Institutional and Organizational Reforms Making 2018 the “First Year of Governance Reform”

「The company is advancing the global rollout of group governance by establishing a framework to promote post-merger integration following MDC's conversion into a wholly owned subsidiary, including the existing group builders in the United States.」

「In terms of governance, under the policy of the Sixth Medium-Term Management Plan to strengthen governance through both top management and business management, in addition to the Board of Directors' effectiveness evaluations conducted previously, we began evaluations by an external organization of the effectiveness of the Audit & Supervisory Board and its audit activities from fiscal 2023. We also worked to improve audit quality and the operation of the Audit & Supervisory Board by identifying matters requiring priority consideration going forward. In addition, we are advancing the global rollout of group governance, including efforts to strengthen governance in the United States, whose importance has increased further following the acquisition of MDC.」

「Based on the evaluation by an external organization, the division of roles between the Board of Directors and the Management Committee became even clearer than in the previous fiscal year, confirming clearly visible progress. The criteria and thresholds for delegated authority and the criteria for matters to be submitted to the Board of Directors were reviewed in a timely manner, making the oversight and execution functions more visible and clearly separated than in the previous fiscal year.」

「In terms of governance, in line with the policy of the Sixth Medium-Term Management Plan to promote the benefits of both top management and business management, we will work to enhance the functions of the Board of Directors based on an effectiveness evaluation by an external organization and further improve the level of information disclosure, while advancing the global rollout of group governance, including in the rapidly growing U.S. business.」

「In addition, to achieve a gradual separation of the management oversight and business execution functions, we delegated some authority from the Board of Directors to the Management Committee and newly gave it decision-making authority, while also proceeding with the delegation of authority over business execution from the Board of Directors to executive officers and others.」

「In terms of governance, we steadily implemented 17 specific measures over the 2 years from 2018, which was designated as the first year of governance reform. To further enhance the effectiveness of corporate governance, we will promote governance reform through both top management and business management and foster an organizational culture that delivers innovation and communication.」

「In terms of governance, we designated 2018 as the first year of governance reform and steadily implemented 14 specific measures over the following 2 years, including "greater transparency and vitality in Board of Directors operations" and "the appointment of women as outside directors." We also worked to further strengthen the corporate governance framework by deciding to shorten director terms and abolish the senior adviser system, conducting an evaluation of the Board of Directors' effectiveness by an external organization, and considering a fundamental review of the executive compensation system.」

「In terms of governance, we promoted the independence of the heads of general affairs, who are central to governance at each location, strengthened their oversight and check functions, and enhanced integrity through development and selection programs for future branch managers. We also conducted a fundamental review of the executive compensation system, including the introduction of a restricted stock compensation plan, and considered criteria for the appointment and dismissal of directors. In addition, we decided on policies to shorten director terms and abolish the senior adviser system, working to further strengthen the corporate governance framework.」

「In terms of governance, we promoted the independence and stronger oversight function of the general affairs managers who serve as the governance hubs at each location, and enhanced integrity through a training and selection programme for future branch managers. We also began a fundamental review of the executive compensation system, including the introduction of a restricted stock compensation plan, and worked to further strengthen the corporate governance framework by considering shorter terms of office for directors and criteria for their appointment and dismissal.」

「In terms of governance, we promoted the independence of the heads of general affairs, who are central to governance at each location, strengthened their oversight and check functions, and enhanced integrity through development and selection programs for future branch managers. We also began a fundamental review of the executive compensation system, including the introduction of a restricted stock compensation plan, and started considering shorter director terms and criteria for the appointment and dismissal of directors, working to further strengthen the corporate governance framework.」

「In terms of governance, we designated 2018 as the first year of governance reform and began creating a healthier corporate culture by introducing systems to invigorate the Board of Directors and strengthen the development of management personnel, carrying out organisational reforms to clarify the responsibilities and authority of directors and others and to promote coordination between departments, and taking other measures.」

「In terms of governance, we designated 2018 as the first year of governance reform and began creating a healthier corporate culture by introducing systems to invigorate the Board of Directors and strengthen the development of management personnel, carrying out organisational reforms to clarify the responsibilities and authority of directors and others and to promote coordination between departments, and taking other measures.」