Gurunavi : Notice of Transition to a Company with an Audit & Supervisory Committee, Partial Amendments to the Articles of Incorporation and Change in Directors
May 24, 2023 at 02:16 am EDT
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Name of Listed Company:
Gurunavi, Inc.
Listed Stock Exchanges:
Tokyo Stock Exchange
Stock Code:
2440
Representative:
Akio Sugihara, President
Notice regarding the Transition to a Company with an Audit & Supervisory Committee,
Partial Amendments to the Articles of Incorporation and Change in Directors
May 24, 2023 ̶ Gurunavi, Inc. (the "Company")announces the Company decided the transition from a company with Auditors to a company with an Audit & Supervisory Committee, subject to approval at the 34th Ordinary General Meeting of Shareholders (the "Ordinary General Meeting") of the Company to be held on June 21, 2023. In conjunction with this change, the Company also announces the Company decided to submit proposals for partial amendments to the Articles of Incorporation and changes in Directors after the transition to a company with an Audit & Supervisory Committee to the Ordinary General Meeting.
1. Transition to a company with an Audit & Supervisory Committee
Purpose of transition
In order to further enhance corporate governance and improve the fairness, transparency, and efficiency of management by strengthening the auditing and supervisory functions of the Board of Directors and by delegating authority for prompt decision-making and business execution, the Company has decided to transition to a company with an Audit & Supervisory Committee.
Schedule of transition
The Company plans to transition to a company with an Audit & Supervisory Committee upon approval of necessary amendments to the Articles of Incorporation at the 34th Ordinary General Meeting of Shareholders of the Company to be held on June 21, 2023.
2. Partial Amendments to the Articles of Incorporation
Purpose of the amendments
In conjunction with the transition to a company with an Audit & Supervisory Committee as described in 1. above, the Company will establish new provisions concerning the Audit & Supervisory Committee and the Audit & Supervisory Committee Members, delete provisions concerning the Audit & Supervisory Board and the Audit & Supervisory Board Members, alter the numbering of chapter and articles following the above amendments and make corrections to inconsistencies to format the document.
Schedule of amendments
Date of Ordinary General Meeting of Shareholders to amend the Articles of Incorporation: June 21, 2023
Effective date of amendments to the Articles of Incorporation: June 21, 2023
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3. Change in Directors
Candidates for Directors (excluding Directors who are Audit & Supervisory Committee Members)
Name
New title
Current title
Hisao Taki
Chairman and Director
Same as left
Akio Sugihara
President and Representative Director
Same as left
Koichi Tsukihara
Outside Director
Same as left
Hirohisa Fujiwara
Outside Director
Same as left
Kazunori Takeda
Outside Director
Same as left
Yui Ono
Outside Director
Same as left
(2) Candidates for Directors who are Audit & Supervisory Committee Members
Name
New title
Current title
Director
Kiyoshi Suzuki
Audit & Supervisory Committee Member
Auditor (Full-time)
(Full-time)
Taketeru Minaki
Outside Director
Outside Auditor
Audit & Supervisory Committee Member
Hidehiko Sato
Outside Director
Outside Director
Audit & Supervisory Committee Member
Yoshio Ishida
Outside Director
Outside Auditor
Audit & Supervisory Committee Member
Auditor who will resign
Name
Current title
Tadaaki Asanuma
Outside Auditor
Schedule of change June 21, 2023
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Disclaimer
Gurunavi Inc. published this content on 24 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 May 2023 06:15:03 UTC.
Gurunavi, Inc. is an Internet search service provider. The Company provides promotion services of various restaurant information to users through personal computers, mobile phones and smart phones by the operation of Website for restaurant information under the name Gurunavi. It also engages in development of products and sales promotion support services for food producers and food manufacturers. The related business operates a virtual shopping district to sells food on the Internet, delivery site, wedding information site, local information site, Tokyo odekake information site, tourist information site, among others.
Gurunavi : Notice of Transition to a Company with an Audit & Supervisory Committee, Partial Amendments to the Articles of Incorporation and Change in Directors