Komori
Occurring Fact7363baby calendar Inc.Information and Communications, Services and Others

Notice regarding the filing of a correction report for the Internal Control Report for the fiscal year ended December 2024

The Company corrected the statement in its Internal Control Report for the fiscal year ended December 2024 that its internal controls over financial reporting were “effective” and determined that they were “not effective” in light of the embezzlement of sales proceeds and cash by the former director and CFO, among other matters. The Company is implementing internal control improvement measures to remediate the material weaknesses.

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Filing of a Corrected Internal Control Report for the Fiscal Year Ended December 2024

Subject Entity

baby calendar Inc. (filing company)

Target Locations / Products

Advertising revenue receipts (including YouTube and Google AdSense) and petty cash

Occurrence30 June 2026 (the date on which the corrected Internal Control Report for the fiscal year ended December 2024 was filed with the Director-General of the Kanto Local Finance Bureau)
Awareness or receipt of noticeThe Company disclosed that it had publicly announced suspicions of misconduct as of 30 January 2026 and received the Special Investigation Committee’s investigation report as of 31 March 2026.
This disclosure06/30/2026
Cause

Concentration of authority and information in the former director and CFO, deficiencies in the verification framework for advertising revenue receipts and petty cash management, insufficient checks and balances provided by the accounting, internal audit and risk management functions, and inadequate coordination among the three types of audit

Company response

Investigation structure

On 13 February 2026, the Company established a Special Investigation Committee comprising external attorneys and certified public accountants.

Measures to prevent recurrence

Strengthening coordination among the three types of audit, clarifying the three lines of defense, reviewing the segregation of duties and authorities, strengthening approval and verification procedures for changes to collection accounts and related matters, implementing three-way reconciliations for advertising revenue, publicizing the internal whistleblowing system, and providing compliance training for officers and employees, among other measures

Directors' and officers' liability

The former director and CFO was found to have embezzled sales proceeds and cash. Details of any reduction in compensation, resignation or disciplinary action: Not disclosed

Related procedures

Type

Investigation by the Special Investigation Committee

Court or authority

Director-General of the Kanto Local Finance Bureau (recipient of the corrected report)

Accounting period in which recognized

Fiscal year ended December 2024 (from 1 January 2024 to 31 December 2024)

Outlook

The Company will continue implementing the measures described above, enhance the effectiveness of its internal controls over financial reporting, and work to prevent recurrence and restore trust.

Event that occurred
ItemDetails
Event nameFiling of a Corrected Internal Control Report for the Fiscal Year Ended December 2024
Date of occurrence30 June 2026 (the date on which the corrected Internal Control Report for the fiscal year ended December 2024 was filed with the Director-General of the Kanto Local Finance Bureau)
Date recognized / date notice receivedThe Company disclosed that it had publicly announced suspicions of misconduct as of 30 January 2026 and received the Special Investigation Committee’s investigation report as of 31 March 2026.
Subject Entitybaby calendar Inc. (filing company)
Target Locations / ProductsAdvertising revenue receipts (including YouTube and Google AdSense) and petty cash
CauseConcentration of authority and information in the former director and CFO, deficiencies in the verification framework for advertising revenue receipts and petty cash management, insufficient checks and balances provided by the accounting, internal audit and risk management functions, and inadequate coordination among the three types of audit
Accounting period in which recognizedFiscal year ended December 2024 (from 1 January 2024 to 31 December 2024)
Type of litigation or proceedingInvestigation by the Special Investigation Committee
Court or authorityDirector-General of the Kanto Local Finance Bureau (recipient of the corrected report)
Investigation structureOn 13 February 2026, the Company established a Special Investigation Committee comprising external attorneys and certified public accountants.
Measures to prevent recurrenceStrengthening coordination among the three types of audit, clarifying the three lines of defense, reviewing the segregation of duties and authorities, strengthening approval and verification procedures for changes to collection accounts and related matters, implementing three-way reconciliations for advertising revenue, publicizing the internal whistleblowing system, and providing compliance training for officers and employees, among other measures
Directors' and officers' liabilityThe former director and CFO was found to have embezzled sales proceeds and cash. Details of any reduction in compensation, resignation or disciplinary action: Not disclosed
OutlookThe Company will continue implementing the measures described above, enhance the effectiveness of its internal controls over financial reporting, and work to prevent recurrence and restore trust.
Items this document does not state (12)
Amount of Impact on Business PerformanceImpact on Earnings ForecastPlaintiffDefendantDate 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 confirmed that the former director and CFO had embezzled sales proceeds and cash, and the Company therefore decided to revise its accounting treatment for prior fiscal years based on the audit procedures performed by the accounting auditor and other considerations. The Company recognizes the concentration of authority and information in the former director and CFO, deficiencies in the verification framework for advertising revenue receipts and petty cash management, insufficient checks and balances provided by the accounting, internal audit and risk management functions, and inadequate coordination among the three types of audit as the underlying causes.

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 the filing of a correction report for the Internal Control Report for the fiscal year ended December 2024 | baby calendar Inc. (7363) timely disclosure | Komori