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Reading companies through their disclosures

Kessan Tanshin vs. Securities Report: Which Japanese Filing to Read, and When

Why does a Japanese company's results appear in two separate filings — the kessan tanshin (earnings report) and the yūka shōken hōkokusho (securities report)? This entry guide sorts out the difference between timely disclosure and statutory disclosure, the gaps in timing, audit, and content, and the 2024 overhaul of quarterly disclosure.

Kessan Tanshin vs. Securities Report: Which Japanese Filing to Read, and When

Once you start following the results of listed Japanese companies, you notice that the same company’s performance for the same period shows up in two separate filings: the kessan tanshin (earnings report) and the yūka shōken hōkokusho (annual securities report). When the news says a company “announced its earnings today,” it is usually the earnings report; a thick securities report follows separately, months later. The two documents differ in purpose and legal basis, and knowing which to read and when makes company disclosure far easier to work through.

This is an entry guide, for people just starting to read disclosure, on how the earnings report and the securities report divide the work. Reading specific line items and metrics is covered in the related guides at the end.

Kessan tanshin — the fast report issued “immediately” once results are set

The earnings report (kessan tanshin) is a filing made under the stock exchange’s timely disclosure rules. The Tokyo Stock Exchange (TSE) states that “when the content of results for a fiscal year, interim period, or year-to-date quarterly period has been determined, disclosure of that content is required immediately,” and positions the earnings report as playing “a preliminary, fast-report role ahead of the securities report, which is statutory disclosure” 1. The Japanese Institute of Certified Public Accountants (JICPA) likewise describes the earnings report as “a summary of the key points of results” and “preliminary information” 2.

Being a fast report has two consequences. One is speed of disclosure. For full-year results, the TSE requests that disclosure within 45 days after the fiscal period-end is appropriate, and that disclosure within 30 days (or, if the period-end is a month-end, within the following month) is more desirable 1. The other is that it does not wait for an audit. On the earnings report, the TSE states that “completion of audit or review procedures is not a requirement for disclosure,” and that in practice “a majority of listed companies disclose their earnings reports before the completion of audit and similar procedures” 1. The JICPA also cautions that the earnings report is “information issued before the CPA audit is complete, so the possibility of revision remains” 2.

In short, the earnings report is a filing that prioritizes speed over precision, delivering figures that have not yet cleared an audit as a “fast report.” The format is set uniformly by the exchange, which requires all listed companies to prepare it 2, so it is also easy to compare across companies in the same format.

Securities report — the audited, comprehensive statutory disclosure

The securities report (yūka shōken hōkokusho), by contrast, is a statutory disclosure document whose filing is mandated by the Financial Instruments and Exchange Act 4. The filing deadline is within three months after the fiscal year-end; for a company with a March year-end, that means the end of June 4. Whereas the earnings report comes out one to two months after the period-end, the securities report takes more time to prepare.

A major difference is the audit. Companies subject to the filing obligation must not only submit the securities report but also undergo an audit by an audit firm or certified public accountant 4. Unlike the earnings report, which is a fast report, the financial statements in the securities report are finalized information that has passed an audit.

Its content is also broad. It includes an overview of the company and its businesses, management policy, business risks, and financial statements such as the balance sheet, income statement, and cash flow statement 4. It is filed with the Prime Minister, and anyone can view it free of charge through EDINET, the disclosure system operated by the Financial Services Agency 4. If you want a fast read of the numbers, the earnings report; if you want to sit down and study a company including business risks and management policy, the securities report — that is the division of labor.

Compared side by side

Key differences: earnings report vs. securities report
Item Earnings report (tanshin) Securities report (yūhō)
BasisExchange timely-disclosure rulesFinancial Instruments and Exchange Act (statutory)
NatureFast reportFinalized, comprehensive
Timing guidelineWithin 45 days of period-end (30 preferred)Within 3 months of fiscal year-end
AuditNot required before disclosure (may precede audit)Audit by CPA/audit firm mandatory
Where to readTDnet / company IR sitesEDINET (free)
Main contentKey results & forward guidanceCompany overview, business risks, management policy, financials
出典: TSE (earnings-report FAQ) / JICPA / Financial Instruments and Exchange Act (see sources [1][2][4]) The '45 days / 30 days' timing is the TSE's guideline for full-year earnings reports. The securities report's 'within three months' is the statutory filing deadline.

Quarterly disclosure changed in 2024 — the “quarterly report” is gone

One thing worth knowing when reading disclosure is the overhaul of quarterly disclosure that took effect in 2024. Previously, listed companies filed a statutory “quarterly report” (shihanki hōkokusho) each quarter, but an amendment to the Financial Instruments and Exchange Act, enacted in 2023, abolished it. The related cabinet orders and Cabinet Office ordinances were promulgated on March 29, 2024, and took effect on April 1, 2024, and the quarterly report became unnecessary for quarterly accounting periods beginning on or after the effective date 3.

With the abolition, disclosure was reorganized into two tracks. The second quarter (interim period) was carried over to a new statutory disclosure document, the “semiannual report” (hanki hōkokusho) 3. And disclosure for the first and third quarters was consolidated into the “quarterly earnings report” (shihanki kessan tanshin) based on TSE exchange rules 5. With the statutory quarterly report gone, the exchange-rule earnings report became the primary vehicle for conveying quarterly results.

As part of this consolidation, the content of the quarterly earnings report was also expanded. According to Deloitte’s commentary, information for which investor demand is especially strong — such as segment information and cash flow information — was added to the quarterly earnings report 5. A review by an auditor is, in principle, voluntary, and becomes mandatory when conditions such as accounting fraud apply 5. When following the finer quarterly figures, remember that you now look at the “quarterly earnings report,” not the “quarterly report.”

Which one to read, and when

Prioritize the earnings report for speed, the securities report for accuracy and comprehensiveness — that is the basic division of use. To grasp the broad shape of results and a company’s outlook on the day of the earnings announcement, read the earnings report; to sit down and study segment-level detail, risks, and management policy, read the securities report. For mid-period quarterly progress, from 2024 onward you follow the quarterly earnings report.

The earnings report is available on TDnet and each company’s IR site, and the securities report on EDINET — both free to read. As a next step, how to find filings on EDINET and how to read specific line items within the documents are collected in the related guides below.

Sources

  1. Earnings report / quarterly earnings report preparation guidelines (FAQ) - Japan Exchange Group (TSE). Positioning, disclosure timing, and audit requirements of the earnings report
  2. Accounting and auditing glossary: kessan tanshin - Japanese Institute of Certified Public Accountants
  3. Key points of the cabinet orders and ordinances on abolishing the quarterly reporting system - EY Japan (May 23, 2024)
  4. What is a securities report? Filing obligations, timing, and how to view it - freee (disclosure under the Financial Instruments and Exchange Act, filing deadline, EDINET, and audit)
  5. Review of the quarterly disclosure system - Deloitte Tohmatsu Group (consolidation into the quarterly earnings report, added disclosures, and review)