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Governance7175The Imamura Securities Co.,Ltd.Financials (excluding banks)

Notice Regarding Partial Amendments to the Articles of Incorporation

At the general meeting of shareholders scheduled for 23 June 2026, amendments to the Articles of Incorporation will be submitted for approval to transition from a company with an Audit & Supervisory Board to a company with an Audit and Supervisory Committee. The amendments will also expand the scope of liability limitation agreements and change the decision-making body for matters such as the distribution of surplus.

Worth reading
68In focus
Scored from 2 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
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Wording
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Governance structure

Company with an Audit and Supervisory Committee (scheduled for 23 June 2026)
Number of directorsUp to 10 directors, excluding directors who are Audit and Supervisory Committee members, and up to 4 directors who are Audit and Supervisory Committee members. Total: up to 14 directors. Number of outside directors: not disclosed
Committee1
Audit and Supervisory Committee. Proportion of outside members: 非開示. Nomination Committee and Compensation Committee: 非開示
Changes this time

Provisions concerning Audit & Supervisory Board members and the Audit & Supervisory Board will be deleted, and provisions concerning directors who are Audit and Supervisory Committee members and the Audit and Supervisory Committee will be newly established. The scope of liability limitation agreements for directors will be expanded from outside directors to directors other than executive directors, etc. A new provision will be established allowing matters such as distributions of surplus to be determined by resolution of the Board of Directors.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit and Supervisory Committee (scheduled for 23 June 2026)
Number of directorsUp to 10 directors, excluding directors who are Audit and Supervisory Committee members, and up to 4 directors who are Audit and Supervisory Committee members. Total: up to 14 directors. Number of outside directors: not disclosed
CommitteeAudit and Supervisory Committee. Proportion of outside members: Not disclosed. Nomination Committee and Compensation Committee: Not disclosed
Changes this timeProvisions concerning Audit & Supervisory Board members and the Audit & Supervisory Board will be deleted, and provisions concerning directors who are Audit and Supervisory Committee members and the Audit and Supervisory Committee will be newly established. The scope of liability limitation agreements for directors will be expanded from outside directors to directors other than executive directors, etc. A new provision will be established allowing matters such as distributions of surplus to be determined by resolution of the Board of Directors.
Items this document does not state (4)
Number of independent officersPolicy 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.

To strengthen the Board of Directors’ oversight function and the corporate governance framework by making directors who serve as Audit and Supervisory Committee members voting members of the Board of Directors, thereby further enhancing corporate value. The changes are also intended to enable the continued recruitment of capable director candidates and allow the Company to implement its capital and dividend policies more flexibly.

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 Regarding Partial Amendments to the Articles of Incorporation | The Imamura Securities Co.,Ltd. (7175) timely disclosure | Komori