Discontinuation of publication of the Special Investigation Committee's investigation report and establishment of a Third-Party Committee
REVOLUTION CO.,LTD., Yamawake Estate株式会社 (formerly a consolidated subsidiary, "YE") and WeCapital株式会社 ("We")
Real estate funds and crowdfunding projects formed and operated by YE, and repurchase transactions
Issues in the Company's internal management system, subsidiary management system and internal controls over financial reporting; insufficient audit evidence concerning repurchase agreements and other matters; and discrepancies between the explanations provided by the Company and YE and the information identified by the audit firm, among other matters
Related procedures
Investigation and verification by the Third-Party Committee; discontinuation of publication of the Special Investigation Committee's investigation findings
Tokyo Stock Exchange, Inc. (reference to the Special Alert designation)
Company response
A resolution to establish the Third-Party Committee was passed at the extraordinary meeting of the Board of Directors held on 30 October 2026. The committee is expected to comprise external experts, including attorneys, who are independent of the Company, in accordance with the Japan Federation of Bar Associations' Guidelines for Third-Party Committees in Corporate Misconduct Cases. The composition of the committee and other details are under consideration.
The Company plans to provide full support for the activities of the Third-Party Committee and appropriately provide the necessary information so that its investigation and verification are conducted effectively while ensuring independence and transparency.
The composition of the Third-Party Committee and other details will be disclosed promptly once determined. The Company will provide full support for the Third-Party Committee's investigation and verification. In addition, the implementation schedule for the policy on formulating an improvement plan is expected to be changed again.
The Company will make a timely disclosure promptly once a decision has been made regarding the further change to the implementation schedule for the policy on formulating an improvement plan. The composition of the Third-Party Committee and other details will also be disclosed promptly once determined.
| Item | Details |
|---|---|
| Event name | Discontinuation of publication of the Special Investigation Committee's investigation report and establishment of a Third-Party Committee |
| Date of occurrence | 30 October 2026 (the date on which the discontinuation of publication of the Special Investigation Committee's investigation findings and the establishment of the Third-Party Committee were resolved) |
| Date recognized / date notice received | 30 October 2026 (the date on which the request was received from the accounting auditor) |
| Subject Entity | REVOLUTION CO.,LTD., Yamawake Estate株式会社 (formerly a consolidated subsidiary, "YE") and WeCapital株式会社 ("We") |
| Target Locations / Products | Real estate funds and crowdfunding projects formed and operated by YE, and repurchase transactions |
| Cause | Issues in the Company's internal management system, subsidiary management system and internal controls over financial reporting; insufficient audit evidence concerning repurchase agreements and other matters; and discrepancies between the explanations provided by the Company and YE and the information identified by the audit firm, among other matters |
| Type of litigation or proceeding | Investigation and verification by the Third-Party Committee; discontinuation of publication of the Special Investigation Committee's investigation findings |
| Court or authority | Tokyo Stock Exchange, Inc. (reference to the Special Alert designation) |
| Investigation structure | A resolution to establish the Third-Party Committee was passed at the extraordinary meeting of the Board of Directors held on 30 October 2026. The committee is expected to comprise external experts, including attorneys, who are independent of the Company, in accordance with the Japan Federation of Bar Associations' Guidelines for Third-Party Committees in Corporate Misconduct Cases. The composition of the committee and other details are under consideration. |
| Measures to prevent recurrence | The Company plans to provide full support for the activities of the Third-Party Committee and appropriately provide the necessary information so that its investigation and verification are conducted effectively while ensuring independence and transparency. |
| Outlook | The composition of the Third-Party Committee and other details will be disclosed promptly once determined. The Company will provide full support for the Third-Party Committee's investigation and verification. In addition, the implementation schedule for the policy on formulating an improvement plan is expected to be changed again. |
| Planned follow-up disclosure | The Company will make a timely disclosure promptly once a decision has been made regarding the further change to the implementation schedule for the policy on formulating an improvement plan. The composition of the Third-Party Committee and other details will also be disclosed promptly once determined. |
Items this document does not state (13)
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 Company determined that the Special Investigation Committee's investigation findings were highly likely to be insufficient as verification necessary for formulating an improvement plan in connection with the Special Alert designation. In addition, the accounting auditor requested an independent investigation and verification of the reports already received, repurchase transactions, financial transactions, the actual business operations of YE and other matters.