Strengthening corporate governance through outside directors, audits and committees
First written in FY2017. 3 of 10 entries say "Advanced", first in FY2024. Latest entry: FY2027-H1.
The whole theme swung hardest in 2023: 14 of 103 companies on the "Worse" side.
40 other companies' latest entry also says "Other".
- FY2027-H1Departure of an outside director and update to the percentage of female officersAnnual report
「The changes in officers during the interim accounting period after the submission date of the annual securities report for the previous fiscal year were as follows. (1) Officers departing Title Name Departure date Director (Audit and Supervisory Committee member) Okamoto Hitoshi (岡本 均) 12 June 2026 (Note) Director Okamoto Hitoshi (岡本 均) is an outside director. (2) Number of officers by gender and percentage of women after the change Men 11 Women 3 (Percentage of women among officers 21.4 %)」
Outside director Okamoto Hitoshi (岡本 均) departed effective 12 June 2026. Following the change, there were 3 female officers, representing 21.4%. - FY2026AdvancedAnnual report
「During the fiscal year, the company held Board of Directors meetings at least once a month. Specific matters considered included the selection of representative directors and directors with executive titles, important personnel matters, changes to the company organization, approval of financial results, development of internal control systems, medium- to long-term and annual management plans, sales and profit plans, and other matters deemed important by the Board of Directors.」
The company specifically disclosed the Board of Directors' meetings held during the year and the matters considered. The Board of Directors met 17 times and the Nomination and Compensation Committee met 3 times, with all listed attendees recording attendance rates of 100%. - FY2025AdvancedAnnual report
「As of the filing date of the Annual Securities Report, 30 May 2025, the company had 11 directors excluding directors who are Audit and Supervisory Committee members, including 2 outside directors, and 4 directors who are Audit and Supervisory Committee members, all 4 of whom are outside directors. The company has registered, or plans to register, its 6 outside directors as independent officers with the Tokyo Stock Exchange.」
The company reported a structure with 4 outside directors among the 4 Audit and Supervisory Committee members and 6 outside directors in total. The officer structure was updated from 5 outside directors in the previous year. - FY2025-H1Departure of an outside director and update to the officer structureAnnual report
「The changes in officers during the interim accounting period after the submission date of the annual securities report for the previous fiscal year were as follows. Outside director (Audit and Supervisory Committee member) Fujiwara Keiko (藤原 恵子) 12 June 2024」
During the interim accounting period, 1 outside director serving as an Audit and Supervisory Committee member departed effective 12 June 2024. Following the change, the officers comprised 12 men and 2 women, with women accounting for 14.3%. - FY2024AdvancedAnnual report
「As of 24 May 2024, the date of submission of the annual securities report, the company had 11 directors excluding directors serving as Audit and Supervisory Committee members, including 2 outside directors, and 4 directors serving as Audit and Supervisory Committee members, including 3 outside directors. The company has notified, or plans to notify, 5 outside directors to the Tokyo Stock Exchange as independent officers.」
The company continued to report a 4-member Audit and Supervisory Committee and an independent officer structure including 5 outside directors. It also specifically disclosed the meetings and oversight functions of the Board of Directors, Nomination and Compensation Committee, Internal Control Committee and other committees. - FY2023The number of Audit and Supervisory Committee members changed from 5 to 4.Annual report
「Pursuant to a resolution at the 65th Annual General Meeting of Shareholders held on 25 May 2023, we changed the number of Audit and Supervisory Committee members from 5 to 4.」
The company reported that the number of Audit and Supervisory Committee members changed from 5 to 4. - FY2022RestatedAnnual report
「We have adopted an independent officer system and a company structure with an audit and supervisory committee. The Board of Directors and the Audit and Supervisory Committee oversee and audit the execution of directors' duties.」
The oversight and audit structure involving the Board of Directors and the Audit and Supervisory Committee after the transition to a company with an audit and supervisory committee continued to be reported. Six outside directors have been notified as independent officers. - FY2021ReframedAnnual report
「Following a resolution at the 63rd Annual General Meeting of Shareholders held on 27 May 2021, we changed from a company with an audit and supervisory board to a company with an Audit and Supervisory Committee. By establishing an Audit and Supervisory Committee, we will further strengthen our auditing and oversight functions and enhance corporate governance. We will also accelerate management decision-making and further enhance corporate value by enabling the Board of Directors to delegate decisions on certain business executions to directors.」
The company changed from a company with an audit and supervisory board to a company with an audit and supervisory committee, restructuring its governance framework to strengthen audit and oversight functions, establish a nomination and compensation committee, and delegate execution of duties from the Board of Directors. - FY2018RestatedAnnual report
「To prepare for company-wide crisis management, the company regularly assesses risks through its Internal Control Committee. It also oversees the Compliance Committee, Crisis Management Committee and J-SOX Compliance Committee.」
The governance and risk management structure involving the Internal Control Committee, Compliance Committee, Crisis Management Committee and J-SOX Law Compliance Committee continued to be reported. - FY2017First statedAnnual report
「We have adopted a company with an audit and supervisory board structure as our corporate governance framework. The company has 11 directors and 4 audit and supervisory board members. Of these, 2 outside directors and all 4 audit and supervisory board members have been notified to the Tokyo Stock Exchange as independent officers.」
The governance policy was reported, covering the audit and supervisory board structure, the independent officer structure comprising 2 outside directors and 4 outside audit and supervisory board members, the Management Strategy Meeting, and committees related to internal controls and compliance.