Resolutions for the General Meeting of Shareholders
Annual General Meeting of Shareholders, 64thElection of 13 Directors (excluding Directors who are Audit and Supervisory Committee Members)
Election of 3 Directors who are Audit and Supervisory Committee Members
None (no shareholder proposals are mentioned in this document)
A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.| Item | Details |
|---|---|
| Type of shareholders' meeting | Annual General Meeting of Shareholders, 64th |
| Date and time | 26 June 2026 (start time: Not disclosed) |
| Matters for resolution | Proposal No. 2: Election of 13 Directors (excluding Directors who are Audit and Supervisory Committee Members), Proposal No. 3: Election of 3 Directors who are Audit and Supervisory Committee Members |
| Shareholder Proposal | None (no shareholder proposals are mentioned in this document) |
| Director nominee | 16 candidates in total (13 under Proposal No. 2 and 3 under Proposal No. 3). The numbers of new and outside candidates are Not disclosed. However, following the meeting, the Board of Directors will comprise 8 outside directors, including 6 independent officers. Of the 4 Audit and Supervisory Committee Members, 3 will be outside directors. |
Items this document does not state (1)
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.ISS recommended voting against the proposals based on the proportion of independent outside directors at a company with a controlling shareholder and the relationship between a candidate for Director who is an Audit and Supervisory Committee Member and a major former business partner. The Company considers the proposals and candidates appropriate because it has ensured a balance and diversity of knowledge, experience and capabilities across the Board of Directors, the number and proportion of independent outside directors meet the standards of the Tokyo Stock Exchange and the Corporate Governance Code, and more than 10 years have passed since Akiyama (秋山) left Dentsu, meaning that Akiyama (秋山) meets the independence criteria.