Nihon M&A Center Holdings has moved from admission to investigation. After its earlier disclosure that two interim dividends broke the Companies Act limit, the company said in a TDnet notice dated October 8, 2026 that it has set up an independent third-party committee.
What the committee will examine
The board approved the committee on October 7 by written resolution, under Article 370 of the Companies Act and the company's articles. The dividends in question were paid in December 2024 and December 2025, and exceeded the distributable amount as calculated under the Companies Act and the Ordinance on Company Accounting.
The mandate has five parts: establishing the facts, identifying the cause, considering whether directors and others bear responsibility, proposing measures to prevent a recurrence, and any other matter the committee thinks necessary.
The notice also folds in four buybacks of fractional shares, worth ¥18,451 in total, made after the dividends. They also exceeded the distributable amount, and the company says they share the same cause, so the committee will treat them together. The notice does not give the size of the dividend excess.
Who sits on it and when it reports
The committee has five members: four lawyers, including the chair, from one law firm, and a certified public accountant from an audit firm. The company says none has a special interest in it.
Work began on October 8. The company expects a report in late October 2026, though the timing may change as the investigation progresses. It says it will promptly disclose the report's contents and the prevention measures once it receives the report, and that it will consider its future policy in light of the findings.
Nihon M&A Center Holdings expects the effect on consolidated results to be minor and apologised to shareholders for the concern caused.