Section 5: Dialogue with Shareholders
》 General Principle 5
》 Principle 5.1 Policy for Constructive Dialogue with Shareholders
》 Supplementary Principle 5.1.1
》 Supplementary Principle 5.1.2
》 Supplementary Principle 5.1.3
》 Principle 5.2 Establishing and Disclosing Business Strategies and Business Plans
》 Supplementary Principle 5.2.1
General Principle 5
The Company considers it imperative to maintain constructive dialogues with shareholders as part of its efforts to achieve sustained growth and increase its medium- and long-term enterprise value. The IR and PR Group in the Corporate Planning and Strategy Division coordinates the Company’s IR activities, including planning and organizing investor briefing sessions. As part of IR activities, the President and CEO of the Company shares with shareholders financial results and earnings guidance as well as an outline of the Medium-Term Business Plan and its progress, and answers their questions to better understand each other.
Principle 5.1 Policy for Constructive Dialogue with Shareholders
The Company has put the Director and Head of the Corporate Planning and Strategy Division in charge of IR. The IR and PR Group in the Corporate Planning and Strategy Division coordinates the Company’s IR activities, including planning and organizing investor briefings and one-on-one meetings, which serve as a venue for maintaining dialogues with shareholders.
【Implementation of Dialogue with Shareholders, etc.】
Refer to “Investor Relations > Corporate Governance > Dialogue with Shareholders and Investors” on the Company’s website (https://www.artner.co.jp/en/ir/governance/dialogue/).
Supplementary Principle 5.1.1
Director and head of the Corporate Planning and Strategy Division and the IR and PR Group meet with shareholders to discuss their subjects of interest within a reasonable framework.
Supplementary Principle 5.1.2
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Director and head of the Corporate Planning and Strategy Division oversees maintaining dialogues with shareholders, and the IR and PR Group in the division coordinates shareholder dialogues. |
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In preparation for shareholder dialogues, the IR and PR Group coordinates with management, sales, HR, and training divisions to share information. |
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In addition to meeting with shareholders individually, the Company holds investor briefings and posts briefing materials to its website as part of maintaining shareholder dialogues. |
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Opinions and concerns raised by shareholders during dialogues are shared with members of the Executive Team. |
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The Company refrains from communicating with shareholders during a quiet period of three weeks prior to an earnings announcement to avoid unfairly disclosing any non-public financial information perceived as insider information. |
Supplementary Principle 5.1.3
The Company updates its shareholder composition based on the shareholder register updated twice a year—on January 31 and July 31.
Principle 5.2 Establishing and Disclosing Business Strategies and Business Plans
The Company briefs investors on its Medium-Term Business Plan and publishes it on the Company’s website to help shareholders become familiar with the direction that the Company plans to take. The Medium-Term Business Plan outlines the Company’s management and business strategies and establishes targets for net sales, operating profit, and the number of engineers to be retained.
In addition, the Company discloses in the Medium-Term Business Plan its basic policies on earnings plans and capital policies based on its identified cost of capital.
【Action to Implement Management that is Conscious of Cost of Capital and Stock Price】
In part because the Company does not have borrowings, it attaches importance to the cost of shareholders’ equity and recognizes it at approximately 8%. The ROE for the fiscal year ended January 31, 2024 exceeded the cost of shareholders’ equity at 25.3%.
We are working to improve capital efficiency, setting the ROE target at 20% or higher in our Medium-Term Business Plan.
To raise the stock price, we intend to increase our profit every year and determine a dividend amount that will not fall below the previous year’s amount, based on a payout ratio of 50%. The Company’s PBR at the end of the fiscal year ended January 31, 2024 was 5.50 times. We will make continued efforts to enhance our IR activities with an aim of increasing the PBR.
Supplementary Principle 5.2.1
The Company briefs investors on its management policy and business strategies approved by the Board of Directors and publishes them on the Company’s website to help shareholders become familiar with them.
