Formulation of measures to prevent recurrence
Forside Co.,Ltd., the filing company, and its consolidated subsidiary 株式会社エム
株式会社エム's freight forwarding business and the group's subsidiary management system
Allowing authority to be concentrated in a specific individual despite insufficient knowledge of new businesses; deficiencies in 株式会社エム's management system; deficiencies in the parent company's subsidiary management and internal audit systems; insufficient understanding of the actual nature of transactions and related-party transactions; and insufficient verification when acquiring the subsidiary
Company response
株式会社エム's transportation business. The Company will withdraw from the business by the end of 2026 and cease 株式会社エム's operations after completing the settlement of entrusted funds.
The special investigation committee has submitted its investigation report. The committee chair's name and the date of establishment are Not disclosed.
Withdrawal of 株式会社エム from the transportation business and consolidation of the transportation business within the group; regular reporting to the Board of Directors on new businesses, subsidiary business activities and other matters; comprehensive review of management systems for all subsidiaries and implementation of corrective measures; priority development at 株式会社エム of internal rules, approval procedures and document-retention rules; expansion of the content of reports to the Board of Directors and regular confirmation of the organizational structure; strengthening of the Audit & Supervisory Committee's audit functions; review of the scope and procedures of internal audits and increases in staffing of the Internal Audit Office; revision of regulations governing the management of affiliated companies, clarification of the department responsible for subsidiary management and increases in staffing of administrative divisions; expansion of the internal reporting system to all subsidiaries and establishment of an external reporting channel; expansion of the scope of related-party questionnaires to directors throughout the group; preparation of a contract list and establishment of regulations governing related-party transactions and other matters; confirmation of the actual nature of transactions with counterparties above a certain scale; implementation of legal and business due diligence and effective deliberation by the Board of Directors; and development of regulations governing procedures for making subsidiaries through share acquisitions
Related procedures
Formulation of measures to prevent recurrence based on the investigation by the special investigation committee
The Company will promote the measures to prevent recurrence, with the Corporate Administration Headquarters reporting progress to the Board of Directors monthly. 株式会社エム will withdraw from the transportation business by the end of 2026 and cease operations after completing the settlement of entrusted funds. The Company plans to develop the various management systems and carry out audits, education and training, and staff increases from October through the end of December 2026.
Report progress on the measures to prevent recurrence to the Board of Directors monthly.
| Item | Details |
|---|---|
| Event name | Formulation of measures to prevent recurrence |
| Date of occurrence | 2 October 2026 (the Board of Directors resolved at a meeting held today to formulate measures to prevent recurrence) |
| Subject Entity | Forside Co.,Ltd., the filing company, and its consolidated subsidiary 株式会社エム |
| Target Locations / Products | 株式会社エム's freight forwarding business and the group's subsidiary management system |
| Cause | Allowing authority to be concentrated in a specific individual despite insufficient knowledge of new businesses; deficiencies in 株式会社エム's management system; deficiencies in the parent company's subsidiary management and internal audit systems; insufficient understanding of the actual nature of transactions and related-party transactions; and insufficient verification when acquiring the subsidiary |
| Type of litigation or proceeding | Formulation of measures to prevent recurrence based on the investigation by the special investigation committee |
| Suspended operations | 株式会社エム's transportation business. The Company will withdraw from the business by the end of 2026 and cease 株式会社エム's operations after completing the settlement of entrusted funds. |
| Investigation structure | The special investigation committee has submitted its investigation report. The committee chair's name and the date of establishment are Not disclosed. |
| Measures to prevent recurrence | Withdrawal of 株式会社エム from the transportation business and consolidation of the transportation business within the group; regular reporting to the Board of Directors on new businesses, subsidiary business activities and other matters; comprehensive review of management systems for all subsidiaries and implementation of corrective measures; priority development at 株式会社エム of internal rules, approval procedures and document-retention rules; expansion of the content of reports to the Board of Directors and regular confirmation of the organizational structure; strengthening of the Audit & Supervisory Committee's audit functions; review of the scope and procedures of internal audits and increases in staffing of the Internal Audit Office; revision of regulations governing the management of affiliated companies, clarification of the department responsible for subsidiary management and increases in staffing of administrative divisions; expansion of the internal reporting system to all subsidiaries and establishment of an external reporting channel; expansion of the scope of related-party questionnaires to directors throughout the group; preparation of a contract list and establishment of regulations governing related-party transactions and other matters; confirmation of the actual nature of transactions with counterparties above a certain scale; implementation of legal and business due diligence and effective deliberation by the Board of Directors; and development of regulations governing procedures for making subsidiaries through share acquisitions |
| Outlook | The Company will promote the measures to prevent recurrence, with the Corporate Administration Headquarters reporting progress to the Board of Directors monthly. 株式会社エム will withdraw from the transportation business by the end of 2026 and cease operations after completing the settlement of entrusted funds. The Company plans to develop the various management systems and carry out audits, education and training, and staff increases from October through the end of December 2026. |
| Planned follow-up disclosure | Report progress on the measures to prevent recurrence to the Board of Directors monthly. |
Items this document does not state (14)
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.The cited causes include the concentration of authority in a specific former director at 株式会社エム; inadequate management systems at the subsidiary and insufficient oversight and internal audits by the parent company; insufficient understanding of the actual nature of transactions and related-party relationships; and inadequate due diligence when acquiring the subsidiary.