Governance structure
Company with an Audit and Supervisory Committeeparent company), Kotobuki Real Estate Co., Ltd. (parent company) / Voting rights ratio 59.48% each (including holdings subject to aggregation for Kotobuki Real Estate Co., Ltd.
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.
This filing states only the number of directors, not how many of them are outside directors.
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.
| Item | Details |
|---|---|
| Corporate Governance Structure | Company with an Audit and Supervisory Committee |
| Number of directors | Total number 7 / Of which, outside Not disclosed |
| Number of independent officers | 3 |
| Committee | Name Special Committee / Percentage of outside members 100% (comprising 3 independent outside directors) |
| Controlling shareholder | Name Suntory Holdings Limited (parent company), Kotobuki Real Estate Co., Ltd. (parent company) / Voting rights ratio 59.48% each (including holdings subject to aggregation for Kotobuki Real Estate Co., Ltd.) |
Items this document does not state (3)
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.Suntory Holdings Limited is the Company's largest shareholder and holds 59.48% of the voting rights. Transactions with the parent company group provide benefits from economies of scale and use of the “Suntory” brand. Material transactions are deliberated by the special committee and the Board of Directors to ensure their necessity and reasonableness, the appropriateness of their terms and fairness, and to protect the interests of shareholders other than the parent companies.