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Governance1885TOA CORPORATIONConstruction and Materials

Summary of the Results of the Evaluation of the Effectiveness of the Board of Directors

The Board’s effectiveness was evaluated for FY2025, and the evaluation scores improved from the previous fiscal year. Improvements were confirmed, including the transition to a monitoring-type board in which outside directors comprise a majority, while challenges remain in the oversight of risk management and succession planning.

Worth reading
86Important
Scored from 3 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
—
Displayed only when the document provides numerical figures.
Wording
Conditional
How definitive the wording is.

Governance structure

Company with an Audit and Supervisory Committee
Number of directors9 directors in total, including 5 outside directors (2 outside directors among the 5 directors who are not Audit and Supervisory Committee members, and 3 outside directors among the 4 Audit and Supervisory Committee members)
Committee3
Nomination and Compensation CommitteeSustainability CommitteeRisk Subcommittee
Changes this time

Transition to a monitoring-type board in which outside directors comprise a majority, with an outside director serving as Chair of the Board. The Board Regulations were revised to expand the scope of delegated authority for important business execution. Coordination between the Nomination and Compensation Committee and the Board was strengthened, and a Risk Subcommittee was established.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit and Supervisory Committee
Number of directors9 directors in total, including 5 outside directors (2 outside directors among the 5 directors who are not Audit and Supervisory Committee members, and 3 outside directors among the 4 Audit and Supervisory Committee members)
CommitteeNomination and Compensation Committee (proportion of outside members: Not disclosed), Sustainability Committee, Risk Subcommittee
Changes this timeTransition to a monitoring-type board in which outside directors comprise a majority, with an outside director serving as Chair of the Board. The Board Regulations were revised to expand the scope of delegated authority for important business execution. Coordination between the Nomination and Compensation Committee and the Board was strengthened, and a Risk Subcommittee was established.
Items this document does not state (4)
Number of independent officersPolicy 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.

Improvements were confirmed through open and vigorous discussions, including with outside directors, improvements to the Board’s operating methods, and enhanced information provision. At the same time, we recognize the need for further enhancement in risk management, oversight of material risk matters, and monitoring of succession planning.

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.
Summary of the Results of the Evaluation of the Effectiveness of the Board of Directors | TOA CORPORATION (1885) timely disclosure | Komori