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Governance8793NEC Capital Solutions LimitedFinancials (excluding banks)

Matters Concerning Controlling Shareholders

SBI Shinsei Bank, Limited has become an other affiliated company holding 43.53% of the voting rights. The company disclosed its relationship and transactions with the SBI Shinsei Bank, Limited group, as well as measures to protect minority shareholders. It explained that it has no controlling shareholder.

Worth reading
69In focus
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
43.53
Voting rights ownership ratio (%)
Wording
Definitive
How definitive the wording is.

Governance structure

Controlling shareholder
No controlling shareholder. The other affiliated company is SBI Shinsei Bank, Limited, with a voting rights ownership ratio of 43.53%.43.53%Voting rights

When one company holds most of the voting rights, its wishes are more likely to prevail in management. How the interests of minority shareholders are protected is a key issue.

Number of directorsThe total number of directors is unknown among the 13 officers. The disclosure states that 3 of the 9 directors are independent outside directors.
Number of independent officers3Number

This is the number of people reported to the exchange as independent officers. Whether someone is an outside officer and whether they qualify as independent are separate determinations.

Committee2
Voluntary nomination and compensation committee; outside members comprise a majorityalthough the specific percentage is not disclosed
Changes this time

Following changes in major shareholders, etc. in October 2024, the company changed from an equity-method affiliate of NEC Corporation to an equity-method affiliate of SBI Shinsei Bank, Limited.

Governance structure
ItemDetails
Number of directorsThe total number of directors is unknown among the 13 officers. The disclosure states that 3 of the 9 directors are independent outside directors.
Number of independent officers3
CommitteeVoluntary nomination and compensation committee; outside members comprise a majority, although the specific percentage is not disclosed
Controlling shareholderNo controlling shareholder. The other affiliated company is SBI Shinsei Bank, Limited, with a voting rights ownership ratio of 43.53%.
Changes this timeFollowing changes in major shareholders, etc. in October 2024, the company changed from an equity-method affiliate of NEC Corporation to an equity-method affiliate of SBI Shinsei Bank, Limited.
Items this document does not state (3)
Corporate Governance StructurePolicy on cross-shareholdingsTakeover defenses

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.

Through its business alliance with SBI Shinsei Bank, Limited, the company aims to strengthen its existing businesses and create new business opportunities by leveraging the SBI Group's customer base, financial ecosystem and capabilities. It has also established independent outside directors and voluntary nomination and compensation committees to protect the interests of minority shareholders and ensure independence.

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.
Matters Concerning Controlling Shareholders | NEC Capital Solutions Limited (8793) timely disclosure | Komori