Tobila Systems Inc.
4441・Standard Market・Information & Communication
Governance
Company with an Audit and Supervisory Committee. Composed of 6 directors (including 3 outside directors, a 50% outside ratio). All outside directors also serve as members of the Audit and Supervisory Committee, and a Nomination and Compensation Committee (a voluntary advisory body) composed solely of independent outside directors has been established. The Board of Directors met 17 times during the fiscal year under review, with full attendance. Following approval at the Annual General Meeting of Shareholders scheduled for January 28, 2026, the number of directors is expected to become 7 (including 4 outside directors).
Risk Management
Risk management for business operations in general is handled by the Risk & Compliance Committee, while sustainability-related risks are handled by the Sustainability Promotion Committee (chaired by the Representative Director and President), forming a two-tier structure in which material risks are reported to and overseen by the Board of Directors. Materiality is identified by evaluating the financial impact, likelihood of occurrence, and other factors from a long list of approximately 200 social issues, and is resolved by the Board of Directors. Climate change risk, human capital risk, and the risk of increasing special fraud crimes are managed as key risks.
Shareholder Returns
The basic policy targets a payout ratio of 35%, with a floor of ¥20.00 per share during the medium-term management plan period. The actual results for FY2025 (ending October 2025) showed a year-end dividend of ¥21.30 (total dividends of ¥215,156 thousand). For FY2026 (ending October 2026), a year-end dividend of ¥20.00 is forecast (the second-quarter-end dividend is ¥0.00).
Dividend Policy
The basic policy targets a payout ratio of 35%, with a floor of ¥20.00 per share during the medium-term management plan period. The company's basic approach is to pay a year-end dividend once a year, though interim dividends may also be paid based on a resolution of the Board of Directors under the Articles of Incorporation (the second-quarter-end dividend for FY2026 (ending October 2026) is ¥0.00). FY2025 (ending October 2025) actual results: ¥21.30 per share (total dividends of ¥215,156 thousand). FY2026 (ending October 2026) forecast: year-end dividend of ¥20.00 per share (no revision from the most recently announced forecast).
ESG
Established the Sustainability Promotion Committee directly under the Board of Directors, and the Board resolved on four materiality issues: "Responding to Climate Change," "Realizing a Workplace Where Employees Can Take on Challenges Without Fear of Failure," "Reducing Special Fraud Crimes and Gray-Zone Crimes to Zero," and "Enhancing Corporate Governance." On the human capital front, the company achieved an average overtime of 15.5 hours per month (target: within 20 hours) and a 100% male childcare leave uptake rate (4 out of 4 employees). The company discloses its greenhouse gas emissions and promotes decarbonization measures such as full remote work and encouraging online meetings.
Last updated: January 26, 2026

