August 2021 17th Extraordinary General Meeting of Shareholders

Investor Relations

General meeting of shareholders

2021年8月 臨時株主総会

Video of the day

 
Click here for presentation materials on the day (/1.77MB)

ご質問とその回答

当日回答したご質問・ご意見
(事前にいただいた質問すべてを含む)
Proposal No. 1, change of the last day of the business year
Questions about the prospect of listing on the overseas stock market
<Izumo>
Most overseas companies have set a fiscal year end from January 1st to December 31st, and we also wanted to be in harmony with overseas companies, so we submitted this proposal.
We do not plan to list on the overseas stock market at this time, but we may consider it if we find the necessity and advantages while expanding our business overseas in the future.
In addition, there is another reason for arranging overseas. Currently, the number of our shareholders, which exceeds 100,000, is concentrated in Japan.
We are also focusing on diversifying our shareholder composition, and in April 2021, we conducted a public offering for consolidation of Q'SAI for overseas institutional investors.
Proposal No. 2, trade name and change of purpose
Opinions and questions regarding changes in business objectives
<Izumo>
Regarding the change in the purpose of Proposal No. 2, we have received many questions both in advance and on the day of the meeting, and I would like to provide a supplementary explanation.
"We aim to realize a sustainable society including the SDGs," and this determination is included in this amendment to the Articles of Incorporation.
I expected in advance that there would be opinions / questions such as "Isn't it difficult to understand?" Or "Isn't it ambiguous?" Nowadays, it is being called out that it is an unpredictable and uncertain era called VUCA. In this uncertain era, narrowly limiting the business objectives of the Articles of Incorporation may make it impossible to respond quickly to significant changes in the environment and society, and may miss business opportunities. In order for us to respond flexibly to these rapidly changing times, but with the intention of clarifying the direction, we have made the description broad.
In addition, if it meets the 17 goals of the SDGs, we are amending the Articles of Incorporation with the intention of aggressively taking on the challenges of businesses that we are not currently doing. We believe that taking on new challenges in line with changes will contribute to increasing corporate value over the long term.
We are aware that we have a responsibility to show our shareholders the results after the amendments to the Articles of Incorporation have been approved at this general meeting. We would like to ask for your understanding as we will work with preparedness.
We have confirmed with the law firm that there is no legal problem, so we will add that as well.
Proposal No. 2, trade name and change of purpose
Opinions and questions regarding the feasibility evaluation of new businesses
<Izumo>
Highly specialized directors engage in severe discussions and evaluate business feasibility. In addition, the CFO (Chief Future Officer) is also welcomed as an important member responsible for decision-making, and we also refer to the opinions of Generation Z in promoting our business. Please understand that this change in business purpose does not mean that the business will be expanded unchecked in high-risk areas that are unrelated to existing businesses, but rather that business feasibility will be evaluated with discipline from the perspective of contributing to the SDGs. We believe.
Proposal No. 2, trade name and change of purpose
Opinions / questions about business licenses
<Izumo>
Regarding the businesses currently operated by our company that require a license under the business law, we have asked an external law firm to consider it, and we have confirmed that the change in business purpose does not affect the current license. ..
When conducting a new business that requires a license in the future, it is possible to carry out the business at the group company by stating it in the articles of incorporation of the group company, or it is possible for us to newly obtain the approval under the business law. It is.
Proposal No. 2, trade name and change of purpose
Questions about future global expansion of each business and potential partners for commercial plants
<Izumo>
We request that the Articles of Incorporation be amended with a view to expanding overseas.
We will answer one important point each in the healthcare business and the biofuel business.
In the healthcare business, we obtained GRAS certification for food safety in the United States in January 2021, enabling us to export and sell to the United States. The United States is the largest health food market in the world, and we would like to take advantage of Japan's unique strengths to penetrate and develop Euglena.
Regarding the biofuel business, not only domestic companies but also multiple overseas companies are considering candidates for commercial plant partners. Global demand for biofuels is increasing, with more than 350,000 biofuel flights worldwide already. On the other hand, there are only five flights with domestic biofuels in Japan, including two flights with our SUSTEO. From now on, I will do my best to catch up with and overtake overseas.
We will advance both the healthcare business and the biofuel business not only in Japan but also overseas.
Proposal No. 2, trade name and change of purpose
Questions about meat substitutes made from Euglena
<Izumo>
Regarding Proposal No. 2, I have a question about the specific business content for achieving the SDGs, but I will answer it because I had a question in advance.
The need for meat / artificial proteins is increasing, and there is growing recognition that livestock production is a burden to the global environment. In the conventional articles of incorporation, it was Euglena", but if the articles of incorporation are new in line with SDGs, alternative meat / artificial proteins will be manufactured from Euglena Starting a business to do business as a new business can be easily expressed as corresponding to SDGs Nos. 2 and 13. Since the business content is in line with the new Articles of Incorporation, we would like to seriously consider the production of meat / artificial proteins that contribute to responding to protein crises and reducing greenhouse gas emissions.
By approving the new Articles of Incorporation, we aim to become a company where our research and sales colleagues can work hard and take on challenges even in such a novel business. We would like to ask our shareholders for their understanding with the aim of becoming a company that can respond quickly and flexibly to changes in society and developing a business that contributes to business growth and long-term improvement of corporate value.
Proposal No. 3, change in the total number of issuable shares
Questions about funding demand and plans to increase capital
<Izumo>
In April 2021, we made an overseas public offering to make Q'SAI a consolidated subsidiary. As a result, the number of issued shares is 109,760,062 compared to the current 150 million issuable shares.
There are no specific plans to increase capital at this time, but we have decided to request an increase in the number of issuable shares at this extraordinary general meeting in order to enable flexible financing while further expanding our business. ..
It goes without saying that the use of the raised funds is limited to contributing to the improvement of corporate value and business growth, but we will continue to strive for the improvement of shareholder value and business growth, which is surplus even after deducting the dilution. ..
Proposal No. 5, Appointment of Directors
Questions about the expected dividend timing
<Izumo>
We are worried that the deficit continues.
However, according to the earnings forecast for the fiscal year ending December 2021, the adjusted EBITDA is about to turn profitable.
The deficit for several years will be used for upfront investment in the biofuel business, specifically for the operating costs of the Tsurumi demonstration plant in Yokohama.
We are aware that our shareholders have high expectations for the commercialization of this biofuel business, so we will not pay dividends until the commercialization of the biofuel business is achieved in 2025. Our policy is to use it as a fund for growth and research and development. Thank you for your understanding.
Questions / opinions that could not be answered on the day
Proposal No. 2, trade name and change of purpose
Questions about brand public relations strategies for companies and products because the company name "Euglena
企業ブランドについては、これまで各種リリースやメディアを活用しながら、サステナビリティ軸での認知度向上に向けた事業運営や、SDGs/ESGに関する取り組みを行ってまいりました。代表的な例としては、バイオ燃料事業におけるサステオ燃料のパートナー拡大や利用に際して記者発表会、会社と未来を変えるすべての業務を担うCFO(Chief Future Officer:最高未来責任者)というポジションの新設などがあります。
企業と商品名を一致している点については、健康意識の高さとサステナビリティ意識の高さには一定程度相関関係があることも調査の結果分かっております。そのため、ユーグレナ商品をきっかけにユーグレナ社を知っていただいたお客さまが、ユーグレナ社のサステナビリティに関する取り組みを知ることで、顧客満足度が高まると考えております。
ヘルスケア事業における商品ブランドについては、2019年から食品のリニューアルに着手し、各商品におけるブランドデザインやメッセージの統一、自社ECサイトのユーザーエクスペリエンス(UX)向上に向けた取り組み、TVCMなどによるマスプロモーションを順次実施しております。
まだまだ道半ばではありますが、引き続き企業及び商品それぞれにおける広報活動を強化するとともに、企業ブランド/商品ブランド間のシナジーを創出できるような仕組みを構築してまいる所存です。
About the composition of the bill
Question about the intention to divide the bill for amendment of the articles of incorporation into bills 1-4
株主の皆様方のご意見を定款変更の内容個別にご判断頂けるよう、定款変更を内容に応じて4つの議案に分割し、個別に賛否を表明頂けるようにいたしました。
Opinions on the holding and operation of the Virtual Only General Meeting of Shareholders
「多くの株主にとって、「バーチャルオンリー株主総会」には不慣れで、対応や順応が困難である。書面(招集通知)の活字も小さく、読みづらい。今後、一層の配慮をお願いする。」との貴重なご意見をいただきました。ありがとうございます。
次回以降、より参加していただきやすくなるよう配慮してまいります。

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