SHINWA WISE HOLDINGS CO.,LTD.
2437・Standard Market・Services
Governance
Company with a Board of Corporate Auditors. As of the filing date of the Annual Securities Report, the Board of Directors consists of 9 members (3 internal and 6 outside directors), representing an outside director ratio of approximately 67%. A Governance Committee and a Risk Compliance Committee were newly established in September 2024. Following the issue of improper accounting practices at subsidiary Shinwa Prive Co., Ltd., the company is proceeding with fundamental improvements to its governance structure based on the findings of a third-party committee.
Risk Management
The "Risk Management Regulations" have been communicated group-wide, with a framework in place for the Board of Directors to periodically review the risk management system. Triggered by the improper accounting issue at Shinwa Prive Corporation, a Governance Committee and a Risk & Compliance Committee were established in September 2024, and the company is currently promoting recurrence prevention measures such as rebuilding the internal audit system, expanding the whistleblowing system, improving business processes, and conducting compliance training.
Shareholder Returns
The policy targets a payout ratio of 30%, but the company will remain dividend-less for FY2026 (ending May 2026) as well due to continued deterioration in performance (net loss of ¥237 million for the period). The dividend forecast for FY2027 (ending May 2027) is undetermined. No mention of share buybacks.
Dividend Policy
Dividends will be determined based on a target payout ratio of 30%, with dividends set in line with the earnings situation as a baseline, while comprehensively taking into account the maintenance of stable dividends, the strengthening of retained earnings, and the reinforcement of the financial structure. The basic policy is a single year-end dividend, though under the Articles of Incorporation, an interim dividend with a record date of November 30 each year is also possible. For FY2026 (ending May 2026), the company will remain dividend-less due to a loss in performance. The dividend forecast for FY2027 (ending May 2027) is undetermined.
ESG
The company positions sustainability as a key management issue, with the Board of Directors overseeing risk management and progress monitoring. It promotes a policy of advancing human capital management, but has not set numerical targets such as the ratio of women in management positions, citing its small organizational size. Outside Director Shingo Nagasaka contributes to sustainability promotion, including efforts to address the e-waste problem in Africa. Quantitative disclosures on climate change and similar topics are not included in the Annual Securities Report.
Last updated: August 29, 2025