Governance structure
Implemented and ongoing (measures for responding to large-scale purchases and other matters)
Pre-agreed countermeasures in preparation for an unsolicited takeover attempt.
The Board of Directors resolved to oppose the shareholder proposal for the election of 7 directors.
| Item | Details |
|---|---|
| Committee | Nomination and Compensation Committee (a majority of whose members are independent outside directors) |
| Takeover defenses | Implemented and ongoing (measures for responding to large-scale purchases and other matters) |
| Changes this time | The Board of Directors resolved to oppose the shareholder proposal for the election of 7 directors. |
Items this document does not state (5)
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 cited the achievement of record-high profit under the current management structure, progress on organizational reorganization and structural reforms, and the payment of commemorative and higher dividends. It also cited the inability to sufficiently confirm the shareholder proposal candidates’ understanding of the business, management capabilities and commitment to compliance, as well as findings by a Special Investigation Committee that the former representative directors and others had diverted company assets for personal use and had violated procedures under the company’s measures for responding to large-scale purchases and other matters.