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Occurring Fact4088AIR WATER INC.Materials and Chemicals

Notice Regarding the Formulation of Detailed Measures to Prevent Recurrence

Following the inappropriate accounting practices identified by the Special Investigation Committee, AIR WATER INC. had the Board of Directors approve detailed measures to prevent recurrence. The measures set out specific initiatives and implementation timelines in four areas: corporate culture, governance, management administration and internal controls, and the business portfolio.

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Formulation of Detailed Measures to Prevent Recurrence

Subject Entity

AIR WATER INC. and the Group

Target Locations / Products

The Group, including AIR WATER INC. and a total of 37 Group companies where inappropriate accounting cases were identified

Occurrence3 April 2026 (the Board of Directors approved the detailed measures to prevent recurrence at a meeting held on the same day)
Awareness or receipt of notice31 March 2026 (the date on which the investigation report was received from the Special Investigation Committee)
This disclosure04/03/2026
Cause

Involvement by top management and members of management; difficulty in expressing dissenting views or raising concerns under a strongly top-down management structure; failure of checks and corrective functions; excessive performance pressure; insufficient ethics and accounting training; and inadequate governance, internal control and internal audit functions, among other factors

Company response

Investigation structure

Investigation by the Special Investigation Committee (the investigation report was received on 31 March 2026)

Measures to prevent recurrence

Corporate culture reform; governance reform; rebuilding the management administration platform and internal controls; review of the overall corporate strategy, including a review of the business portfolio; corporate culture reform giving top priority to compliance; setting appropriate performance targets and eliminating excessive performance pressure; fundamental enhancement of education and training in ethics and accounting literacy; enhancement of the internal whistleblowing system; strengthening the Board of Directors’ oversight function; strengthening the Audit & Supervisory Board’s audit function; strengthening the role of the Nomination and Compensation Committee; appointing officers responsible for administration and finance; strengthening the functions of administrative departments, centered on the accounting department; rebuilding internal controls from a Group-wide perspective; strengthening the internal audit function; redefining core competencies; selecting and concentrating on businesses; and rationalizing and rebuilding Group companies

Directors' and officers' liability

Top management will itself express its remorse regarding this matter and clearly state its responsibility as management, but the specific details of any compensation reduction, resignation or disciplinary action are Not disclosed

Outlook

From fiscal 2026 onward, the Company will advance corporate culture reform, governance reform, rebuilding of the management administration platform and internal controls, and a review of the business portfolio. Organizational restructuring, strengthening of the officer and audit systems, increasing accounting and internal audit personnel, education and training, on-site audits of subsidiaries, and business selection and concentration will be implemented according to the respective timelines.

Event that occurred
ItemDetails
Event nameFormulation of Detailed Measures to Prevent Recurrence
Date of occurrence3 April 2026 (the Board of Directors approved the detailed measures to prevent recurrence at a meeting held on the same day)
Date recognized / date notice received31 March 2026 (the date on which the investigation report was received from the Special Investigation Committee)
Subject EntityAIR WATER INC. and the Group
Target Locations / ProductsThe Group, including AIR WATER INC. and a total of 37 Group companies where inappropriate accounting cases were identified
CauseInvolvement by top management and members of management; difficulty in expressing dissenting views or raising concerns under a strongly top-down management structure; failure of checks and corrective functions; excessive performance pressure; insufficient ethics and accounting training; and inadequate governance, internal control and internal audit functions, among other factors
Investigation structureInvestigation by the Special Investigation Committee (the investigation report was received on 31 March 2026)
Measures to prevent recurrenceCorporate culture reform; governance reform; rebuilding the management administration platform and internal controls; review of the overall corporate strategy, including a review of the business portfolio; corporate culture reform giving top priority to compliance; setting appropriate performance targets and eliminating excessive performance pressure; fundamental enhancement of education and training in ethics and accounting literacy; enhancement of the internal whistleblowing system; strengthening the Board of Directors’ oversight function; strengthening the Audit & Supervisory Board’s audit function; strengthening the role of the Nomination and Compensation Committee; appointing officers responsible for administration and finance; strengthening the functions of administrative departments, centered on the accounting department; rebuilding internal controls from a Group-wide perspective; strengthening the internal audit function; redefining core competencies; selecting and concentrating on businesses; and rationalizing and rebuilding Group companies
Directors' and officers' liabilityTop management will itself express its remorse regarding this matter and clearly state its responsibility as management, but the specific details of any compensation reduction, resignation or disciplinary action are Not disclosed
OutlookFrom fiscal 2026 onward, the Company will advance corporate culture reform, governance reform, rebuilding of the management administration platform and internal controls, and a review of the business portfolio. Organizational restructuring, strengthening of the officer and audit systems, increasing accounting and internal audit personnel, education and training, on-site audits of subsidiaries, and business selection and concentration will be implemented according to the respective timelines.
Items this document does not state (15)
Amount of Impact on Business PerformanceAccounting period in which recognizedImpact on Earnings ForecastType of litigation or proceedingCourt or authorityPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateVoting 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 Special Investigation Committee’s investigation found inappropriate accounting practices within the Group, with involvement by top management and members of management identified in some cases. It also cited an unhealthy corporate culture resulting from management involvement, excessive performance pressure, and insufficient knowledge of governance, internal controls and accounting as factors contributing to the practices.

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Notice Regarding the Formulation of Detailed Measures to Prevent Recurrence | AIR WATER INC. (4088) timely disclosure | Komori