Ensuring Objectivity in Executive Compensation and Appointment and Dismissal Processes through the Nomination and Compensation Advisory Committee

「The committee met three times in total during the fiscal year, and attendance by each member was as follows. The specific matters considered by the Nomination and Compensation Committee included decisions on individual performance-linked compensation, the basic compensation standards for directors, and succession development plans for the CEO and other executives.」

「The committee met four times in total during the fiscal year, and attendance by each member was as follows. The specific matters considered by the Nomination and Compensation Committee included decisions on individual performance-linked compensation, the basic compensation standards for directors, and the appointment of new executive officers.」

「The committee met twice in total during the fiscal year, and attendance by each member was as follows.」

「At the Company, the Board of Directors resolved at its meeting held on 18 February 2020 to delegate decisions on the specific details of individual directors’ compensation to the Nomination and Compensation Advisory Committee, chaired by an independent outside director (Chair: outside director Kato Michihiko (加藤道彦); members: outside director Nakano Yuri (中野由里), Representative Director Matsumoto Takashi (松本崇志), and Director Shimizu Hideki (清水秀輝)).」

「Regarding the appointment and dismissal of directors and compensation, the Company established a Nomination and Compensation Advisory Committee under the Board of Directors, chaired by an outside director and consisting of 2 outside directors and 2 inside directors. After soliciting opinions from an objective standpoint, the matters are decided by the Board of Directors.」

「Regarding the directors' compensation system, a Nomination and Compensation Advisory Committee was established on 29 June 2016 as an advisory body to the Board of Directors to ensure the appropriateness of compensation and objectivity and transparency in the decision-making process. The committee is chaired by an independent outside director and consists of 2 outside directors and 2 inside directors. During the fiscal year, the committee discussed the design of the compensation systems for directors and executive officers.」