Kaihan shareholders used this year’s annual meeting to settle the governance basics, not the reporting backlog. At the June 26 meeting, they elected Motohiro Yoshikawa, Naoki Morita and Mayumi Ueda as directors, appointed Progress Audit Corporation as accounting auditor, and approved an articles amendment adding Article 42, a clause on relief from accounting auditor liability. But the company also said reporting items would be handled at a continuation meeting, with the board delegated to decide the date and venue.
| Item | Status | Detail |
|---|---|---|
| Articles amendment | Approved | Adds Article 42 on relief from accounting auditor liability |
| Directors | Approved | Elects Motohiro Yoshikawa, Naoki Morita and Mayumi Ueda |
| Accounting auditor | Approved | Appoints Progress Audit Corporation |
| Continuation meeting | Next step delegated | Reporting items move to a follow-up session, with date and venue left to the board |
That follow-up session matters because the meeting did not finish the year’s reporting business. Kaihan’s extraordinary report says report items will be handled at the continuation meeting, while a same-day supplementary note says the company plans to convene that session once required procedures, including receipt of the audit report, are complete, and then put the financial statements for the year to March 2026 up for approval. The time and location have not yet been disclosed.
The tension is hard to miss. Progress, now formally appointed by shareholders, is also the auditor behind Kaihan’s latest disclaimer of opinion notices. In a separate disclosure on the securities report and internal control audit, Kaihan said it had received reports carrying a disclaimer of opinion. The internal control report itself says management judged internal control over financial reporting effective at March 31, while also stating that the company received an internal control audit report with a disclaimer of opinion dated June 26.
Kaihan’s supplementary explanation says the issue, as disclosed, is not a detected fraud finding or a major accounting error, but the certainty of its funding plan and financing. The company says it is working on cash-flow improvement, business-structure reform and close coordination with the auditor so procedures can be completed. For shareholders, the immediate watch point is straightforward: the board appointments and auditor appointment are done, but the timetable for closing the reporting loop is still to be set.