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Governance8912Area Quest Inc.Real estate

Notice Concerning Partial Amendments to the Articles of Incorporation

Subject to approval at the Annual General Meeting of Shareholders, the Company will change from a company with an Audit & Supervisory Board to a company with an Audit & Supervisory Committee. In connection with this change, the Articles of Incorporation will establish provisions concerning the Audit & Supervisory Committee and directors who are Audit & Supervisory Committee members, delete provisions concerning Audit & Supervisory Board members and the Audit & Supervisory Board, and provide for the Board of Directors to decide on dividends of surplus and other matters, as well as expand the scope of directors eligible to enter into limitation of liability agreements.

Worth reading
78Important
Scored from 2 of 5 sections
Direction
Improvement
Direction inferred from the company’s description.
Scale
—
Displayed only when the document provides numerical figures.
Wording
Conditional
How definitive the wording is.

Governance structure

Company with an Audit and Supervisory Committee (subject to approval at the annual general meeting of shareholders scheduled for 29 September 2026)
Number of directorsTotal: Not disclosed. No more than 10 directors who are not Audit & Supervisory Committee members and no more than 4 directors who are Audit & Supervisory Committee members. Number of outside directors: Not disclosed.
Committee1
Audit & Supervisory Committee: planned to be established. Proportion of outside members: 非開示. Nomination Committee and Compensation Committee: 非開示.
Changes this time

The Company will change from a company with an Audit & Supervisory Board to a company with an Audit & Supervisory Committee, establish provisions concerning the Audit & Supervisory Committee and directors who are Audit & Supervisory Committee members, and delete provisions concerning Audit & Supervisory Board members and the Audit & Supervisory Board. The Articles of Incorporation will also allow limitation of liability agreements to be entered into with directors other than executive directors and others, and establish provisions allowing dividends of surplus and other matters to be determined by resolution of the Board of Directors.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit and Supervisory Committee (subject to approval at the annual general meeting of shareholders scheduled for 29 September 2026)
Number of directorsTotal: Not disclosed. No more than 10 directors who are not Audit & Supervisory Committee members and no more than 4 directors who are Audit & Supervisory Committee members. Number of outside directors: Not disclosed.
CommitteeAudit & Supervisory Committee: planned to be established. Proportion of outside members: Not disclosed. Nomination Committee and Compensation Committee: Not disclosed.
Changes this timeThe Company will change from a company with an Audit & Supervisory Board to a company with an Audit & Supervisory Committee, establish provisions concerning the Audit & Supervisory Committee and directors who are Audit & Supervisory Committee members, and delete provisions concerning Audit & Supervisory Board members and the Audit & Supervisory Board. The Articles of Incorporation will also allow limitation of liability agreements to be entered into with directors other than executive directors and others, and establish provisions allowing dividends of surplus and other matters 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’ supervisory function and further enhance corporate governance by making Audit & Supervisory Committee members members of the Board of Directors. The change is also intended to enable the Company to continue recruiting capable directors and to implement capital and dividend policies with greater flexibility.

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 Concerning Partial Amendments to the Articles of Incorporation | Area Quest Inc. (8912) timely disclosure | Komori