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Resolved 13 May 2026Incoming appointee
1 itemScheduled Appointment Date5 June 2026. Subject to approval at the Extraordinary General Meeting of Shareholders and by the Board of Directors following that meeting, Ko En (胡燕) is scheduled to be appointed representative director.
Ko En (胡燕), Takeuchi Hiroshi (竹内博), Ueno Yoshiharu (上野善晴), Nitoda Nobuto (仁戸田信人), Morii Jun (森井じゅん), Hirai Kaneto (平井兼人), Ikebe Kenta (池辺健太), Watanabe Masayuki (渡邉雅之), Murata Kazuki (村田和希)
Previous positionKo En (胡燕): senior management, Freedom Consulting Inc. (current); Takeuchi Hiroshi (竹内博): representative member, A＆T合同会社 (current); Ueno Yoshiharu (上野善晴): director and head of the Accounting and Finance Division, BIC CAMERA INC.; Nitoda Nobuto (仁戸田信人): corporate auditor, クラウドバンク・フィナンシャルサービス株式会社; Morii Jun (森井じゅん): outside director and Audit & Supervisory Committee Member, nmsホールディングス株式会社 (current); Hirai Kaneto (平井兼人): representative director, 株式会社HashTag; Ikebe Kenta (池辺健太): representative attorney, 池辺法律事務所 (current); Watanabe Masayuki (渡邉雅之): senior partner, 弁護士法人三宅法律事務所 (current); Murata Kazuki (村田和希): attorney, 八雲法律事務所 (current)
New positionKo En (胡燕): representative director and president; Takeuchi Hiroshi (竹内博): director; Ueno Yoshiharu (上野善晴): outside director; Nitoda Nobuto (仁戸田信人): outside director; Morii Jun (森井じゅん): outside director; Hirai Kaneto (平井兼人): outside director; Ikebe Kenta (池辺健太): outside director and Audit & Supervisory Committee Member; Watanabe Masayuki (渡邉雅之): outside director and Audit & Supervisory Committee Member; Murata Kazuki (村田和希): outside director and Audit & Supervisory Committee Member
生年月日 Ko En (胡燕): 2 March 1984; Takeuchi Hiroshi (竹内博): 24 October 1963; Ueno Yoshiharu (上野善晴): 10 May 1959; Nitoda Nobuto (仁戸田信人): 23 December 1968; Morii Jun (森井じゅん): 3 March 1980; Hirai Kaneto (平井兼人): 26 January 1989; Ikebe Kenta (池辺健太): 14 December 1985; Watanabe Masayuki (渡邉雅之): 2 May 1970; Murata Kazuki (村田和希): 24 June 1987入社年 Ko En (胡燕): Not disclosed; Takeuchi Hiroshi (竹内博): Not disclosed; Ueno Yoshiharu (上野善晴): Not disclosed; Nitoda Nobuto (仁戸田信人): Not disclosed; Morii Jun (森井じゅん): Not disclosed; Hirai Kaneto (平井兼人): Not disclosed; Ikebe Kenta (池辺健太): Not disclosed; Watanabe Masayuki (渡邉雅之): Not disclosed; Murata Kazuki (村田和希): Not disclosed
Departing officer
1 itemDate of departure5 June 2026 (Adachi Tetsuya (安達哲也) is scheduled to change from representative director and president to director; Shichijo Toshiaki (七條利明) and Hirose Satomi (広瀬里美) will resign upon the conclusion of the Extraordinary General Meeting of Shareholders).
Adachi Tetsuya (安達哲也), Shichijo Toshiaki (七條利明), Hirose Satomi (広瀬里美)Next role stated
Former PositionAdachi Tetsuya (安達哲也): representative director and president; Shichijo Toshiaki (七條利明): director, excluding an Audit & Supervisory Committee Member; Hirose Satomi (広瀬里美): director who is an Audit & Supervisory Committee Member
New positionAdachi Tetsuya (安達哲也): director; Shichijo Toshiaki (七條利明): Not disclosed; Hirose Satomi (広瀬里美): resigned
“Next role stated” means the document names the position the person holds after stepping down. It does not necessarily mean they are leaving the company.
Reason for departure
Shichijo Toshiaki (七條利明): resigned after taking seriously the contents of the investigation report, as he was the director directly responsible for the uncollected accounts receivable matter. Hirose Satomi (広瀬里美): Not disclosed. Adachi Tetsuya (安達哲也): Not disclosed
Whether the incumbent will remain in office (whether they will retain their position)
Adachi Tetsuya (安達哲也): will remain as a director. Shichijo Toshiaki (七條利明): Not disclosed. Hirose Satomi (広瀬里美): will not remain
Directors after the change12Number
Shareholders’ meeting approvalRequired. The election of director candidates is scheduled to be submitted as Proposals 1 and 2 at the Extraordinary General Meeting of Shareholders scheduled for 5 June 2026.
Reason for change
Based on the investigation findings and recommendations, the Company determined that it was necessary to refresh its management structure in order to fundamentally improve the situation in which a substantial uncollected amount had resulted in a significant net loss and the share price had fallen to around its lowest level since listing, and to strengthen its business foundation and enhance corporate value.
Reasons for appointment
The Company determined that each candidate can contribute to strengthening the management structure and governance, achieving sustainable growth, and enhancing corporate value by drawing on their experience and expertise in international partnerships and global business, finance and accounting and management administration, public finance and administration, asset management and risk management, accounting, content and digital marketing, and corporate legal affairs and compliance.
| Item | Details |
|---|---|
| Resolution date | 13 May 2026 |
| Scheduled Appointment Date | 5 June 2026. Subject to approval at the Extraordinary General Meeting of Shareholders and by the Board of Directors following that meeting, Ko En (胡燕) is scheduled to be appointed representative director. |
| Date of departure | 5 June 2026 (Adachi Tetsuya (安達哲也) is scheduled to change from representative director and president to director; Shichijo Toshiaki (七條利明) and Hirose Satomi (広瀬里美) will resign upon the conclusion of the Extraordinary General Meeting of Shareholders). |
| Name of appointee | Ko En (胡燕), Takeuchi Hiroshi (竹内博), Ueno Yoshiharu (上野善晴), Nitoda Nobuto (仁戸田信人), Morii Jun (森井じゅん), Hirai Kaneto (平井兼人), Ikebe Kenta (池辺健太), Watanabe Masayuki (渡邉雅之), Murata Kazuki (村田和希) |
| Appointee's new position | Ko En (胡燕): representative director and president; Takeuchi Hiroshi (竹内博): director; Ueno Yoshiharu (上野善晴): outside director; Nitoda Nobuto (仁戸田信人): outside director; Morii Jun (森井じゅん): outside director; Hirai Kaneto (平井兼人): outside director; Ikebe Kenta (池辺健太): outside director and Audit & Supervisory Committee Member; Watanabe Masayuki (渡邉雅之): outside director and Audit & Supervisory Committee Member; Murata Kazuki (村田和希): outside director and Audit & Supervisory Committee Member |
| Appointee's previous position | Ko En (胡燕): senior management, Freedom Consulting Inc. (current); Takeuchi Hiroshi (竹内博): representative member, A＆T合同会社 (current); Ueno Yoshiharu (上野善晴): director and head of the Accounting and Finance Division, BIC CAMERA INC.; Nitoda Nobuto (仁戸田信人): corporate auditor, クラウドバンク・フィナンシャルサービス株式会社; Morii Jun (森井じゅん): outside director and Audit & Supervisory Committee Member, nmsホールディングス株式会社 (current); Hirai Kaneto (平井兼人): representative director, 株式会社HashTag; Ikebe Kenta (池辺健太): representative attorney, 池辺法律事務所 (current); Watanabe Masayuki (渡邉雅之): senior partner, 弁護士法人三宅法律事務所 (current); Murata Kazuki (村田和希): attorney, 八雲法律事務所 (current) |
| Appointee's date of birth | Ko En (胡燕): 2 March 1984; Takeuchi Hiroshi (竹内博): 24 October 1963; Ueno Yoshiharu (上野善晴): 10 May 1959; Nitoda Nobuto (仁戸田信人): 23 December 1968; Morii Jun (森井じゅん): 3 March 1980; Hirai Kaneto (平井兼人): 26 January 1989; Ikebe Kenta (池辺健太): 14 December 1985; Watanabe Masayuki (渡邉雅之): 2 May 1970; Murata Kazuki (村田和希): 24 June 1987 |
| Year the appointee joined the Company | Ko En (胡燕): Not disclosed; Takeuchi Hiroshi (竹内博): Not disclosed; Ueno Yoshiharu (上野善晴): Not disclosed; Nitoda Nobuto (仁戸田信人): Not disclosed; Morii Jun (森井じゅん): Not disclosed; Hirai Kaneto (平井兼人): Not disclosed; Ikebe Kenta (池辺健太): Not disclosed; Watanabe Masayuki (渡邉雅之): Not disclosed; Murata Kazuki (村田和希): Not disclosed |
| Name of departing officer | Adachi Tetsuya (安達哲也), Shichijo Toshiaki (七條利明), Hirose Satomi (広瀬里美) |
| Former position of departing officer | Adachi Tetsuya (安達哲也): representative director and president; Shichijo Toshiaki (七條利明): director, excluding an Audit & Supervisory Committee Member; Hirose Satomi (広瀬里美): director who is an Audit & Supervisory Committee Member |
| New position of departing officer | Adachi Tetsuya (安達哲也): director; Shichijo Toshiaki (七條利明): Not disclosed; Hirose Satomi (広瀬里美): resigned |
| Reason for departure | Shichijo Toshiaki (七條利明): resigned after taking seriously the contents of the investigation report, as he was the director directly responsible for the uncollected accounts receivable matter. Hirose Satomi (広瀬里美): Not disclosed. Adachi Tetsuya (安達哲也): Not disclosed |
| Whether the incumbent will remain in office | Adachi Tetsuya (安達哲也): will remain as a director. Shichijo Toshiaki (七條利明): Not disclosed. Hirose Satomi (広瀬里美): will not remain |
| Reason for change | Based on the investigation findings and recommendations, the Company determined that it was necessary to refresh its management structure in order to fundamentally improve the situation in which a substantial uncollected amount had resulted in a significant net loss and the share price had fallen to around its lowest level since listing, and to strengthen its business foundation and enhance corporate value. |
| Reasons for appointment | The Company determined that each candidate can contribute to strengthening the management structure and governance, achieving sustainable growth, and enhancing corporate value by drawing on their experience and expertise in international partnerships and global business, finance and accounting and management administration, public finance and administration, asset management and risk management, accounting, content and digital marketing, and corporate legal affairs and compliance. |
| Number of directors after the change | 12 (including 8 outside directors) |
| Subject to Approval by the General Meeting of Shareholders | Required. The election of director candidates is scheduled to be submitted as Proposals 1 and 2 at the Extraordinary General Meeting of Shareholders scheduled for 5 June 2026. |
Items this document does not state (4)
Number of shares held by the appointeeFiling as an independent officerDetails of organizational changesChange in Corporate Governance Structure
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.¥1.34 billion in accounts receivable from bullion trading remains uncollected. Based on the findings of the investigative committee and the recurrence-prevention measures, the Company will refresh its management structure to strengthen its business foundation and enhance corporate value. In addition, following the resignation of Shichijo Toshiaki (七條利明), the Company will rebuild its management oversight structure, strengthen its business foundation, and enhance governance by establishing a five-member Audit & Supervisory Committee.
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