and the General Manager of the General Affairs Department as the contact points for dialogue with shareholders. The officer shall provide feedback on the opinions of shareholders expressed in the course of the dialogue regularly to the Board of Directors and useful comments will be reflected in the management.
Information Disclosures and Dialogue Subject to the IR Policy
（1）Disclosures in Accordance with the Financial Instruments and Exchange Act Securities registration statement, annual securities reports, quarterly reports, extraordinary reports, etc.
Notice of General Meeting of Shareholders, business reports, financial statements, consolidated financial statements, etc.
2.Disclosures Required by the Financial Instruments Exchange
Disclosures of information about corporate decisions and events occurred and financial information, etc. required by the Tokyo Stock Exchange
Response to the Corporate Governance Code and Corporate Governance Report required by the Tokyo Stock Exchange
3. Other Information Disclosures
（5）Daily dialogue with analysts and institutional investors, etc.
Timely Disclosure Structure
- The Company works to improve and enhance corporate governance aiming to realize fair and highly transparent management. In particular, the Company regards speedy and accurate disclosure to investors in compliance with the provisions of the Financial Instruments and Exchange Act and other applicable laws and ordinances and timely disclosure rules prescribed by financial instruments exchanges as an important management role and has adopted the following internal system.
- The Company discloses financial reporting information in the summary financial report (kessan tanshin) on the day on which earnings results, which have been audited by the Accounting Auditor, are reported to and approved by the Board of Directors following the finalization of the results by the Finance & Accounting Department. Regarding revisions of financial forecasts, the Representative Executive Officer and President, and the Officer in charge of finance, receives regular reports on the earnings outlook from the Finance & Accounting Department and monitors any changes in the expected financial performance of the Group due to changes in the business environment and deliberates on measures to respond to such changes. Based on the results above, the Board of Directors determines whether to revise the financial forecasts that have been published.
- Information about decisions is disclosed in accordance with the timely disclosure rules promptly after such decisions are made by the party with decision-making authority for the applicable matter, such as the Board of Directors.
- Information about events that have occurred is disclosed in accordance with the timely disclosure rules promptly after all relevant information is collected by the Officer in charge of the corporate headquarters. In addition, certain other important matters are also disclosed on a voluntary basis.
- Information about the Company Group companies within a certain scope are prescribed in the internal regulations of the Company on the matters that should be reported by the Corporate Officer in charge to the Company. Highly important information requires the approval of the Board of Directors of the Company and is disclosed in accordance with the timely disclosure rules after the deliberation by the Board of Directors.
- The General Manager of the General Affairs Department has been appointed as the person responsible for insider information management. The handling of information subject to insider trading regulations is prescribed in the Insider Trading Prevention Regulations and the information handling operation is supervised by the person responsible for insider information management (See the chart below.)
- The Investor Relations Department and Public Relations Department handles any inquiries on disclosure information after it is registered with TDnet. The Company strives to provide opportunities for investors, etc., to have fair and easy access to information. For example, the Company publishes the same information in the website of the Company promptly after it is disclosed to the financial instruments exchange.
Structure to Prevent Insider Trading
Structure to Promote Information Disclosures and Dialogue
The Company, through the partnership of the Representative Executive Officer, management team, and the general managers of the departments set forth below, shall engage in investor relations activities, statutory disclosures, timely disclosures, disclosure of important decisions, and shareholder relation activities.
- Investor Relations Department
- Public Relations Department
- Finance & Accounting Department
- General Affairs Department
- Other Related Departments
Major Initiatives to Promote Dialogue with Shareholders
- Held conference call on each quarterly results announcement date
- Held financial results briefings after the announcement of the full-year financial results and Q2 results
- Held individual meetings for domestic and overseas investors
- Participated in conferences held domestically and overseas by securities companies
- Held briefings in Tokyo and Osaka