On November 25, Kusim <2345> announced a resolution recommending resignation for one director and an announcement regarding the establishment of an internal investigation committee.
The director who received the recommendation to resign is Mr. Hirotaka Tahara (hereinafter “Mr. Tahara”). In early 2024/11, Mr. Hirotaka Nakagawa, the representative director of Kusim, was approached by Mr. Tahara to introduce the president and representative director (hereinafter “Mr. A”) of a company listed on the Tokyo Stock Exchange Standard Market, and when an opinion exchange meeting was held, Mr. Tahara mentioned undisclosed company information (hereinafter “important facts”) about Kusim in front of Mr. A. Also, at this opinion exchange meeting, there were suggestions from Mr. A, who is the recipient of information on the important facts of Kushim, that Mr. Tahara made a statement that it can be confirmed that the important facts of Kushim have been shared, that they directly or indirectly hold Qsim shares, and that it is possible to bring bitcoins from mainland China to Zaif Co., Ltd., which is a consolidated subsidiary of Qusim. This proposal was accompanied by concerns about money laundering and included content that ignored FATF (Financial Activity Working Group) standards that domestic crypto asset exchangers should comply with, and not only was there a risk that it would have a serious impact on the economic base of Qusim, but it could also lead to national economic security risks.
Also, from Mr. A, the recipient of information on important facts, the real name of the representative of the company also listed on the Tokyo Stock Exchange Prime Market came out, and since there were statements that questioned his involvement in the above proposal, Kushim determined that there were serious concerns about the possibility of inappropriate acts that went beyond the disclosure of important facts, and for the purpose of confirming the presence or absence of Mr. Tahara's involvement in insider trading, 2024/11 At the end of the month, preliminary investigations such as hearings with Mr. Tahara were conducted by external lawyers who had no interest with Kusim. As a result of this preliminary investigation, it was discovered that from around 2024/7 to 2024/10, Mr. Tahara leaked company information including important facts about Qsim obtained through the board of directors etc. to multiple customers and shareholders using his position as a Kushim director, etc., and there is a suspicion that the other party is trading Qsim shares based on that information.
Of course, there are doubts about involvement in insider trading, and if buyouts for Qsim shares are progressing, it will be the first case of an important infrastructure company taken over after capital market reform (2014 Ito Report).
Furthermore, it is said that Kusim determined that the act could cause a violation of insider trading regulations stipulated in the Financial Instruments and Exchange Act, and that the current act of leaking information itself is worthy of a resignation recommendation. Also, based on the investigation results of the preliminary investigation, it is thought that transactions falling under insider trading regulations due to Mr. Tahara's information leak span a wide range, and in view of the importance of this incident, we plan to take appropriate measures with an investigation report from the internal investigation committee.