Disclosure Policy

Basic Policy on Information Disclosure

The Group recognizes that in capital markets, the prompt, accurate, and fair disclosure of information plays a core role in investor confidence. We comply with laws and regulations as well as rules regarding timely disclosure from the listed stock exchange, and always ensure accurate information disclosure from the perspective of investors.

Objectives

This policy establishes important disclosure requirements based upon the policy above as well as principles to be used by investors to form appropriate decisions regarding investments. While these guidelines apply to Company directors and employees, another objective is to present our stance regarding disclosure to The Group investors.

Disclosed Information and Activities

The information and activities subject to disclosure based on this policy are explained below.

  1. Legal disclosures
    Information disclosures stipulated in the Financial Instruments and Exchange Act, the Companies Act, and in related laws and regulations is carried out appropriately as per the requirements and methods stipulated in these laws and regulations.
  2. Timely disclosures
    Information for which disclosure is required in accordance with rules regarding timely disclosure by the listed stock exchange is disclosed as appropriate as per the requirements and methods stipulated in the regulations.
  3. Other disclosures
    We promptly publish information related to i. and ii., above, on our corporate website after disclosure in accordance with laws and regulations, as well as rules related to timely disclosure. Further, beyond the scope of information stipulated in laws and regulations and rules regarding timely disclosure, we strive to disclose information important from the perspective of investors for making appropriate decisions on investments as proactively as possible. Information other than that stipulated in laws and regulations and rules regarding timely disclosure is disclosed in an accurate and fair manner, either through news releases or as materials published on our corporate website.

Basic Requirements for Information Disclosure

The Group carries out information disclosure that satisfies the following requirements.

  1. Fair disclosure
    Fair disclosure of all information to investors with no instances of selective disclosure (disclosure of important, non-public information to a specific party prior to its public disclosure).
  2. Transparent disclosure
    Full accountability in accordance with the facts regardless of whether the information disclosed is beneficial or unfavorable to the Group.
  3. Timely disclosure
    We develop procedures for information disclosure, and promptly determine and disclose important information.
  4. Compliance with laws and regulations
    We comply with related laws and regulations, as well as rules related to timely disclosure required by the listed stock exchange.

Information Disclosure Committee

The Group has established an Information Disclosure Committee as one part of our corporate governance with the aim of making decisions regarding appropriate and timely information disclosure. The Information Disclosure Committee is an organization directly under the control of the Representative Director and chaired by the director in charge of administration. The committee consists of the Management Planning Department, General Affairs Department, Accounting Department, Public Relations IR Department, and when necessary, individuals designated by the Information Disclosure Committee chairperson. As necessary, the committee invites external experts, including lawyers and audit companies, to discuss timely disclosure and listen to opinions.

General Rules for Information Disclosure

The Group carries out information disclosure in accordance with the following general principles.

  1. Information Materiality
    The Group defines as material that information specified in related laws and regulations, as well as information addressed in rules related to timely disclosure. We also consider information likely to have an influence on investor decisions regarding investment as material. The Information Disclosure Committee sets voluntarily disclosure standards that are broader than the minimal standards of the rules regarding timely disclosure and uses these as guidelines for determining importance.
  2. Confidentiality of information
    Confidential information is managed strictly until published through appropriate and fair disclosure. In the disclosure of confidential information, we may temporarily refrain from disclosing information covered by related laws and regulations as well as rules regarding timely disclosure, if it is determined that prompt disclosure of said information could damage the interests of shareholders. However, the content of this non-public information and the duration of a non-disclosure period is restricted to a reasonable range allowing for investors to make appropriate decisions regarding investment and is subject to accountability regarding decisions related to disclosure.
  3. Prohibition on selective disclosure
    Selective disclosure is prohibited, unless the confidentiality of the information in question is covered by a specific nondisclosure agreement. Meetings with securities analysts and investors are held to increasing an understanding of the Company and do not reference material, non-public information. If, contrary to the original intent, the Company discloses material, non-public information to a specific person, or if such is disclosed by a third party before the Company has the opportunity to do so, then the Company promptly publishes such information as a timely disclosure.
  4. Forecasts
    Information disclosed by the Company that includes future forecasts, such as future plans, forecasts, and strategies, is based upon assumptions deemed rational at the time of disclosure. This information includes risks and uncertainties. When disclosing information related to future forecasts, we append a statement indicating this information could change.
  5. Responding to market rumors
    In principle, we do not comment on market rumors. However, a response may be necessary in the event that market rumors seriously affect corporate performance, or it is determined that such rumors could harm corporate value.
  6. Response to earnings forecasts issued by third parties
    The Company does not express support or disapproval of earnings forecasts or comments issued by third parties regarding our performance. However, we may draw attention to significant factual errors, should they exist.
  7. Quiet period
    To prevent information leaks during the earnings announcement preparation and to ensure the fairness of disclosure, we observe a two-week quiet period prior to earnings announcements. During this time, no comments will be issued regarding business results or accompanying details. Notwithstanding the preceding, the Company will conduct timely disclosures for any material facts that arise.

Revision history
Published: December 15, 2014
Revised: April 6, 2015

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