The following section contains an explanation of our policy and process for timely disclosure, as well as other matters of note, and our policy on dialogue with shareholders.
Disclosure of Information
Basic Policy on Timely Disclosure of Corporate Information
On the basis of transparency, fairness, and continuity, Koei Tecmo Holdings Co., Ltd. (hereafter, "the company") is committed to promptly providing information to its shareholders and investors. In addition to being committed to disclosing information in compliance with the Financial Instruments and Exchange Act and Securities Listing Regulations as decided upon by the Tokyo Stock Exchange, the company is also committed to the timely and active disclosure of information that it feels is effective in helping its shareholders and investors understand our company's business, operations, and performance.
Information Disclosure Process
When corporate information that may require timely disclosure is identified within the Company or its operating subsidiaries (including information provided directly by each division or affiliated company, as well as confirmation of the content of proceedings at Board of Directors meetings and other important meetings), it is reported to the person responsible for information disclosure by the division in charge of each business operation.
The person in charge of information disclosure examines whether the reported corporate information falls under the category of information to be disclosed under the Timely Disclosure Rules or voluntary disclosure information that may influence investors' judgment, even if the information is not required to be disclosed under the Timely Disclosure Rules.
If, as a result of the examination, the information falls under the category of timely disclosure information or voluntary disclosure information, the disclosure procedures will be implemented after deliberation and decision by the Board of Directors.
How information is disclosed
Regarding disclosure of important information that is subject to the timely disclosure rules as decided upon by the Tokyo Stock Exchange, the company explains such information to the said exchange in advance before being registered and made public via the Timely Disclosure network (hereafter, "TDnet") provided by the said exchange.
After registering such information on TDnet, the company promptly provides the same information to the press, and posts the same materials on the company's website without delay.
Financial Forecasts and Future Predictions
With the exception of information related to past or present facts, all plans, future prospects, and strategies of the company as well as its related companies posted on its website, are prospects related to future earnings, and are based on judgments and assumptions using information then available. Accordingly, because of variables such as various risks and uncertain elements, as well as economic conditions, actual results might differ from posted figures.
To prevent the leakage of financial information and to ensure fairness, the company has established a fixed "quiet period" from the day after the closing date until the day financial results are announced. During this period, the company shall refrain from answering questions or making comments regarding financial results. However, if the company expects that the earnings forecast will greatly change during that quiet period, it will make any announcements necessary in accordance with the disclosure rules. Note that, even during a quiet period, we will answer other questions that are within the scope of information that has already been made public.
Policy on Dialogue with Shareholders
General dialogue with shareholders, including the matters described below, are overseen to ensure that constructive dialogue is achieved.
General dialogue with shareholders, are overseen by the President and CFO, who are designated by management or directors.In addition, other directors and executive officers engage in dialogue as necessary.
Measures for organic collaboration among IR managers, corporate planning, general affairs, finance, accounting, the legal department, and other entities within the company that assist with dialogues
The Corporate Planning Department is responsible for institutional investors and analysts, and the general affairs department is responsible for individual investors. Each serve as the secretariat and assist in dialogue between shareholders and management, respectively.
Initiatives to enhance means of dialogue other than individual meetings (such as explanatory meetings for investors and IR activities)
In order to deepen understanding of the business and management policies of our company's Group, financial results briefings for institutional investors and analysts are held twice a year. In addition, we are also working to enhance dialogues by holding IR conferences for institutional investors and analysts as necessary.
Measures to provide appropriate and effective feedback to senior management and the Board of Directors regarding shareholder opinions and concerns ascertained in the dialogue
When dialogue is held with shareholders, the results are reported to the Board of Directors and at the Group management meeting as necessary in order to provide feedback.
Measures concerning the management of insider information during dialogue
We have established insider trading management Group rules in order to manage insider information, and when we perform dialogue with shareholders, we ensure such information management in order to prevent the transmission of insider information to specific shareholders.