Disclosure Policy and Policy on Constructive Dialogue with Shareholders and Investors
We established a disclosure policy to ensure timely, appropriate, and fair disclosure to our shareholders, investors, and other stakeholders with the aim to fulfill our corporate social responsibilities.
Disclosure Policy
1. Basic Policy
Our basic policy is to disclose, in a timely and appropriate manner, information regarding the company’s business, operations, or performance that could significantly impact investment decisions in accordance with the timely disclosure regulations set forth in the Securities Listing Regulations (hereinafter referred to as the “Timely Disclosure Regulations”).
2. Information Disclosure Standards
The policy applies to information required to be disclosed under the Timely Disclosure Regulations established by financial instruments exchanges and the statutory disclosure system based on the Financial Instruments and Exchange Act.
Furthermore, even if information does not fall under the categories listed above, AIS will disclose any information that it determines may influence the investment decisions of shareholders and investors.
3. Establishment of an In-house System for Information Disclosure
A system has been established for when decisions, events, financial results, and other important corporate information emerges, the division that becomes aware of the matter reports it to the director in charge of information disclosure, who then verifies the facts and promptly reports the matter to the President and Representative Director.
These matters are disclosed following approval at a regular board meeting.
However, in accordance with the principles of timely disclosure, matters that should be disclosed promptly will be disclosed immediately after a substantive decision has been made without waiting for approval from the Board of Directors.
4. Information Disclosure Methods
After disclosure on the “Timely Disclosure Network (TDnet)” and the “Electronic Disclosure for Investors’ NETwork (EDINET),” both provided by the Tokyo Stock Exchange, AIS promptly posts the information on our website in the interest of fairness.
In principle, disclosures shall be made at the earliest possible time and shall be made by the President and Representative Director or the director in charge of information disclosure.
5. In-house Regulations for Information Management
AIS has established the “In-house Information Management Regulations” as rules for managing important corporate information, and we are working to ensure that all employees are aware of them while striving to prevent insider trading that would violate the Financial Instruments and Exchange Act.
6. Quiet Period
In principle, AIS refrains from responding to media inquiries or providing comments on financial results during the period from two weeks prior to the end of each fiscal period (including both full-year and quarterly settlement dates) until after the financial results are announced.
However, should any material facts requiring disclosure emerge during this period, AIS will disclose such information as appropriate in accordance with the Timely Disclosure Regulations.
Note that we will respond to inquiries regarding information that has already been disclosed even during this period.
7. Management of Insider Information and Other Important Information
AIS has established in-house information management regulations governing the management of confidential information and insider trading, and our directors are committed to ensuring appropriate information management to comprehensively manage insider information.
We will strictly manage important information subject to the “Fair Disclosure Rules” and prevent disclosure of such information to external parties except when necessary for business purposes.
If we are required to disclose information to third parties for business purposes, we will enter into confidentiality agreements and take other such necessary measures.
8. Earnings Forecasts and Future Prospects
Some of the information disclosed by AIS includes forecasts based on assumptions and judgments derived from information available at the time of disclosure, such as annual earnings forecasts and medium- to long-term management plans.
Therefore, actual results may differ significantly due to various risks and uncertainties.
9. Third-Party Earnings Forecasts and Other Predictions
In principle, AIS does not comment on earnings forecasts or similar predictions made by third parties regarding our company.
However, if we determine that there is an obvious factual error or that the information could significantly affect investment decisions, we may disclose such information through appropriate methods.
Policy on Constructive Dialogue with Shareholders and Investors
To achieve sustainable growth and enhance our corporate value over the medium to long term, AIS recognizes that it is essential to engage in regular and proactive dialogue with our shareholders and investors, incorporate their opinions and requests into future management, and grow our company together with them.
Thus, we will establish an IR system driven by the director in charge of investor relations and strive to deepen the understanding of our business strategies and plans, and other matters among our shareholders, investors, and other stakeholders.
1. Spokesperson for Dialogue
AIS has appointed a director to be in charge of investor relations.
The Investor Relations Department serves as the point of contact for actual dialogue with shareholders and investors, and taking into account the wishes of shareholders and investors as well as the main topics of interest for meetings, we generally arrange for the director in charge of investor relations as well as directors, including senior management and outside directors, or audit and supervisory board members to attend the meetings within a reasonable extent.
2. Policy for Promoting Constructive Dialogue
i. Measures to foster organic in-house collaboration that supports dialogue
We built a system, led by the director in charge of investor relations, which enables us to collaborate with various departments to regularly gather the information necessary for communicating with shareholders and investors.
ii. Initiatives to enhance communication methods other than individual consultations
AIS publishes a shareholder newsletter twice a year to help shareholders better understand our business strategy and plans.
iii. Measures for providing in-house feedback on the opinions and concerns of shareholders and investors gathered through dialogue
When we receive feedback from shareholders and investors regarding our investor relations activities, we will report and share this feedback at management meetings and board meetings so that it can help management.
iv. Measures for managing insider information during discussions
In our dialogue with shareholders and investors, we strictly enforce information management protocols, such as conducting meetings with at least two representatives present in principle, to prevent the disclosure of insider information.
3. Reviewing the Shareholder Structure
AIS reviews the shareholder structure based on the shareholder registry at the end of each half-year (as of the end of March and the end of September).
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