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Governance1417MIRAIT ONE CorporationConstruction and Materials

Notice Concerning the Board of Directors’ Opinion on the Shareholder Proposal

The Board of Directors resolved to oppose the shareholder proposal for the election of 1 outside director. This opposition is based on deliberations by the discretionary Nomination and Compensation Committee, which has a majority of outside directors and is chaired by an outside director.

Worth reading
78Important
Scored from 3 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
1
Outside director election proposal (number of directors)
Wording
Definitive
How definitive the wording is.

Governance structure

Company with an Audit and Supervisory Committee
Board of Directors13 members

This filing states only the number of directors, not how many of them are outside directors.

Number of independent officers5Number

This is the number of people reported to the exchange as independent officers. Whether someone is an outside officer and whether they qualify as independent are separate determinations.

Committee1
Voluntary Nomination and Compensation Committees
Percentage of outside members More than half
Changes this time

The Board of Directors resolved to oppose the shareholder proposal.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit and Supervisory Committee
Number of directorsTotal number 13 / Of which, outside Not disclosed
Number of independent officers5
CommitteeName Voluntary Nomination and Compensation Committees / Percentage of outside members More than half
Changes this timeThe Board of Directors resolved to oppose the shareholder proposal.
Items this document does not state (3)
Policy on cross-shareholdingsTakeover defensesControlling shareholder

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

The company determined that the board structure proposed by the company is optimal for sustainable growth and the enhancement of corporate value over the medium to long term, while the proposed candidate would not complement the experience and skills required to oversee the Environmental and Social Innovation Business, and there is no assurance that the company would receive the advice and oversight it expects. The company also explained that there are no governance deficiencies or shortcomings in its oversight functions, and that the current structure provides fully functioning independent oversight, including protection of minority shareholders.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Concerning the Board of Directors’ Opinion on the Shareholder Proposal | MIRAIT ONE Corporation (1417) timely disclosure | Komori