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Governance3123SAIBO Co.,Ltd.Materials and Chemicals

Matters Concerning Controlling Shareholders

The company reported its relationships with controlling shareholders, etc., concurrent positions held by officers, transaction details, and measures to protect minority shareholders. No changes to the corporate governance structure or policies are stated this time.

Worth reading
68In focus
Scored from 3 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
—
Displayed only when the document provides numerical figures.
Wording
Conditional
How definitive the wording is.

Governance structure

Controlling shareholder
埼栄不動産株式会社17.20%Voting rights

Other affiliated company; voting rights ownership ratio: 17.2%; unlisted). In addition, company officer Iizuka Gen'ichi (飯塚元一) and his close relatives, among others, effectively hold a majority of the voting rights.

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.

Number of directorsTotal: 8 directors, including 2 independent outside directors (total number of outside directors: Not disclosed)
Number of independent officers2Number

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.

Committee2
Nomination and Compensation Advisory Committee; outside members account for halfincluding half independent outside officers
Changes this time

No changes stated

Governance structure
ItemDetails
Number of directorsTotal: 8 directors, including 2 independent outside directors (total number of outside directors: Not disclosed)
Number of independent officers2
CommitteeNomination and Compensation Advisory Committee; outside members account for half, including half independent outside officers
Controlling shareholder埼栄不動産株式会社 (Other affiliated company; voting rights ownership ratio: 17.2%; unlisted). In addition, company officer Iizuka Gen'ichi (飯塚元一) and his close relatives, among others, effectively hold a majority of the voting rights.
Changes this timeNo changes stated
Items this document does not state (3)
Corporate Governance StructurePolicy on cross-shareholdingsTakeover defenses

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.

The company explained that its relationships with controlling shareholders, etc., impose no restrictions on or have no impact on its business, and that a certain degree of independence is secured through measures including the appointment of independent outside directors and the establishment of a Nomination and Compensation Advisory Committee. It also stated that transactions are conducted on appropriate terms comparable to those in ordinary transactions and that measures are taken to avoid harming the interests of minority shareholders.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Matters Concerning Controlling Shareholders | SAIBO Co.,Ltd. (3123) timely disclosure | Komori