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Occurring Fact3933CHIeru Co.,Ltd.Information and Communications, Services and Others

Notice Concerning the Establishment of a Special Investigation Committee and the Policy for Holding a Continuation Meeting of the 29th Annual General Meeting of Shareholders

Due to suspected legal violations at certain subsidiaries of the Company, the Company established a Special Investigation Committee. In addition, because procedures related to the financial results have not been completed, the Company decided not to report the financial results at the Annual General Meeting of Shareholders to be held on 26 June 2026 and to hold a continuation meeting at a later date.

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Establishment of a Special Investigation Committee and Policy to Hold a Continuation Meeting of the 29th Annual General Meeting of Shareholders

Subject Entity

Certain subsidiaries of the Company (name: Not disclosed)

Occurrence3 June 2026 (date of the Board of Directors' resolution)
This disclosure06/03/2026
Cause

Because suspected violations of laws and regulations arose at certain subsidiaries of the Company

Accounting period in which recognized

Fiscal year ending March 2026 (29th fiscal year, from 1 April 2025 to 31 March 2026)

Impact on Earnings Forecast

The impact on the Company's consolidated results for the fiscal year ending March 2026 is currently unknown. The Company will promptly disclose any impact once it becomes known. It is also currently unclear whether any previously disclosed earnings or other information will require revision. If corrections to prior-period earnings reports or other measures become necessary, the Company will promptly disclose them.

Company response

Investigation structure

The Special Investigation Committee was established on 3 June 2026. The chair is Go Meishoku (呉明植), an attorney and the Company's Outside Director and Audit and Supervisory Committee Member. The members are Kakuta Tomomi (角田智美), an attorney at Akanekusa Law Office, and Honda Shingo (本田真吾), an attorney and the Company's Outside Director and Audit and Supervisory Committee Member.

Measures to prevent recurrence

Recommendations for preventing recurrence

Related procedures

Type

Investigation by the Special Investigation Committee

Outlook

The Company will cooperate fully with the investigation by the Special Investigation Committee and promptly disclose the investigation report upon receipt. The Company will promptly hold a continuation meeting of the Annual General Meeting of Shareholders once the necessary procedures have been completed, including receipt of the audit report from the accounting auditor based on the investigation report. The date, time and venue of the continuation meeting will be disclosed once determined.

Planned follow-up disclosure

The Company will promptly disclose the investigation report upon receipt. It will also promptly disclose any impact on earnings once it becomes known, and will promptly disclose any corrections to prior-period earnings or other measures if they become necessary.

Event that occurred
ItemDetails
Event nameEstablishment of a Special Investigation Committee and Policy to Hold a Continuation Meeting of the 29th Annual General Meeting of Shareholders
Date of occurrence3 June 2026 (date of the Board of Directors' resolution)
Subject EntityCertain subsidiaries of the Company (name: Not disclosed)
CauseBecause suspected violations of laws and regulations arose at certain subsidiaries of the Company
Accounting period in which recognizedFiscal year ending March 2026 (29th fiscal year, from 1 April 2025 to 31 March 2026)
Impact on Earnings ForecastThe impact on the Company's consolidated results for the fiscal year ending March 2026 is currently unknown. The Company will promptly disclose any impact once it becomes known. It is also currently unclear whether any previously disclosed earnings or other information will require revision. If corrections to prior-period earnings reports or other measures become necessary, the Company will promptly disclose them.
Type of litigation or proceedingInvestigation by the Special Investigation Committee
Investigation structureThe Special Investigation Committee was established on 3 June 2026. The chair is Go Meishoku (呉明植), an attorney and the Company's Outside Director and Audit and Supervisory Committee Member. The members are Kakuta Tomomi (角田智美), an attorney at Akanekusa Law Office, and Honda Shingo (本田真吾), an attorney and the Company's Outside Director and Audit and Supervisory Committee Member.
Measures to prevent recurrenceRecommendations for preventing recurrence
OutlookThe Company will cooperate fully with the investigation by the Special Investigation Committee and promptly disclose the investigation report upon receipt. The Company will promptly hold a continuation meeting of the Annual General Meeting of Shareholders once the necessary procedures have been completed, including receipt of the audit report from the accounting auditor based on the investigation report. The date, time and venue of the continuation meeting will be disclosed once determined.
Planned follow-up disclosureThe Company will promptly disclose the investigation report upon receipt. It will also promptly disclose any impact on earnings once it becomes known, and will promptly disclose any corrections to prior-period earnings or other measures if they become necessary.
Items this document does not state (14)
Date recognized / date notice receivedTarget Locations / ProductsAmount of Impact on Business PerformanceCourt or authorityPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateDirectors' and officers' liabilityVoting 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.

Because suspected violations of laws and regulations arose at certain subsidiaries of the Company, an investigation into the facts and the appropriateness of the accounting treatment became necessary. The timing of the investigation report has not been determined, and the procedures related to the financial results have also not been completed.

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 Concerning the Establishment of a Special Investigation Committee and the Policy for Holding a Continuation Meeting of the 29th Annual General Meeting of Shareholders | CHIeru Co.,Ltd. (3933) timely disclosure | Komori