TMS Co., Ltd.
4891・Growth Market・Pharmaceuticals
Governance
Company with a Board of Corporate Auditors. The Board of Directors comprises 6 directors (including 2 outside directors), and the Board of Corporate Auditors comprises 4 corporate auditors (including 3 outside corporate auditors). The Board of Directors met 15 times during the year, with a 100% attendance rate among all members. A voluntary Compensation Committee has been established, consisting of 3 members including 2 outside directors, and meets twice a year. A Nomination Committee has not been established.
Risk Management
Based on the "Risk Management Regulations," the company has established a framework in which the Representative Director serves as the Chief Risk Management Officer and the Director in charge of administration serves as the Risk Management Officer. Management risks, including sustainability-related risks, are monitored and managed in an integrated manner, and a system for legal advice from retained legal counsel has also been established.
Shareholder Returns
Continuing to maintain a no-dividend policy. The forecast annual dividend for FY2026 (ending December 2026) is ¥0.00. The company is in an upfront investment phase of R&D without any products yet launched on the market, and its policy is to allocate all retained earnings to research and development. No share buybacks are being conducted.
Dividend Policy
The company's policy is to determine dividends in consideration of building up retained earnings to prepare for investment in research and development. As it currently has no products on the market and is in the upfront investment phase of advancing R&D, it plans to maintain a no-dividend policy for the time being in order to actively promote pharmaceutical R&D, allocating all retained earnings to research and development. The forecast annual dividend for FY2026 (ending December 2026) is ¥0.00 at the second-quarter end, ¥0.00 at fiscal year-end, and ¥0.00 in total. If a dividend of surplus is to be paid, the company plans to pay a year-end dividend once per year, with the decision-making body being the general meeting of shareholders.
ESG
Under the corporate philosophy of "creating drugs that change the world through relentless curiosity and challenge," the company positions addressing unmet medical needs as its social mission. On the human resources front, it applies flexible working arrangements combining a discretionary labor system, flextime, and telework to all employees. Quantitative ESG indicators and targets have not yet been established, and the company is currently considering whether such targets should be set going forward.
Last updated: March 30, 2026