Who is moving to which position
Resolved 20 April 2026Incoming appointee
1 itemDeparting officer
1 item“Next role stated” means the document names the position the person holds after stepping down. It does not necessarily mean they are leaving the company.
Will not remain on the Board of Directors
In line with the purpose of the system for companies with a nominating committee, etc., the Company plans to make outside directors a majority of the Board of Directors and designate all of them as independent officers as defined by the securities exchange, with the aim of strengthening the Board's oversight of business execution. To maximize shareholder value and further strengthen the management structure, the Company invited candidates for independent outside directors who possess specialized knowledge.
To maximize shareholder value and further strengthen the management structure, the Company invited candidates for independent outside directors who have experience as presidents or directors of companies listed on the Tokyo Stock Exchange Prime Market (formerly the Tokyo Stock Exchange First Section) or possess specialized knowledge enabling them to appropriately oversee business execution.
| Item | Details |
|---|---|
| Resolution date | 20 April 2026 |
| Scheduled Appointment Date | 24 May 2026 (subject to approval of the proposal to elect directors at the annual general meeting of shareholders) |
| Date of departure | 24 May 2026 |
| Name of appointee | Yanai Naomi (柳井 直美) |
| Appointee's new position | Outside Director (Independent Officer) [New appointment] |
| Appointee's previous position | Partner, Deloitte Tohmatsu LLC (scheduled to retire at the end of April 2026) |
| Appointee's date of birth | 16 August 1976 |
| Number of shares held by the appointee | － shares (record date: Not disclosed) |
| Name of departing officer | Kawate Noriko (川手 典子) |
| Former position of departing officer | Directors |
| New position of departing officer | Retirement |
| Whether the incumbent will remain in office | Will not remain on the Board of Directors |
| Reason for change | In line with the purpose of the system for companies with a nominating committee, etc., the Company plans to make outside directors a majority of the Board of Directors and designate all of them as independent officers as defined by the securities exchange, with the aim of strengthening the Board's oversight of business execution. To maximize shareholder value and further strengthen the management structure, the Company invited candidates for independent outside directors who possess specialized knowledge. |
| Reasons for appointment | To maximize shareholder value and further strengthen the management structure, the Company invited candidates for independent outside directors who have experience as presidents or directors of companies listed on the Tokyo Stock Exchange Prime Market (formerly the Tokyo Stock Exchange First Section) or possess specialized knowledge enabling them to appropriately oversee business execution. |
| Number of directors after the change | 9 directors (including 5 outside directors) |
| Filing as an independent officer | Planned to be filed |
| Subject to Approval by the General Meeting of Shareholders | Required. Proposal No. 2: Election of 9 directors. Annual general meeting of shareholders scheduled for 24 May 2026. |
Items this document does not state (4)
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 maximize shareholder value and further strengthen the management structure, the Company invited candidates for independent outside directors who have experience as presidents or directors of listed companies or possess specialized knowledge enabling them to appropriately oversee business execution. The appointment is also intended to strengthen the Board of Directors, which oversees business execution, in line with the purpose of the system for companies with a nominating committee, etc.