ENVALITH
GMOコマース株式会社 logo

GMO Commerce, Inc.

410AGrowth MarketServices

GMOコマース株式会社 logo
GMO Commerce, Inc.410A

Governance

In March 2025, the company transitioned from a company with a board of corporate auditors to a company with an audit and supervisory committee. The Board of Directors consists of 7 members (including 3 outside directors), and the Audit and Supervisory Committee consists of 4 members (including 3 outside members). No nomination committee or compensation committee has been established. The Board of Directors meets once a month, and all attending directors achieved 15/15 (100%) attendance.

Outside Director Ratio

42.9%

Nomination Committee

Not Established

Compensation Committee

Not Established

Risk Management

The Company has established a Risk Management Committee and a Compliance Committee, both chaired by the President and Representative Director, to conduct company-wide risk management. Sustainability-related risks are also deliberated by these committees, and a framework is in place whereby such matters are reviewed by the Management Committee before being reported to the Board of Directors. The Internal Audit Office (1 staff member) regularly verifies the appropriateness and efficiency of business execution and reports its findings to the President and Representative Director.

Shareholder Returns

FY2025 actual results show a dividend of ¥40.30 per share (year-end lump sum). The forecast dividend for FY2026 is ¥48.24 per share (Q2-end: ¥0.00; year-end: ¥48.24). The company resolved to acquire treasury shares up to a limit of 166,000 shares / ¥265,600 thousand, and as of the end of April 2026, had acquired 53,400 shares (acquisition value ¥64,541 thousand).

Dividend Policy

Policy is to adopt whichever is higher between a payout ratio of 65% or a DOE of 8% or more. The company's basic policy is to pay dividends once a year at fiscal year-end, though interim dividends are also permitted under the Articles of Incorporation. The dividend decision-making body is the Board of Directors. The annual dividend forecast for FY2026 (ending December 2026) is ¥48.24 per share (Q2-end: ¥0.00; year-end: ¥48.24).

Dividend

Paying

Share Buyback

Possible

Shareholder Benefits

None

ESG

As part of its sustainability strategy, the company is promoting diverse talent recruitment and development along with the establishment of flexible working arrangements. The proportion of women in management positions is 25.0%, while the male childcare leave utilization rate is not disclosed. Targets for the proportion of women, foreign nationals, mid-career hires, and others in management positions have not been set and are under consideration as a future issue. Quantitative indicators and targets related to climate change are not disclosed at this time.

Last updated: March 17, 2026