Source disclosure: February 19, 2026
Japan Investment Adviser Co., Ltd. [7172.T]
TOKYO, Feb 19 (Pulse News Wire) -- Japan Investment Adviser Co., Ltd. (7172.T), led by President and CEO Naoto Shiraiwa, announced today that its board of directors has decided to propose several amendments to the company's articles of incorporation at its 20th regular shareholders' meeting scheduled for March 26, 2026. The proposed changes aim to enhance corporate governance, facilitate future business expansion, and streamline capital and dividend policies.
The first amendment involves transitioning the company to a structure with an audit committee, which requires establishing new provisions related to audit committee members and eliminating existing ones concerning the audit council and audit council meetings. This move is intended to strengthen corporate governance further.
Additionally, the company plans to relocate its headquarters from Chiyoda Ward to Minato Ward in Tokyo to accommodate office expansions needed for talent acquisition and improve employee work conditions. As part of this change, Article 3 of the current articles of incorporation will be revised to reflect the new location.
To enable more flexible capital and dividend policies, the company proposes amending Articles 42 and 43 to allow the board of directors to decide on surplus distribution through resolutions, while removing redundant provisions in Articles 44 and 45 regarding final and interim dividends. These adjustments align with the Company Law’s provisions under Article 459, Paragraph 1.
Other necessary revisions include minor textual modifications to ensure consistency across the document. Notably, the relocation of the main office as per Article 3 will take effect after a separate resolution by the board of directors before June 30, 2026, whereas other changes will become effective upon conclusion of the general meeting.
Furthermore, the amended articles introduce new sections such as the appointment method for audit committee members, term lengths for both regular and audit committee directors, and procedures for important business decisions delegation. The new provisions also clarify how the board can delegate decision-making authority to individual directors without requiring a formal board meeting, provided all directors agree via written or electronic means.
These comprehensive changes underscore Japan Investment Adviser Co.'s commitment to enhancing operational efficiency and governance standards in preparation for future growth opportunities.
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