Komori
Governance2327NS Solutions CorporationInformation and Communications, Services and Others

Matters Concerning Controlling Shareholders

Disclosed the relationship with the parent company, NIPPON STEEL CORPORATION, the details of transactions, measures to protect minority shareholders, and the status of ensuring independence. The disclosure also sets out the procedures for deliberating important transactions by the Committee for Deliberation of Transactions with the Parent Company, etc.

Worth reading
70In focus
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
70555
¥ million (FY2025 consolidated sales)
Wording
Definitive
How definitive the wording is.

Governance structure

Company with an Audit and Supervisory Committee
Controlling shareholder
Name NIPPON STEEL CORPORATION / Attribute Parent Company / Voting rights ratio 63.43%63.43%Voting rights

When one company holds most of the voting rights, its wishes are more likely to prevail in management. How the interests of minority shareholders are protected is a key issue.

Board of Directors11 membersof which 6 outside54.5%
Half
OutsideIn-house

社外取締役は、その会社の出身ではない取締役です。半数の線を超えると、取締役会の多数を社外の人が占めることになります。The percentage represented by the dotted line was calculated from the publicly disclosed number of people.

Number of independent officers6Number

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.

Committee2
Executive Appointments and Compensation Meeting; Committee for Deliberation of Transactions with the Parent Companyetc.
Percentage of outside members A majority for the Executive Appointments and Compensation Meeting; 100% for the Committee for Deliberation of Transactions with the Parent Company, etc.
Changes this time

No changes from the previous report are stated.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit and Supervisory Committee
Number of directorsTotal number 11 / Outside 6
Number of independent officers6 (independent outside directors)
CommitteeName Executive Appointments and Compensation Meeting; Committee for Deliberation of Transactions with the Parent Company, etc. / Percentage of outside members A majority for the Executive Appointments and Compensation Meeting; 100% for the Committee for Deliberation of Transactions with the Parent Company, etc.
Controlling shareholderName NIPPON STEEL CORPORATION / Attribute Parent Company / Voting rights ratio 63.43%
Changes this timeNo changes from the previous report are stated.
Items this document does not state (2)
Policy on cross-shareholdingsTakeover defenses

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.

To provide information on the relationship with and transaction status involving the controlling shareholder, the Company's degree of independence from the parent company, and the status of implementing measures to protect 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.
Matters Concerning Controlling Shareholders | NS Solutions Corporation (2327) timely disclosure | Komori