Komori
Governance6035IR Japan Holdings,Ltd.Information and Communications, Services and Others

Notice Concerning the Board of Directors’ Opinion on the Shareholder Proposal

A shareholder submitted a proposal to acquire up to 1,784,000 treasury shares for a maximum of ¥1.5 billion, as well as a proposal to amend the Articles of Incorporation to allow the General Meeting of Shareholders to also decide on dividends of surplus. The Board of Directors resolved to oppose both proposals.

Worth reading
50Recurring
Scored from 1 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
15
¥100 million (treasury share buyback cap)
Wording
Definitive
How definitive the wording is.

Contents of this filing

Changes this time

The company received shareholder proposals, and the Board of Directors resolved to oppose the proposal for the acquisition of treasury shares and the proposal to amend the Articles of Incorporation concerning the body authorized to decide on dividends of surplus and related matters.

この書類は、機関設計や取締役会の構成そのものは述べていません。上に示したのは、この書類が述べている変更点です。

Contents of this filing
ItemDetails
Changes this timeThe company received shareholder proposals, and the Board of Directors resolved to oppose the proposal for the acquisition of treasury shares and the proposal to amend the Articles of Incorporation concerning the body authorized to decide on dividends of surplus and related matters.
Items this document does not state (7)
Corporate Governance StructureNumber of directorsNumber of independent officersCommitteePolicy 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.

Regarding the treasury share buyback, the company cited the need for its subsidiary, which is subject to capital adequacy regulations under the Financial Instruments and Exchange Act, to maintain a high level of equity capital, as well as the need for growth investment in information security, systems, personnel, AI and M&A. Regarding the amendment to the Articles of Incorporation, the company stated that the current Articles do not preclude resolutions by the General Meeting of Shareholders and that, in practice, dividend proposals are resolved at the General Meeting of Shareholders every year, meaning that the proposal lacks necessity and rationality.

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 Board of Directors’ Opinion on the Shareholder Proposal | IR Japan Holdings,Ltd. (6035) timely disclosure | Komori