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Consec sets up outside probe after paying ¥47mn more dividend than the law allowed

Consec says its auditor found the final dividend for the year to March 2025 exceeded the legal distributable amount by ¥47mn; shareholders need not repay, and an outside committee will examine causes and responsibility.

A glass measuring container overflowing with yen coins beside a magnifying loupe, suggesting an inquiry into an excess dividend payment.

Consec Corporation (TSE Standard: 9895) said on October 15, 2026 that its final dividend for the year to March 2025 exceeded the distributable amount calculated under the Companies Act and the Ordinance on Company Accounting. The excess totals ¥47mn, according to the company's notice.

What the company says happened

The board approved the dividend on May 14, 2025, and shareholders approved it at the 58th ordinary general meeting on June 25, 2025. Consec says the problem came to light through a point raised by Deloitte Touche Tohmatsu LLC, which it describes as its outsourced audit provider.

The notice states that the amount paid above the distributable amount totals ¥47mn. This is the company's own characterisation of the breach; the notice does not report a court ruling or a regulatory finding.

Shareholders keep the money

Consec says it does not seek the return of the dividends paid to shareholders. It apologised for the concern caused and promised to compile and disclose the investigation results and prevention measures promptly.

The committee

The company set up an external investigation committee on the day of the announcement, made up of two lawyers and one certified public accountant. A lawyer chairs it; the other members are a second lawyer and the accountant. Consec says none has a special interest in the group.

Its remit covers fact-finding on the dividend, the cause of the breach, a review of the responsibility of those involved, and recommendations to prevent a repeat. Consec says it will cooperate fully and disclose the established facts as soon as they are known. The notice gives no reporting deadline for the committee, and findings on individual responsibility are still to come.