Komori
Occurring Fact3719AI storm Co.,Ltd.Information and Communications, Services and Others

Notice Regarding Receipt of the Investigative Report from the Special Investigation Committee

The company received the Special Investigation Committee's investigation report. The report determined that none of the used-truck resale transactions and some of the used-truck fund transactions could be confirmed as having economic substance. The company may reverse sales and profit recorded in prior fiscal years, and is currently reviewing the impact on consolidated results. It plans to file amended reports for prior fiscal years.

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Receipt of the Special Investigation Committee’s investigation report

Subject Entity

AIストーム株式会社

Target Locations / Products

Used-truck resale transactions, used-truck fund transactions and related factoring transactions in the AI & Mortar business

Occurrence1 September 2026 (the date the Special Investigation Committee's investigation report was received)
Same day
Awareness or receipt of notice1 September 2026 (the date the investigation report was received from the Special Investigation Committee)
This disclosure09/01/2026
Cause

Insufficient checks and oversight of new business initiatives, unclear authority and responsibility relating to a, deficiencies in internal controls for confirming the existence of transactions, insufficient substantive review functions in the approval and authorization procedures, a management approach that prioritized expanding sales and profit, and the formalization of internal audit and risk management functions

Amount of Impact on Business Performance

Sales and operating profit from used-truck resale transactions were -¥3.116 million for the fiscal year ended December 2023, -¥26.896 million for the fiscal year ended December 2024, and -¥4.300 million for the fiscal year ended December 2025, for a total of -¥34.312 million. Vehicle sales and purchases for Funds 1 through 7 totaled -¥103.623 million in sales and operating profit, and -¥77.007 million in profit before income taxes. Operating profit from leasing transactions totaled ¥10.322 million, operating profit related to Company A totaled ¥49.524 million, and operating profit related to Company E totaled ¥18.315 million. These are all estimates calculated by the Investigation Committee, and the company is currently reviewing the amount of the impact.

Accounting period in which recognized

The fiscal years ended December 2023, December 2024 and December 2025. Reference figures for the fiscal year ending December 2026 are provided for the period from January through June 2026.

Impact on Earnings Forecast

The company is currently reviewing the impact on full-year results for the fiscal year ending December 2026 and will disclose the amount of the impact promptly once it is determined. Whether the earnings forecast will be revised, and the figures after any revision, have not yet been determined.

Amount of receivables at risk of non-collection or delayed collection

Receivables from Company B totaled ¥128.253 million. In factoring transactions, ¥258.162 million remained uncollected after the payment due date (1 company), and the company received notice that ¥154.000 million would not be paid (Company I).

Company response

Suspended operations

The company discontinued its ad-truck business. It has not conducted any new used-truck resale transactions since around November 2024 and has conducted none since 2025.

Investigation structure

The Special Investigation Committee was established on 15 May 2026. Its chair was Terao Kiyoshi (寺尾潔), and its members were Manabe Tomohiko (真鍋朝彦) and Ito Taku (伊藤拓). The committee consisted of external certified public accountants and attorneys, and a digital forensics investigation was also conducted by an external specialist.

Measures to prevent recurrence

Establishing a management framework for external personnel and executive officers, strengthening the review and approval process when launching new businesses, establishing internal controls to confirm the existence of transactions and the transfer of rights, strengthening the substantive review function of the approval and authorization procedures, strengthening the management of related-party transactions, continuous monitoring by the administrative divisions, and improving the effectiveness of internal audit and risk management functions

Directors' and officers' liability

a (former executive officer) resigned on 14 May 2026. No information has been disclosed regarding reductions in compensation, disciplinary action or resignations involving the other officers.

Outlook

Based on the investigation results, the company will review the impact on accounting treatment for prior fiscal years and the financial statements. It plans to file amended reports for prior fiscal years, including amended annual securities reports and internal control reports, by 13 November 2026, and amend its earnings summaries and other documents. It also plans to file its semi-annual report and publish its earnings summary by 13 November 2026, the extended filing deadline. The company plans to consider, formulate and implement measures to prevent recurrence and will announce them once decided.

Planned follow-up disclosure

The company will promptly disclose the amount of the impact once it is determined and will announce measures to prevent recurrence and other matters again once they are decided. It plans to file or publish the amended reports for prior fiscal years, the semi-annual report and the earnings summary by 13 November 2026.

Event that occurred
ItemDetails
Event nameReceipt of the Special Investigation Committee’s investigation report
Date of occurrence1 September 2026 (the date the Special Investigation Committee's investigation report was received)
Date recognized / date notice received1 September 2026 (the date the investigation report was received from the Special Investigation Committee)
Subject EntityAIストーム株式会社
Target Locations / ProductsUsed-truck resale transactions, used-truck fund transactions and related factoring transactions in the AI & Mortar business
CauseInsufficient checks and oversight of new business initiatives, unclear authority and responsibility relating to a, deficiencies in internal controls for confirming the existence of transactions, insufficient substantive review functions in the approval and authorization procedures, a management approach that prioritized expanding sales and profit, and the formalization of internal audit and risk management functions
Amount of Impact on Business PerformanceSales and operating profit from used-truck resale transactions were -¥3.116 million for the fiscal year ended December 2023, -¥26.896 million for the fiscal year ended December 2024, and -¥4.300 million for the fiscal year ended December 2025, for a total of -¥34.312 million. Vehicle sales and purchases for Funds 1 through 7 totaled -¥103.623 million in sales and operating profit, and -¥77.007 million in profit before income taxes. Operating profit from leasing transactions totaled ¥10.322 million, operating profit related to Company A totaled ¥49.524 million, and operating profit related to Company E totaled ¥18.315 million. These are all estimates calculated by the Investigation Committee, and the company is currently reviewing the amount of the impact.
Accounting period in which recognizedThe fiscal years ended December 2023, December 2024 and December 2025. Reference figures for the fiscal year ending December 2026 are provided for the period from January through June 2026.
Impact on Earnings ForecastThe company is currently reviewing the impact on full-year results for the fiscal year ending December 2026 and will disclose the amount of the impact promptly once it is determined. Whether the earnings forecast will be revised, and the figures after any revision, have not yet been determined.
Amount of receivables at risk of non-collection or delayed collectionReceivables from Company B totaled ¥128.253 million. In factoring transactions, ¥258.162 million remained uncollected after the payment due date (1 company), and the company received notice that ¥154.000 million would not be paid (Company I).
Suspended operationsThe company discontinued its ad-truck business. It has not conducted any new used-truck resale transactions since around November 2024 and has conducted none since 2025.
Investigation structureThe Special Investigation Committee was established on 15 May 2026. Its chair was Terao Kiyoshi (寺尾潔), and its members were Manabe Tomohiko (真鍋朝彦) and Ito Taku (伊藤拓). The committee consisted of external certified public accountants and attorneys, and a digital forensics investigation was also conducted by an external specialist.
Measures to prevent recurrenceEstablishing a management framework for external personnel and executive officers, strengthening the review and approval process when launching new businesses, establishing internal controls to confirm the existence of transactions and the transfer of rights, strengthening the substantive review function of the approval and authorization procedures, strengthening the management of related-party transactions, continuous monitoring by the administrative divisions, and improving the effectiveness of internal audit and risk management functions
Directors' and officers' liabilitya (former executive officer) resigned on 14 May 2026. No information has been disclosed regarding reductions in compensation, disciplinary action or resignations involving the other officers.
OutlookBased on the investigation results, the company will review the impact on accounting treatment for prior fiscal years and the financial statements. It plans to file amended reports for prior fiscal years, including amended annual securities reports and internal control reports, by 13 November 2026, and amend its earnings summaries and other documents. It also plans to file its semi-annual report and publish its earnings summary by 13 November 2026, the extended filing deadline. The company plans to consider, formulate and implement measures to prevent recurrence and will announce them once decided.
Planned follow-up disclosureThe company will promptly disclose the amount of the impact once it is determined and will announce measures to prevent recurrence and other matters again once they are decided. It plans to file or publish the amended reports for prior fiscal years, the semi-annual report and the earnings summary by 13 November 2026.
Items this document does not state (9)
Type of litigation or proceedingCourt or authorityPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountScheduled resumption dateVoting rights ownership percentage before the changeVoting rights ownership percentage after the change

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 matter came to light following an external allegation that inappropriate transactions may have been conducted in used-truck sales transactions in prior fiscal years. The investigation report cited insufficient checks and oversight of new business initiatives, deficiencies in internal controls for confirming the existence of transactions, and insufficient substantive review functions in the approval and authorization procedures, among other causes.

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Notice Regarding Receipt of the Investigative Report from the Special Investigation Committee | AI storm Co.,Ltd. (3719) timely disclosure | Komori