Information has been received by Union that Mr. Makoto Watanabe of Last Mile Co., Ltd. has explained internally that the former officer “was involved in tax evasion and fraud cases while serving at Last Mile.”
The union does not accept that the former officer actually committed tax evasion or fraud, nor does it believe that he will be arrested or charged in the future.
However, if Watanabe himself explains it that way, another question arises for the company.
If the incident occurred during the last mile of the campaign, when will the last mile be disclosed?
That's all there is to it.
The rules of the Tokyo Stock Exchange require that, even if no name is listed in the individual disclosure items, any fact regarding the company’s management, operations, or assets that significantly impacts investors’ judgment must be disclosed. In principle, when a company recognizes an important occurrence, the necessary disclosure must be made “immediately.”
So,
"I'm the retired board member now."
So it's not a valid answer.
As Watanabe explained, the problem is the "Actions during the term of office"Then, the relationship with the company itself becomes the question.
So, were there any other allegations of misconduct or fraud against that former officer?
The Miyahata Memorial in the Fukuoka High Court and the Kagoshima District Court also lists the names of individuals other than the former official, including Mr. Watanabe.
Is the company gathering information from Mr. Watanabe to conduct an investigation?
Did it affect accounting, tax, transactions, or internal control?
And if you have gained new knowledge,Was the decision to re-disclose information in a timely manner or to comply with legal requirements made based on the current information?
You just need to answer this question.
And one more thing. Is insider management okay?
Furthermore, there is information that cannot be overlooked.
From within the company, members have asked for information regarding criminal cases involving former executives.There is no clear control from the management department, such as "Since it is important information, please refrain from trading."There are also voices saying that.
If this is true, the company needs to explain it.
Of course, this information does not at this point constitute a determination that it falls under the “material facts” under the Financial Instruments and Exchange Act.
However, the Tokyo Stock Exchange requires listed companies to prevent insider trading.
Establishing internal systems to ensure that undisclosed company information does not leak to the outside world or be used improperly.
And then,
Employees and executives who learned of undisclosed important facts must not sell their company shares before the information is made public.
They are clearly seeking to clarify this.
In other words, the company
"This is a major criminal case during my term in office; legal action has already been taken."
While we are talking internally,
"But we don't manage it as important information."
In that situation, of course, consistency is called into question.
Isn't that important?
Is it important?
Which one is it?
The only thing I want to ask the company is this.
If Watanabe Makoto recognizes that the tax evasion or fraud occurred during his term in office, when will he determine whether to disclose it in a timely manner or in accordance with the law, and what necessary disclosures will be made?
If they have information about other scandals or allegations of wrongdoing involving that former officer, how far will they investigate and how far will they explain it to the market?
And regarding the internal members who know this information, what management and trading controls are in place for insider information?
That's all there is to it.
Furthermore, this system does not require “individual reporting to the Financial Services Agency if a criminal case arises.” The problem lies in the fact that it is necessary depending on the facts of the case.Whether timely disclosure to the Tokyo Stock Exchange, statutory disclosure under the Financial Instruments and Exchange Act, and proper consideration of information management and internal reporting within the company have been taken into accountThat is so.
The company itself has also announced its policy of emphasizing compliance in corporate governance and enhancing the transparency, fairness, and soundness of management.
If so, it's just a matter of explaining.
If you pursue former executives for "misconduct during their term of office," you should explain what was happening in the company during that period of time.
In the final mile of operations, there should be a thorough investigation to see if any fraudulent or false documents were created.
And if you are sharing information within the company that is not available to the public,
Who knows?
Who is in a position to sell or buy?
How is the company controlled?
I'll check that thoroughly.
The company itself should continue to be asked about the disclosure and reporting status, since the more one talks about the former officer's issues, the more it is an "act during his term in office," and since both Watanabe Makoto and Saito Goshi, the listed company's chief financial officer and certified public accountant, have also been subjected to such actions.
Since the "incidents during the tenure" are given importance by senior executives, the company will no longer be seen as an outsider.
Next, it's the turn of the Last Mile to explain.