Director and Officer Appointments and Compensation Decisions by a Voluntary Nomination and Compensation Committee
First written in FY2021. 1 of 3 entries say "Reframed", first in FY2022. Latest entry: FY2023.
The whole theme swung hardest in 2025: 9 of 89 companies on the "Worse" side.
87 other companies' latest entry also says "Restated".
- FY2023RestatedAnnual report
「The Nomination and Compensation Committee comprises 5 members, consisting of 3 outside directors, including the chair, and 2 full-time directors. To ensure transparency and objectivity, the chair is selected from among the outside directors. As an advisory body to the Board of Directors, it makes recommendations on proposals to be submitted to the general meeting of shareholders concerning the appointment and dismissal of directors, and on individual director compensation.」
The company is continuing its structure in which a voluntary 5-member committee, including outside directors, makes recommendations on director candidates and compensation. - FY2022ReframedAnnual report
「The Nomination and Compensation Committee comprises 3 outside directors, including its chair, outside director Sakuramoto Kazumi (櫻本 和美), outside director Imajo Takeharu (今城 健晴) and outside director Mita Tomoko (三田 智子), together with Representative Director and President Sumii Takashi (炭井 孝志) and director Tachibana Kenji (立花 健二). As an advisory body to the Board of Directors, it makes recommendations on proposals to be submitted to the general meeting of shareholders concerning the appointment and dismissal of directors, and on individual director compensation.」
The role of the Nomination and Compensation Committee has been reframed from a body that determines director appointments and compensation itself to an advisory body that makes recommendations to the Board of Directors. - FY2021First statedAnnual report
「The Nomination and Compensation Committee is chaired by outside director Sakuramoto Kazumi (櫻本 和美) and comprises 3 outside directors, including outside directors Imajo Takeharu (今城 健晴) and Mita Tomoko (三田 智子), together with Representative Director and President Sumii Takashi (炭井 孝志) and 1 other director. The committee determines proposals to be submitted to the general meeting of shareholders concerning the appointment and dismissal of directors, as well as individual director compensation.」
The company explicitly identifies a voluntary nomination and compensation committee, centered on outside directors, as the body responsible for proposals concerning the appointment and dismissal of directors and for determining individual compensation.