Large-Scale Purchase Rules, Independent Committee and Confirmation of Shareholder Intent
First written in FY2017-Q1. 20 of 27 entries say "Restated". Latest entry: FY2027-H1.
The whole theme swung hardest in 2023: 1 of 11 companies on the "Worse" side.
49 other companies' latest entry also says "Dropped".
- FY2027-H1DroppedAnnual report
「At a meeting of the Board of Directors held on 23 April 2026, the company resolved not to continue the “Policy for Responding to Large-Scale Purchases of the Company’s Shares, etc. (Takeover Defense Measures)” (the “Policy”). The Policy was abolished when its term expired at the conclusion of the Annual General Meeting of Shareholders held on 26 June 2026.」
The non-renewal of the takeover defense measures decided in the previous fiscal year became an actual abolition when their term expired at the conclusion of the Annual General Meeting of Shareholders on 26 June 2026. Following the abolition, the company’s policy is to request the provision of necessary information and time, respect the opinions of outside directors and others, and take measures legally available to it. - FY2026DroppedAnnual report
「At a meeting of the Board of Directors held on 23 April 2026, the Company decided not to renew this policy, whose validity period expires at the conclusion of the annual general meeting of shareholders scheduled for 26 June 2026.」
The company disclosed its decision not to renew the takeover defense measure approved at the June 2023 shareholders' meeting after its effective period expires at the close of the annual general meeting of shareholders on 26 June 2026. - 2026-05-28DroppedGeneral Meeting of ShareholdersSuggests it is closing out
「At a meeting of the Board of Directors held on 23 April 2026, the Company decided not to renew this policy, whose validity period expires at the conclusion of the annual general meeting of shareholders scheduled for 26 June 2026.」
The Company indicated that it will not renew its policy for responding to large-scale purchases after the validity period expires on 26 June 2026. The policy was renewed in 2023. - FY2026-H1RestatedAnnual report
「During the six months ended the interim period, there were no material changes to the basic policy concerning the nature of the party controlling decisions on financial and business policies.」
The company states that there have been no material changes to its basic policy, including its response policy for large-scale purchases. - FY2025-H1RestatedAnnual report
「During the six months ended the interim period, there were no material changes to the basic policy concerning the nature of the party controlling decisions on financial and business policies.」
The company states that there have been no material changes to its basic policy on who should control decisions on its financial and business policies, including its response policy for large-scale purchases. - FY2024AdvancedAnnual report
「A proposal to renew the response policy concerning large-scale purchases of the company's shares and other securities, namely its takeover defense measure, was submitted to and approved at the 99th annual general meeting of shareholders held on 29 June 2023.」
The renewal of the takeover defense measure was approved at the annual general meeting of shareholders on 29 June 2023. It applies to acquisitions of 20% or more and combines, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes. Its effective period ends at the close of the annual general meeting of shareholders for the fiscal year ending within 3 years after the renewal. - FY2024-Q3RestatedAnnual report
「There were no material changes during the cumulative third quarter of the consolidated fiscal year to the basic policy regarding the appropriate persons to control decisions on financial and business policies.」
The company states that there have been no material changes to its basic policy on who should control decisions on its financial and business policies, including its response policy for large-scale purchases. - FY2024-Q2RestatedAnnual report
「There were no material changes during the cumulative second quarter of the consolidated fiscal year to the basic policy regarding the appropriate persons to control decisions on financial and business policies.」
The company states that there have been no material changes to its basic policy on who should control decisions on its financial and business policies, including its response policy for large-scale purchases. - FY2024-Q1RestatedAnnual report
「During the cumulative first quarter of the current consolidated fiscal year, there were no significant changes to the basic policy concerning who should control decisions on financial and business policies.」
The company states that there have been no material changes to its basic policy on who should control decisions on its financial and business policies, including its response policy for large-scale purchases. - FY2023-Q2RestatedAnnual report
「There were no material changes during the cumulative second quarter of the consolidated fiscal year to the basic policy regarding the appropriate persons to control decisions on financial and business policies.」
The company states that there have been no material changes to its basic policy, including its response policy for large-scale purchases. - FY2022-Q3RestatedAnnual report
「There were no material changes during the cumulative third quarter of the consolidated fiscal year to the basic policy regarding the appropriate persons to control decisions on financial and business policies.」
The company states that there have been no material changes to its basic policy, including its response policy for large-scale purchases. - FY2022-Q2RestatedAnnual report
「There were no material changes during the cumulative second quarter of the consolidated fiscal year to the basic policy regarding the appropriate persons to control decisions on financial and business policies.」
The company states that there have been no material changes to its basic policy on who should control decisions on its financial and business policies, including its response policy for large-scale purchases. - FY2021AdvancedAnnual report
「A proposal to renew the response policy concerning large-scale purchases of the company's shares and other securities, namely its takeover defense measure, was submitted to and approved at the 96th annual general meeting of shareholders held on 26 June 2020.」
The renewed takeover defense measure was approved at the 96th annual general meeting of shareholders on 26 June 2020, replacing the framework approved in 2017. The framework combines acquisitions of 20% or more, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes. - FY2021-Q3RestatedAnnual report
「There were no material changes during the cumulative third quarter of the consolidated fiscal year to the basic policy regarding the appropriate persons to control decisions on financial and business policies.」
The company states that there have been no material changes to its basic policy, including its response policy for large-scale purchases. - FY2021-Q2RestatedAnnual report
「There were no material changes during the cumulative second quarter of the consolidated fiscal year to the basic policy regarding the appropriate persons to control decisions on financial and business policies.」
The company states that there have been no material changes to its basic policy, including its response policy for large-scale purchases. - FY2021-Q1RestatedAnnual report
「During the cumulative first quarter of the current consolidated fiscal year, there were no significant changes to the basic policy concerning who should control decisions on financial and business policies.」
The company states that there have been no material changes to its basic policy on who should control decisions on its financial and business policies, including its response policy for large-scale purchases. - FY2020-Q3RestatedAnnual report
「Under the Response Policy, countermeasures may be activated when an act falling under either (i) or (ii) below is carried out or is about to be carried out, except where it has been approved in advance by the company's board of directors. Such an act is referred to below as a "large-scale purchase."」
The company continues to maintain the framework under the renewed takeover defense measure, which applies to acquisitions of 20% or more and combines, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes. - FY2020-Q1RestatedAnnual report
「As a measure to prevent inappropriate parties from controlling decisions on the company's financial and business policies in light of the basic policy on who should control such decisions described in section 1 above, the company submitted a proposal to renew its response policy concerning large-scale purchases of its shares and other securities, namely its takeover defense measure, to the 93rd annual general meeting of shareholders held on 29 June 2017, where it was approved. The renewed response policy is referred to below as the "Response Policy."」
The company continues to maintain the renewed takeover defense measure approved at the annual general meeting of shareholders on 29 June 2017. The framework combines acquisitions of 20% or more, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes. - FY2019RestatedAnnual report
「As a measure to prevent inappropriate parties from controlling decisions on the company's financial and business policies in light of the basic policy on who should control such decisions described in section 1 above, the company submitted a proposal to renew its response policy concerning large-scale purchases of its shares and other securities, namely its takeover defense measure, to the 93rd annual general meeting of shareholders held on 29 June 2017, where it was approved. The renewed response policy is referred to below as the "Response Policy."」
The company continues to maintain the renewed takeover defense measure, which combines acquisitions of 20% or more, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes. - FY2019-Q2RestatedAnnual report
「As a measure to prevent inappropriate parties from controlling decisions on the company's financial and business policies in light of the basic policy on who should control such decisions described in section 1 above, the company submitted a proposal to renew its response policy concerning large-scale purchases of its shares and other securities, namely its takeover defense measure, to the 93rd annual general meeting of shareholders held on 29 June 2017, where it was approved. The renewed response policy is referred to below as the "Response Policy."」
The company continues to maintain the takeover defense measure approved at the annual general meeting of shareholders on 29 June 2017. The framework combines acquisitions of 20% or more, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes. - FY2019-Q1RestatedAnnual report
「As a measure to prevent inappropriate parties from controlling decisions on the company's financial and business policies in light of the basic policy on who should control such decisions described in section 1 above, the company submitted a proposal to renew its response policy concerning large-scale purchases of its shares and other securities, namely its takeover defense measure, to the 93rd annual general meeting of shareholders held on 29 June 2017, where it was approved. The renewed response policy is referred to below as the "Response Policy."」
The company continues to maintain the framework for the renewed takeover defense measure approved at the annual general meeting of shareholders on 29 June 2017, combining acquisitions of 20% or more, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes. - FY2018-Q3RestatedAnnual report
「As a measure to prevent inappropriate parties from controlling decisions on the company's financial and business policies in light of the basic policy on who should control such decisions described in section 1 above, the company submitted a proposal to renew its response policy concerning large-scale purchases of its shares and other securities, namely its takeover defense measure, to the 93rd annual general meeting of shareholders held on 29 June 2017, where it was approved. The renewed response policy is referred to below as the "Response Policy."」
The company restates the framework for the renewed takeover defense measure approved at the annual general meeting of shareholders on 29 June 2017, combining acquisitions of 20% or more, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes. - FY2018-Q2RestatedAnnual report
「As a measure to prevent inappropriate parties from controlling decisions on the company's financial and business policies in light of the basic policy on who should control such decisions described in section 1 above, the company submitted a proposal to renew its response policy concerning large-scale purchases of its shares and other securities, namely its takeover defense measure, to the 93rd annual general meeting of shareholders held on 29 June 2017, where it was approved. The renewed response policy is referred to below as the "Response Policy."」
The company restates the framework for the renewed takeover defense measure approved at the annual general meeting of shareholders on 29 June 2017, combining acquisitions of 20% or more, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes. - FY2018-Q1AdvancedAnnual report
「As a measure to prevent inappropriate parties from controlling decisions on the company's financial and business policies in light of its basic policy on who should control such decisions, the company submitted a proposal to renew its response policy concerning large-scale purchases of its shares and other securities, namely its takeover defense measure, to the 93rd annual general meeting of shareholders held on 29 June 2017, where it was approved. The renewed response policy is referred to below as the "Response Policy."」
The renewal of the takeover defense measure was approved at the annual general meeting of shareholders on 29 June 2017. The renewed policy applies to acquisitions of 20% or more, combines, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes, and specifies its effective period. - FY2017-Q3RestatedAnnual report
「While closely monitoring developments including amendments to the Financial Instruments and Exchange Act and related cabinet and ministerial ordinances, and taking into account recent developments in discussions concerning takeover defense measures, the company's board of directors determined that a framework remains essential to deter large-scale purchases contrary to the corporate value of the company and the common interests of its shareholders. The framework prevents inappropriate parties from controlling decisions on the company's financial and business policies by securing the time and information necessary for shareholders to make the final decision on whether to accept a large-scale purchase of the company's shares or other securities, or for the board to propose an alternative to shareholders, and by enabling the board to hold discussions and negotiations with the large-scale purchaser for the benefit of shareholders.」
The company continues to maintain the takeover defense measure applying to acquisitions of 20% or more and combining, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes. It remains effective until the close of the annual general meeting of shareholders scheduled for June 2017. - FY2017-Q2RestatedAnnual report
「The company determined that a framework remains essential to deter large-scale purchases contrary to the corporate value of the company and the common interests of its shareholders by enabling the board of directors to hold discussions and negotiations with the large-scale purchaser for the benefit of shareholders, among other measures.」
The company continues to maintain the takeover defense measure applying to acquisitions of 20% or more and combining, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes. - FY2017-Q1First statedAnnual report
「The company determined that a framework remains essential to deter large-scale purchases contrary to the corporate value of the company and the common interests of its shareholders by enabling the board of directors to hold discussions and negotiations with the large-scale purchaser for the benefit of shareholders, among other measures.」
The policy applies to acquisitions of 20% or more and combines, in principle, a 60-day board evaluation period, an independent committee and a general meeting to confirm shareholders' wishes. It remains effective until the close of the annual general meeting of shareholders in June 2017.