Strengthening Governance by Separating Decision-Making and Oversight from Execution
First written in FY2016. 4 of 10 entries say "Advanced", first in FY2017. Latest entry: 2026-06-26.
105 other companies' latest entry also says "Restated".
- 2026-06-26RestatedGovernance
「The Company’s corporate governance structure」
The corporate governance structure is presented in a diagram showing the relationships among the Nomination and Compensation Committee, Board of Directors, Audit & Supervisory Board, Representative Directors, Management Committee, Executive Officers Committee and Audit Office, among others. - FY2026Change of Representative Director and PresidentAnnual report
「April 2026: Representative Director and Executive Officer, President (incumbent)」
The president will change from the former Representative Director and Executive Officer, President, Mori-shita Kakue (森下覚恵), to Masuda Hiroshi (益田浩史) in April 2026. The Board of Directors will continue to comprise 7 internal directors and 6 outside directors. - 2026-06-05RestatedGovernance
「All persons who meet the qualifications for independent officers have been designated as independent officers (*1).」
The Company continues to designate outside director candidates and outside audit & supervisory board member candidates as independent officers and to report that they will supervise and monitor the execution of duties from an independent and objective standpoint. - FY2024AdvancedAnnual report
「The Board of Directors comprises 7 directors, Kaku'e Morishita (森下覚恵), Momoki Nakamura (中村百樹), Minoru Kugimoto (釘本実), Akihiko Sechi (瀬知昭彦), Hiroshi Masuda (益田浩史), Iwao Aso (麻生巌) and Yasunobu Yakimiya (屋宮康信), and 6 outside directors, Tatsujirō Naito (内藤達次郎), Kazuhiro Fujita (藤田和弘), Yoshitaka Oshima (大島義孝), Yoko Atsumi (渥美陽子), Sōnosuke Kamiya (神谷宗之介) and Tomoharu Kato (加藤智治),」
While maintaining the basic structure of separating decision-making and oversight from business execution, together with the Audit Office and Nomination and Compensation Committee, the Board of Directors changed to a composition of 7 inside directors and 6 outside directors. A Sustainability Committee has also been established as a body reporting to the Management Committee. - FY2021AdvancedAnnual report
「The Board of Directors comprises 4 directors, Kenichi Osumi (大隅健一), Kaku'e Morishita (森下覚恵), Minoru Kugimoto (釘本実) and Momoki Nakamura (中村百樹), and 4 outside directors, Tatsujirō Naito (内藤達次郎), Kazuhiro Fujita (藤田和弘), Yoshitaka Oshima (大島義孝) and Yoko Atsumi (渥美陽子),」
While maintaining the basic structure of separating decision-making and oversight from business execution, together with the Audit Office and Nomination and Compensation Committee, the Board of Directors changed to a composition of 4 inside directors and 4 outside directors. In addition, a Compliance Promotion Committee under the direct supervision of the President was scheduled to be established on 1 July 2021. - FY2019AdvancedAnnual report
「In addition, to ensure the fairness, transparency and objectivity of procedures relating to the nomination and compensation of directors and enhance corporate governance, the Company has established a voluntary Nomination and Compensation Committee as an advisory body to the Board of Directors.」
While maintaining the existing separation of decision-making and oversight from business execution and the audit framework operated by the Audit Office, the Company newly established a Nomination and Compensation Committee as an advisory body to the Board of Directors. The Board of Directors comprises 5 inside directors and 3 outside directors. - FY2018Changes in the composition of the Board of Directors and the name of the Audit OfficeAnnual report
「The Company has established a Board of Directors, Board of Corporate Auditors, Management Committee and Executive Officers Committee, separating decision-making and oversight from business execution within its management structure. It has also established an Audit Office that works with the corporate auditors to conduct operational audits and assess the effectiveness of internal controls, thereby seeking to strengthen corporate governance and ensure the reliability of financial reporting.」
While maintaining the basic governance structure, the name of the organization responsible for internal audits changed from the Planning Office to the Audit Office, and the Board of Directors comprises 5 directors and 2 outside directors. - FY2018-Q2Officer ChangesAnnual report
「Representative Director and Chairman Mizushima Hisao (水島 久尾) 10 November 2017」
The quarterly report records the retirement of the Representative Director and Chairman as a change in officers. It does not describe any resulting assessment of the governance structure or changes in policy. - FY2017AdvancedAnnual report
「The Board of Directors comprises 6 directors and 2 outside directors. Regular meetings are held monthly and extraordinary meetings are held as necessary. The Board makes decisions on important matters in accordance with the Board of Directors Regulations, oversees the execution of business and works to strengthen its management-monitoring function.」
The Company maintains its framework separating decision-making and oversight from business execution and states that the Board comprises 6 directors and 2 outside directors. - FY2016First statedAnnual report
「The Company has established the Board of Directors, Board of Statutory Auditors, Management Committee and Executive Officers’ Committee, separating decision-making and oversight from business execution within its management structure. It has also established the Planning Office, which works with the statutory auditors to conduct operational audits and evaluate the effectiveness of internal controls, thereby strengthening corporate governance and ensuring the reliability of financial reporting.」
The filing describes the framework for decision-making and oversight, business execution and auditing through the Board of Directors, Board of Statutory Auditors, Management Committee, Executive Officers’ Committee and Planning Office.