"Public demand" from senior management and workplace concerns
Further information was provided by a senior official from the Last One Mile project. It is said that Mr. Watanabe Satoru himself is strongly pushing for the publication of the Maizukazuka memo and the recording of his threatening remarks, which are being viewed as problematic. If they are to be published, they are likely to have already prepared to explain the contents.
Meanwhile, information received from senior executives also includes reports of executives expressing strong concerns about the company, becoming mentally unwell, and considering resignation. Management has shown a willingness to go public and take legal action, while employees are considering leaving the company. Can the board handle this discrepancy as just an interpersonal dispute?
If you want it to be published, what do you admit and what do you refute?
According to information from senior management, Watanabe is requesting the public release of not only the Maizukata memo but also recordings of his own remarks. What the union has been concerned about is not just the intensity of the remarks; it is also the point of whether the company’s position, personnel, and reputation were used to dictate who and what should be asked for and what should be given.
If Mr. Watanabe wishes to have the publication made public, please state which statements you acknowledge as your own, which parts you dispute, and how to explain the context of the statements. For the Mamazuka memo as well, please state which versions of the documents you accept as fact and where you deny them. Simply demanding publication and taking responsibility for the content of the statements and the statements themselves is a separate process.
The subject of disclosure may include personal information about third parties or information related to investigations or trials. The desire of the individual to be disclosed does not mean the right to dispose of information about anyone other than the individual themselves. If we are discussing disclosure, I would like to see the necessary scope and accountability set forth.
While demanding documents in a loud voice, the public method of having my explanation be delivered in a low voice is not something that our association has ever envisioned. If we are confident enough to demand public disclosure, we expect the same volume of response.
While calling it "insider information," why do you spread it to senior executives?
According to information from the executives, Watanabe positioned the information he obtained regarding the indictment as insider information, and he was specifically communicating the details to the executives. If he considers the information to be a secret that would have a significant impact on the market, he would first like to be informed about the internal procedures for handling that information.
Which company is referring to which undisclosed facts? How are the already public information and the information that has not yet been made public to be distinguished and shared with whom, and why was the information conveyed based on what business needs? Did the person concerned check the target market and the applicable laws, and consult with the information management officer? Without this verification, simply naming the person is not sufficient for legal assessment.
Regarding information management as a listed company in Japan,Official explanation from JPXWe emphasize timely and appropriate disclosure, the proper management of undisclosed information, and the understanding of regulations among officers and employees. If an important piece of information is considered to be so, it must be communicated to the necessary parties in a controlled manner and its use and sharing must be controlled. This is the response required of a company.
The point of asking about Watanabe’s remarks is not to boast about knowing that information is important, but rather about how that information was managed. If there is a relationship between the sale or purchase of that information and the recommendation of its use by officers and employees or other relevant parties, that should also be verified separately. It would be unfortunate to use the internal “secret” gimmick as a substitute for information management regulations.
What does the explanation of obtaining this information from the National Tax Agency and the Public Prosecutor’s Office refer to?
The source of the information that Watanabe is said to have relayed to senior officials cannot be left unchanged either. If it is said that he obtained information related to the indictment from the National Tax Agency or the prosecution, please explain what, when, in what capacity, and through what procedures he obtained it.
Regarding this point, the Union of Prosecutors in the Omachi Union, another media outlet, also stated:Based on an internal report from Last One Mile Executive Director Watanabe, we are raising questions about the source of the indictment information.Therefore, the explanation being relayed is that Mr. Watanabe spoke about it internally; the actual acquisition route must be confirmed based on specific records.
The published content, materials lawfully provided by those involved in the lawsuit, and non-public information from within the national tax and prosecution authorities should all be handled separately. Just because you have a copy of the indictment does not necessarily prove illegal disclosure by the authorities; however, if you are explicitly emphasizing that the information originates from the authorities, you are naturally required to provide an explanation.
Did the company check not only the name of the document but also the version obtained, the date of acquisition, the position of the provider, the terms of use, and the scope of sharing? If the explanation refers to a duty-related provision from the national tax office or the prosecution, verification of the facts against those authorities will also be necessary. Failing to provide an explanation immediately after asking about the acquisition procedure by mentioning the name of the authority will not help the credibility of the information.
They are very strict about managing other people's information, and the source of their own information is limited to verbal explanations. Is it possible that they intend to distribute such manuals to executives of listed companies?
Employees are saying things like "scary" and "I want to quit." Is the company's safety policy working?
The information from the executives this time conveys the impression that "companies that oppose the government are scary." This is a term of fear expressed by the executives, and it is distinct from the association's determination of the company's characteristics. What we would like the management to answer here is the specific actions and words that led the employees to express such concerns using these terms, and the company's response to them.
The lack of loyalty should not be used as an excuse to ignore mental health issues or the desire to quit. If someone is repeatedly told about lawsuits against someone or talk of delisting from the stock exchange, and feels that they might be implicated, the company must listen to their concerns. Simply considering personnel replacements after a resignation notice has been issued will not address the root cause.
The last mile is,Basic Policy on Severing Relations with Anti-Social ForcesThe company has announced this policy, which emphasizes systematic responses and ensuring the safety of employees. If concerns about the company are coming from within the company, they should explain what to investigate and how to restore confidence in light of that policy. Posting the policy and ensuring employee safety are not the same thing.
Regarding employees who are employees, Article 5 of the Labor Contract Act stipulates as follows.
Under the employment contract, the employer shall make necessary arrangements to ensure that the employee can work while ensuring the safety of their life and body.
According to the Ministry of Health, Labor and Welfare, this safety also includes physical and mental health. Companies should provide industrial health support in line with the individual’s wishes, review work processes and instructions that may cause stress, and ensure there are channels where employees can consult without fear of reprisal. The labor union will not accept a priority that puts the employee’s health second to preparing for legal action.
Mr. Watanabe Teru and public questions to the Board of Directors and Audit & Supervisory Committee
If you wish to proceed with the public hearing and the trial, please first explain the matters that the company can answer. The union would like to ask the following questions:
- Mr. Watanabe asked for the publication of the Maizukuzuka memo and the recording of his remarks. Which documents and statements are you referring to, and what do you accept and what do you dispute?
- Regarding the information provided by the national tax and judicial authorities, have you indicated to the company’s supervisory authority the actual route of acquisition, the position of the provider, the time of acquisition, and the terms of use? How did you distinguish between public and private information?
- What is the basis for determining that insider information was provided? What facts of which issuing company were considered and based on which market or regulatory requirements were the assessments made? Who verified the purpose and necessity of sharing with executives?
- Do you use company personnel, facilities, working hours, and expenses for obtaining, storing, and sharing information, contacting other companies, and preparing for litigation? Can you explain the distinction between the company's purpose and individual interests?
- Do the Board of Directors and the Audit and Supervisory Committee have an understanding of the strong anxiety, mental discomfort, and intention to resign conveyed by senior management? Are interviews conducted with the person themselves in which they can explain without fear of disadvantage, and are necessary support measures implemented?
- Regarding matters for which Watanabe’s own actions are subject to verification, have you established an independent verification channel? Will you investigate across information management, workplace environment, and the use of company expenses, and how will you explain the results?
What the union is demanding is protecting the workers before the public showdown begins.
The public disclosure of recordings or the progress of the trial should not be a reason to put the safety of workers second. The Last Mile Workers’ Union receives information from senior management and demands that the company take the following actions.
- Investigate whether there are any instructions involving executives in personal conflicts and separate necessary actions as company business from anything else. Do not treat those who have reported the issue unfavorably in investigations or personnel matters.
- Preserve the history of obtaining, sharing, and using information related to the indictment, such as recordings, and ensure that the Audit and Supervisory Committee can independently verify this. Instead of looking for information providers, verify the management’s own information management.
- For employees who report concerns or discomfort, please provide consultation based on the individual’s wishes, support for industrial health, and reduce workload in the workplace, and conduct investigations and improvements to the work environment.
If you are feeling anxious about workplace comments or instructions, please keep records that you have legally acquired and the things you have witnessed in a way that makes it possible to identify the date, time, and circumstances. If it is difficult to discuss the matter internally, you can also consult the union, orMinistry of Health, Labor and Welfare "Caring ear" consultation desk guideThis allows you to check with external sources for information about work and mental health. Managers do not have to shoulder the burden of conflicts alone.
What a company should protect is not the decorum of the script presented at the board meeting, but the lives of the employees and the company’s credibility. The transparent use of openness, which is proactive in disclosing materials but passive in dealing with workplace concerns, should be reviewed by the Audit and Supervisory Committee.
I am waiting for Mr. Watanabe's own explanation from the preview of the trial.
If Watanabe wants the public to hear it, what is noteworthy is not just the recording itself; it is the meaning of the statements, the handling of the Makiyazuka memos, the route to obtaining the indictment information, the company’s expenses and personnel, and what kind of explanation will be given about the workplace where executives speak of fear and their intention to quit.
Even in a lawsuit seeking explanation from others, your own statements and the company’s decision are not exempt from questioning. If you are planning to make a big public announcement, you might want to think twice before relying solely on the other side. Please be sure to review the details thoroughly before taking action in the board of directors or audit committee.
The calls for disclosure have come through the executives. What I would like to see next is not a loud announcement, but an explanation with evidence and records. Please look forward to the trial that Mr. Watanabe is planning, including the explanation.