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Occurring Fact3807FISCO Ltd.Information and Communications, Services and Others

Report on Improvement Status

Following improper disclosure concerning the valuation of crypto assets in prior fiscal years, FISCO Ltd. established measures to prevent recurrence, including procedures for approving, valuing and auditing crypto-asset transactions, and reported their implementation and operating status to the Tokyo Stock Exchange. It has also suspended crypto-asset transactions, ended concurrent directorships, revised its internal rules, and conducted training and internal audits.

Worth reading
65In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
Direction inferred from the company’s description.
Scale
241
¥ million (¥233 million separately)
Wording
Conditional
How definitive the wording is.

Improvement Status Report describing the implementation and operating status of improvement measures

Subject Entity

FISCO Ltd., its consolidated subsidiary 株式会社フィスコ・コンサルティング, and other affiliated companies

Target Locations / Products

Crypto assets Fisco Coin (FSCC), CICC and NCXC, and the crypto-asset exchange Zaif

Occurrence29 to 30 June 2022 (event concerning FSCC transactions and price formation; the Improvement Status Report was submitted on 20 April 2026)
This disclosure04/20/2026
Cause

The detailed rules for crypto-asset transactions did not apply to the consolidated subsidiary; the check-and-balance function was ineffective because of concurrent directorships; recognition of market characteristics was insufficient; accounting verification was insufficient; coordination with the audit firm was insufficient; and monitoring by the Internal Audit Office was insufficient.

Company response

Suspended operations

FISCO Ltd. suspended its crypto-asset transactions until the necessary framework was established. As of the end of March 2026, there had been no crypto-asset transactions by affiliated companies involving the Company’s officers or employees.

Scheduled resumption date

After completion of the framework, although the specific expected resumption date is Not disclosed

Investigation structure

Internal Investigation Committee (chair: Mochizuki Masakatsu (望月真克); members: Kajisa Atsutomo (加治佐敦智), Morihana Tatsuo (森花立夫); investigation period: 8 April to 11 June 2025); Additional Internal Investigation Committee (chair: Mochizuki Masakatsu (望月真克); members: Okamoto Junko (岡本純子), Kiroko Yoshiyuki (木呂子義之); investigation period: 12 June to 30 July 2025)

Measures to prevent recurrence

Establishment of rules relating to crypto assets and prior approval procedures; maintenance of minutes and attendance records for regular meetings; establishment of a risk management framework for transactions affecting prices between group companies; review and termination of arrangements involving concurrent directorships; consideration of valuation methods suited to the characteristics of crypto-asset markets; measures to promote recognition and awareness of market characteristics; enhancement of internal audits; provision of training opportunities concerning crypto-asset transactions and financial and accounting procedures; and stronger coordination with the audit firm

Directors' and officers' liability

Representative Director Nakamura Takaya (中村孝也) and Director Matsuzaki Yushi (松崎祐之) resigned as directors of FISCO Ltd. effective 5 August 2025.

Amount of Impact on Business Performance

In the second quarter of the fiscal year ended December 2022, a crypto-asset valuation loss of ¥241 million was corrected by recording it as negative revenue. For the impairment of crypto assets for which no active market existed, a crypto-asset valuation loss of ¥233 million was corrected in the fiscal year ended December 2023 by recording it as negative revenue.

Accounting period in which recognized

Second quarter of the fiscal year ended December 2022; fiscal year ended December 2023

Related procedures

Court or authority

Tokyo Stock Exchange, Inc. (recipient of the Improvement Status Report); Kinki Local Finance Bureau (recipient of the corrected report)

Outlook

FISCO Ltd. will monitor developments in the crypto-asset market, continuously update the established internal control framework, and work to strengthen governance and restore trust. It will continue to verify the framework through internal audits and Audit & Supervisory Board reviews, and implement additional improvements as necessary.

Event that occurred
ItemDetails
Event nameImprovement Status Report describing the implementation and operating status of improvement measures
Date of occurrence29 to 30 June 2022 (event concerning FSCC transactions and price formation; the Improvement Status Report was submitted on 20 April 2026)
Subject EntityFISCO Ltd., its consolidated subsidiary 株式会社フィスコ・コンサルティング, and other affiliated companies
Target Locations / ProductsCrypto assets Fisco Coin (FSCC), CICC and NCXC, and the crypto-asset exchange Zaif
CauseThe detailed rules for crypto-asset transactions did not apply to the consolidated subsidiary; the check-and-balance function was ineffective because of concurrent directorships; recognition of market characteristics was insufficient; accounting verification was insufficient; coordination with the audit firm was insufficient; and monitoring by the Internal Audit Office was insufficient.
Amount of Impact on Business PerformanceIn the second quarter of the fiscal year ended December 2022, a crypto-asset valuation loss of ¥241 million was corrected by recording it as negative revenue. For the impairment of crypto assets for which no active market existed, a crypto-asset valuation loss of ¥233 million was corrected in the fiscal year ended December 2023 by recording it as negative revenue.
Accounting period in which recognizedSecond quarter of the fiscal year ended December 2022; fiscal year ended December 2023
Court or authorityTokyo Stock Exchange, Inc. (recipient of the Improvement Status Report); Kinki Local Finance Bureau (recipient of the corrected report)
Suspended operationsFISCO Ltd. suspended its crypto-asset transactions until the necessary framework was established. As of the end of March 2026, there had been no crypto-asset transactions by affiliated companies involving the Company’s officers or employees.
Scheduled resumption dateAfter completion of the framework, although the specific expected resumption date is Not disclosed
Investigation structureInternal Investigation Committee (chair: Mochizuki Masakatsu (望月真克); members: Kajisa Atsutomo (加治佐敦智), Morihana Tatsuo (森花立夫); investigation period: 8 April to 11 June 2025); Additional Internal Investigation Committee (chair: Mochizuki Masakatsu (望月真克); members: Okamoto Junko (岡本純子), Kiroko Yoshiyuki (木呂子義之); investigation period: 12 June to 30 July 2025)
Measures to prevent recurrenceEstablishment of rules relating to crypto assets and prior approval procedures; maintenance of minutes and attendance records for regular meetings; establishment of a risk management framework for transactions affecting prices between group companies; review and termination of arrangements involving concurrent directorships; consideration of valuation methods suited to the characteristics of crypto-asset markets; measures to promote recognition and awareness of market characteristics; enhancement of internal audits; provision of training opportunities concerning crypto-asset transactions and financial and accounting procedures; and stronger coordination with the audit firm
Directors' and officers' liabilityRepresentative Director Nakamura Takaya (中村孝也) and Director Matsuzaki Yushi (松崎祐之) resigned as directors of FISCO Ltd. effective 5 August 2025.
OutlookFISCO Ltd. will monitor developments in the crypto-asset market, continuously update the established internal control framework, and work to strengthen governance and restore trust. It will continue to verify the framework through internal audits and Audit & Supervisory Board reviews, and implement additional improvements as necessary.
Items this document does not state (11)
Date recognized / date notice receivedImpact on Earnings ForecastType of litigation or proceedingPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionVoting rights ownership percentage before the changeVoting rights ownership percentage after the changePlanned follow-up disclosure

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 stated causes were that the detailed rules for crypto-asset transactions did not apply to the subsidiary, preventing management under uniform rules; that the check-and-balance function did not operate because of concurrent directorships; and that recognition of market characteristics, accounting verification and coordination with the audit firm were insufficient. The prior-period corrections were made following discussions with the audit firm prompted by comments from an external organization and the market liquidity of the crypto assets held.

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.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Report on Improvement Status | FISCO Ltd. (3807) timely disclosure | Komori