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Governance3676DIGITAL HEARTS HOLDINGS Co.,Ltd.Information and Communications, Services and Others

Notice Regarding Partial Amendments to the Articles of Incorporation

Subject to approval at the Annual General Meeting of Shareholders scheduled for 25 June 2026, the Company will change from a Company with a Board of Corporate Auditors to a Company with an Audit and Supervisory Committee. In addition, investment-related activities will be added to the Company's business purposes, and the scope of directors eligible for limited liability agreements will be expanded to include directors who are not executive directors or equivalent officers.

Worth reading
51Recurring
Scored from 2 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
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Displayed only when the document provides numerical figures.
Wording
Conditional
How definitive the wording is.

Governance structure

Current: Company with a Board of Corporate Auditors. Proposed change: Company with an Audit and Supervisory Committee (scheduled for 25 June 2026)
Number of directorsTotal: Not disclosed. Directors who are Audit and Supervisory Committee Members: no more than 5. Outside directors: Not disclosed
Committee1
Audit and Supervisory Committee . Nominating Committee and Compensation Committee: 非開示
Changes this time

Change in the corporate governance structure from a Board of Corporate Auditors to an Audit and Supervisory Committee, establishment of provisions concerning Audit and Supervisory Committee Members, deletion of provisions concerning Corporate Auditors and the Board of Corporate Auditors, changes to the scope of limited liability agreements, and addition to the business purposes of equity investments in and investments in other companies and the management thereof.

Governance structure
ItemDetails
Corporate Governance StructureCurrent: Company with a Board of Corporate Auditors. Proposed change: Company with an Audit and Supervisory Committee (scheduled for 25 June 2026)
Number of directorsTotal: Not disclosed. Directors who are Audit and Supervisory Committee Members: no more than 5. Outside directors: Not disclosed
CommitteeAudit and Supervisory Committee (percentage of outside members: Not disclosed). Nominating Committee and Compensation Committee: Not disclosed
Changes this timeChange in the corporate governance structure from a Board of Corporate Auditors to an Audit and Supervisory Committee, establishment of provisions concerning Audit and Supervisory Committee Members, deletion of provisions concerning Corporate Auditors and the Board of Corporate Auditors, changes to the scope of limited liability agreements, and addition to the business purposes of equity investments in and investments in other companies and the management thereof.
Items this document does not state (4)
Number of independent officersPolicy on cross-shareholdingsTakeover defensesControlling shareholder

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.

To make the necessary amendments to the Articles of Incorporation in connection with the change to a Company with an Audit and Supervisory Committee, secure directors who are not executive directors or equivalent officers and enable them to fulfill their roles, and establish a system for equity investments in and investments in external companies aimed at business growth, the creation of new businesses and enhancement of corporate value, as well as the creation of business synergies and the generation of investment returns over the medium to long term.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding Partial Amendments to the Articles of Incorporation | DIGITAL HEARTS HOLDINGS Co.,Ltd. (3676) timely disclosure | Komori