PCI Holdings Announces Parent Company's Stake Details

TOKYO, Jun 23 (Pulse News Wire) – PCI Holdings,INC. (3918.T) disclosed that its parent company, Lester Corporation, holds 51.09% of its voting rights.

The companies entered into a capital and business alliance agreement on August 09, 2024, aimed at enhancing mutual enterprise value. Under the agreement, Lester Corporation retains the right to nominate up to two directors, including one executive director who is not a member of the audit committee. The agreement also ensures the operational independence of PCI Holdings as an independent public company. Key matters such as significant transactions require prior approval from Lester Corporation, while important operational issues necessitate consultation and reporting.

However, the structure maintains PCI Holdings' decision-making autonomy outside these specific areas, ensuring substantial independence. Regarding transactions with the parent company group, there are no significant dealings requiring disclosure. To protect minority shareholders, PCI Holdings adheres to fair pricing based on market rates for all transactions, including those with the parent company group. In cases where conflicts of interest arise, a special committee comprising independent non-executive directors appointed by the board reviews such transactions.