Governance structure
Company with an Audit and Supervisory CommitteeWhen 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.
社外取締役は、その会社の出身ではない取締役です。半数の線を超えると、取締役会の多数を社外の人が占めることになります。The percentage represented by the dotted line was calculated from the publicly disclosed number of people.
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.
The company holds shares where it deems them necessary for business alliances or the maintenance and strengthening of business relationships. Each year, it reviews individual listed shareholdings taking the cost of capital into account, and promptly sells holdings whose significance is insufficient, while considering stock market trends and other factors.
Policy regarding shares of other companies held to maintain business relationships and for other purposes.
Not adopted
Pre-agreed countermeasures in preparation for an unsolicited takeover attempt.
In the fiscal 2025 evaluation of the Board of Directors' effectiveness, the company addressed deepening discussions of key management issues as an area for improvement, and identified further enhancement of strategic discussions concerning key management issues as an area for improvement for fiscal 2026.
| Item | Details |
|---|---|
| Corporate Governance Structure | Company with an Audit and Supervisory Committee |
| Number of directors | Total number 12 / Outside 6 |
| Number of independent officers | 6 |
| Committee | Name Nomination Committee, Compensation Committee / Percentage of outside members More than half (currently, 3 of 4 are independent outside directors) |
| Policy on cross-shareholdings | The company holds shares where it deems them necessary for business alliances or the maintenance and strengthening of business relationships. Each year, it reviews individual listed shareholdings taking the cost of capital into account, and promptly sells holdings whose significance is insufficient, while considering stock market trends and other factors. |
| Takeover defenses | Not adopted |
| Controlling shareholder | No controlling shareholder |
| Changes this time | In the fiscal 2025 evaluation of the Board of Directors' effectiveness, the company addressed deepening discussions of key management issues as an area for improvement, and identified further enhancement of strategic discussions concerning key management issues as an area for improvement for fiscal 2026. |
The reasons the company gives
The company's own explanation, not something inferred from the numbers.As a regular Corporate Governance Report, to disclose the current governance structure, the evaluation of the Board of Directors' effectiveness, and the company's status of compliance with the Corporate Governance Code.