- Press Release
Notice of Change of Representative Director (Retirement)
ENECHANGE (hereinafter referred to as “the Company”) hereby announces that its Board of Directors has resolved today to implement the following changes to its representative directors, following Yohei Kiguchi’s resignation from his position as Representative Director.
1. Reasons for the Transfer
As announced in the “Notice on the Publication of the Investigation Report of the External Investigation Committee*” dated June 27, 2024, the Company has been investigating the previous accounting treatment that deconsolidated the SPC (EV Charging Infrastructure 1 LLC) in the Company’s EV charging business (hereinafter referred to as the “Accounting Treatment”). In March 2024, the Company established an external investigation committee of independent external experts to investigate the matter and received an investigation report from the external investigation committee on June 21, 2024. The report by the External Investigation Committee, highlighted findings including (i) issues in internal control, (ii) inappropriate language and behavior by the manager responsible for the preparation of consolidated financial statements of a listed company, and (iii) problems in communication with the accounting auditor, which led the accounting auditor to make factual errors in relation to this accounting treatment. Additionally, KPMG AZSA LLC indicated that, based on the contents of the investigation report, there are still significant facts that could affect the determination of the scope of consolidation, such as (i) the impact of Mr. Kiguchi’s personal loans on the scope of consolidation, and (ii) the impact of the explanation to investors regarding the excercise conditions of the put option on the scope of consolidation. In light of the report’s opinion that there are anomalies causing the material misstatement, it was determined necessary to clarify Mr. Kiguchi’s responsibility as CEO for the series of issues arising from the accounting treatment in question.
Mr. Kiguchi was elected as a director by resolution of the Company’s 9th Annual General Meeting of Shareholders held on March 28, 2024 (hereinafter referred to as the “Annual General Meeting”). However, in light of the above, Mr. Kiguchihas submitted a request to decline the appointment as a director of the Company, and the Company’s Board of Directors accepted this requestat its meeting held today. Therefore, Mr. Kiguchi is scheduled to retire as CEO and Director of the Company at the conclusion of this Annual General Meeting of Shareholders.
As for his successor as Representative Director, Mr. Masayoshi Hirata (hereinafter referred to as the “Mr. Hirata”), upon resolution by the Board of Directors after the conclusion of the Continuation Meeting of the Annual General Meeting of Shareholders to be held on July 30, 2024, as described in 2 below, will be appointed as Chairman of the Board of Directors.
With regard to representative directors and the new management structure after September 3, 2024, as stated in Section 2 below, it is our intent to select Mr. Tomoya Maruoka as a candidate for representative director CEO and Mr. Tatsuya Sogano as a candidate for representative director COO. Once these are formally resolved by the Board of Directors, they will be disclosed and put on the agenda of our Extraordinary General Meeting of Shareholders to be held on the same day.
* “Notice Concerning the Publication of the Investigation Report by the External Investigation Committee” dated June 27 is disclosed solely in Japanese.
2. Names and job titles of new and old Representative Directors
Name | New job title | Former job title |
Yohei Kiguchi | – | Representative Director and CEO
(Through July 30, 2024) |
Masayoshi Hirata | Chairman of the Board of Directors (Representative Director)
*(July 30, 2024 – September 3, 2024) |
– |
Tomoya Maruoka | Representative Director and CEO
(From September 3, 2024) |
Executive Officer CFO
(Through September 3, 2024) |
Tatsuya Sogano | Representative Director and COO
(From September 3, 2024) |
Senior Executive Officer CMO
(Through September 3, 2024) |
*Mr. Hirata will continue to serve as Chairman of the Board of Directors from September 3, 2024, and will be involved in ensuring the implementation of measures to prevent a recurrence of such situations in the Company.
3. Regarding the Representative Directors
(1) Brief biography of the Representative Director
Name | Brief biography |
Hirata Masayoshi | Masayoshi Hirata serves as the Representative Executive Officer and CFO of Toshiba Corporation. In April1996, he assumed the role of Executive Director and CFO at ToshibaInformation Systems U.K.,
becoming the head of finance. Subsequently, after serving as CFO in multiple companies, he took on the position of Executive Officer and CFO in September 2015, overseeing the finance department and actively contributing to the reconstruction efforts during a period of management crisis. Currently, he is actively involved as a Senior Manager and Advisor in various business companies and accounting firms. |
(2) Expected inauguration date:July 30, 2024 (planned)
4.Regarding candidates for the position of Representative Director
(1) Brief biography of the candidate for Representative Director
Name | Brief biography |
Tomoya Maruoka | After graduating from the School of Political Science and Economics at Waseda University, Maruoka joined the Development Bank of Japan Inc. and was engaged in domestic and international investment and financing operations for about four years. He then spent four years at McKinsey & Company’s Tokyo office, where he was involved in corporate growth strategy planning, M&A operations, and investor services, including due diligence. He then spent a further four years at McKinsey & Company’s New York and London offices, where he was also involved in M&A and due diligence work for local investors. After returning to Japan, he was involved in corporate strategy planning and business alliances at an operating company from 2022, before being appointed Executive Officer and CFO of ENECHANGE Ltd. in February 2024. |
Tatsuya Sogano | Graduated from the Faculty of Commerce and Management at Hitotsubashi University in 2013. He was a member of a venture company for two years as a student, working on starting up and running new web services. After graduating, he joined P&G, where he was in the department that handled market and consumer surveys. In June 2015, he joined ENECHANGE Co., Ltd., and mainly worked on running services for households. In July 2019, he was appointed an executive officer of ENECHANGE, and is in overall charge of the Enechange Division, which promotes services aimed at households such as the Enechange electricity and gas charges comparison site. |
(2) Expected inauguration date:September 3, 2024 (planned)
We sincerely apologize to our shareholders, investors, and stakeholders for any concerns this may have caused.
■ENECHANGE Ltd.
ENECHANGE is an energy technology company that promotes a carbon-free society through digital technology with the mission of Changing Energy For A Better World. We offer services based on data utilization in the field of the 4Ds of Energy: Deregulation, Digitalization, Decarbonization, and Decentralization. Our company’s roots come from an energy data lab at the University of Cambridge, U.K., a country where liberalization is mature. ENECHANGE has a British subsidiary, SMAP Energy Limited, as well as a global network and analytical technology for energy data.
URL: https://enechange.co.jp/en/
■For inquiries
ENECHANGE Ltd.
pr@enechange.co.jp