Governance structure
Company with an Audit and Supervisory Committee (planned transition as of 26 June 2026; currently a company with a board of corporate auditors)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.
The company will change from a company with a board of corporate auditors to a company with an Audit and Supervisory Committee, abolishing provisions relating to the board of corporate auditors and corporate auditors. Provisions relating to the Audit and Supervisory Committee and its members will be newly established. The upper limit on the number of directors other than Audit and Supervisory Committee members will be changed from 8 to 15, while the number of Audit and Supervisory Committee members will be capped at 5.
| Item | Details |
|---|---|
| Corporate Governance Structure | Company with an Audit and Supervisory Committee (planned transition as of 26 June 2026; currently a company with a board of corporate auditors) |
| Number of directors | Under the proposed amendments, there will be at least 3 and no more than 15 directors excluding directors who are Audit and Supervisory Committee members, and no more than 5 directors who are Audit and Supervisory Committee members. The number of outside directors is Not disclosed |
| Committee | An Audit and Supervisory Committee will be established. The percentage of outside committee members is Not disclosed. Information on a nomination committee and compensation committee is Not disclosed |
| Controlling shareholder | Controlling shareholder and parent company: Not disclosed |
| Changes this time | The company will change from a company with a board of corporate auditors to a company with an Audit and Supervisory Committee, abolishing provisions relating to the board of corporate auditors and corporate auditors. Provisions relating to the Audit and Supervisory Committee and its members will be newly established. The upper limit on the number of directors other than Audit and Supervisory Committee members will be changed from 8 to 15, while the number of Audit and Supervisory Committee members will be capped at 5. |
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.The company plans to resolve issues that have arisen regarding the timeliness of information disclosure and its internal control system, and to fundamentally review the governance structure of the entire group. It also aims to strengthen its supervisory functions by leveraging the knowledge and expertise of outside directors, and to enable prompt and flexible decision-making by delegating authority to directors responsible for business execution.