ENVALITH
PRONI株式会社 logo

PRONI Inc.

479AGrowth MarketInformation & Communication

PRONI株式会社 logo
PRONI Inc.479A

Governance

The company has a Board of Corporate Auditors. The Board of Directors consists of 4 directors (including 1 outside director, a 25% outside ratio), and there are 3 corporate auditors (all outside). It adopts a dual-representative-director structure (CEO and Founder) and holds a Risk & Compliance Committee meeting quarterly. Neither a nomination committee nor a compensation committee has been established. The accounting auditor is Ernst & Young ShinNihon LLC.

Outside Director Ratio

25.0%

Nomination Committee

Not Established

Compensation Committee

Not Established

Risk Management

The Company has established the "Risk and Compliance Regulations" and holds meetings of the Risk and Compliance Committee, chaired by the Representative Director and CEO, in principle once every quarter. The Committee provides overall management of company-wide risks, including market risk, information security risk, environmental risk, labor risk, and service quality risk, and strives for early detection and prevention of risks through the use of external experts (lawyers, certified public accountants, tax accountants, etc.) and coordination with internal audits and audits by the Audit & Supervisory Board Members. The Company has obtained ISO/IEC 27001 certification and has established an information security management system.

Shareholder Returns

Continuing no-dividend policy. Annual dividends of ¥0 for both FY2025 (ending December 2025) and FY2026 (ending December 2026). No share buybacks conducted. No change to the policy of prioritizing growth investment.

Dividend Policy

The annual dividend for FY2025 (ending December 2025) is ¥0 (no dividend). The forecast for FY2026 (ending December 2026) is also an annual dividend of ¥0 (no dividend). There is no change to the dividend policy; the company continues to prioritize growth investment and secure retained earnings. In the future, the company will consider dividends once a financial base capable of stable and continuous profit distribution is established, taking into comprehensive account business performance and financial condition.

Dividend

None

Share Buyback

None

Shareholder Benefits

None

ESG

Sustainability governance is integrated with the corporate governance structure, with matters deliberated by the Risk and Compliance Committee and reported to the Board of Directors. The company positions the promotion of DX for small and medium-sized enterprises through its BtoB ordering platform "PRONI Aimitsu" as a core pillar of its social contribution. On the human capital front, the company has established a policy to ensure diversity and development regardless of gender, age, nationality, and other attributes, but specific numerical targets and indicators have not yet been set, and this remains a matter for future consideration. There is no specific disclosure regarding climate change.

Last updated: March 25, 2026