Headwaters Co., Ltd
4011・Growth Market・Information & Communication
Governance
The company has an Audit and Supervisory Committee structure. The Board of Directors consists of 9 directors (including 3 outside directors, all of whom serve on the Audit and Supervisory Committee), and meets regularly once a month (15 times during the fiscal year under review). A Sustainability Committee has been established, which is overseen by the Board of Directors. The establishment of a Nomination Committee and Compensation Committee is not disclosed in the annual securities report.
Risk Management
The Company has established a Risk Management Committee under the direct control of the Representative Director, and conducts comprehensive and systematic risk management based on its Risk Management Regulations. Sustainability risks are managed in an integrated manner across the Company through a reporting structure from the Sustainability Committee to the Management Strategy Meeting to the Board of Directors. The Internal Audit Office (1 staff member) conducts audits of all departments in accordance with the annual plan.
Shareholder Returns
The company continues to forgo dividends in order to prioritize growth investment. The timing of any future dividend implementation remains undecided, and it plans to consider such matters while taking into account its financial position, business performance, and cash flow. The articles of incorporation stipulate that share buybacks can be conducted flexibly based on a resolution of the Board of Directors.
Dividend Policy
As the company is currently in a growth phase, its policy is to prioritize investment in business expansion by building up retained earnings, and it has not paid dividends in the past. The timing of dividend implementation remains undecided. If dividends are paid, the basic policy will be a single year-end dividend paid once per year, though interim dividends are also permitted under the articles of incorporation.
ESG
The company has identified "reduction of environmental impact," "health management," and "consideration for people and society" as materiality items. A Sustainability Committee (meeting quarterly) has been established, with oversight by the Board of Directors. In terms of human capital, the ratio of women among core management positions improved to 28.3% as of the end of December 2025, with a medium-term target of 30% or higher. The company has put in place diverse working arrangements including flextime, telework, and childcare leave.
Last updated: March 27, 2026