FOOD & LIFE COMPANIES LTD.
3563・Prime Market・Retail Trade
Governance
Adopts a company with an audit and supervisory committee structure (monitoring model). As of the filing date of the Annual Securities Report, there are 8 directors, of whom 6 are outside directors (outside director ratio: 75%). The company has established a Nomination and Compensation Committee and an Internal Control Committee, with a majority of the Nomination and Compensation Committee composed of independent outside directors. Following the Ordinary General Meeting of Shareholders in December 2025, the board is expected to consist of 9 directors, including 8 outside directors.
Risk Management
The Internal Audit Office, reporting directly to the Representative Director and President, conducts regular business audits, while the Internal Control Committee has established a structure for identifying, analyzing, and evaluating risks across the entire Group. Climate change risk is addressed through collaboration between the Sustainability Promotion Committee and the Internal Control Committee. The Internal Audit Office, the Audit and Supervisory Committee members, and the accounting auditor work together in mutual coordination to strive for the elimination of risk.
Shareholder Returns
For FY2026 (ending September 2026), a 2-for-1 stock split is planned (effective date July 1, 2026). The forecasted year-end dividend after considering the split is ¥20.00 per share (¥40.00 per share before considering the split). The actual result for the previous period (FY2025, ended September 2025) was ¥35.00 per share (total dividends of ¥3,964 million). The basic policy is a performance-linked annual dividend paid once per year, with continued dividend increases.
Dividend Policy
The basic policy is to continuously achieve sustained improvement in business performance and appropriate profit distribution in line with performance, implementing a performance-linked annual dividend once per year based on stable dividends while comprehensively considering business performance, the enhancement of internal reserves, and other factors. The Articles of Incorporation stipulate that dividends of surplus may be determined by resolution of the Board of Directors. For FY2026 (ending September 2026), a 2-for-1 stock split of common shares is planned with an effective date of July 1, 2026, and the forecasted year-end dividend based on the post-split share count is ¥20.00 per share (¥40.00 per share before considering the split). The actual result for the previous period (FY2025, ended September 2025) was ¥35.00 per share (total dividends of ¥3,964 million), and the actual result for the period before that (FY2024, ended September 2024) was ¥30.00 per share (total dividends of ¥3,394 million).
ESG
Identified seven materiality issues (sustainable procurement, DX promotion, food loss reduction, food safety, carbon neutrality, human capital management, and governance enhancement). As a climate change target, the company aims to reduce CO2 emissions (Scope 1+2) per unit by 50% or more by FY2030 (ending March 2031) compared to FY2013 (ending March 2014), and to achieve carbon neutrality by FY2050 (ending March 2051). In terms of human capital, the company discloses a female managerial ratio of 7.4% (target of 11% by 2027), a male childcare leave uptake rate of 70.9% (target of 100% by 2027), and an employment rate of persons with disabilities of 3.29% (target of 3% by 2027). Initiatives such as DE&I promotion, succession planning, and engagement surveys are being implemented.
Last updated: December 22, 2025