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Governance4212Sekisui Jushi CorporationMaterials and Chemicals

Notice Regarding the Revision of Directors’ Compensation

A proposal will be submitted to the General Meeting of Shareholders to reduce the annual cap on cash compensation for directors from no more than ¥400 million to no more than ¥300 million, while increasing the cap on restricted stock compensation from no more than ¥50 million and 12,000 shares per year to no more than ¥150 million and 38,000 shares per year. The overall compensation framework will remain unchanged, with a greater weighting placed on stock-based compensation.

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Governance structure

Number of directors8 directors in total, including 4 outside directors
Committee1
Human Resources and Compensation Committee
Changes this time

Regarding directors' compensation, a proposal is scheduled to be submitted to reduce the annual cap on cash compensation from no more than ¥400 million to no more than ¥300 million, and to revise restricted stock compensation from no more than ¥50 million and 12,000 shares per year to no more than ¥150 million and 38,000 shares per year. The number of directors will remain unchanged.

Governance structure
ItemDetails
Number of directors8 directors in total, including 4 outside directors
CommitteeHuman Resources and Compensation Committee (proportion of outside members: not disclosed)
Changes this timeRegarding directors' compensation, a proposal is scheduled to be submitted to reduce the annual cap on cash compensation from no more than ¥400 million to no more than ¥300 million, and to revise restricted stock compensation from no more than ¥50 million and 12,000 shares per year to no more than ¥150 million and 38,000 shares per year. The number of directors will remain unchanged.
Items this document does not state (5)
Corporate Governance StructureNumber of independent officersPolicy on cross-shareholdingsTakeover defensesControlling shareholder

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.

To strengthen the alignment between medium-term performance and share value and directors' stock-based compensation, thereby promoting the enhancement of corporate value and the sharing of value with shareholders. The proportion of the overall compensation framework allocated to stock-based compensation will be increased by reducing the cash compensation cap without changing the total framework.

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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.
Notice Regarding the Revision of Directors’ Compensation | Sekisui Jushi Corporation (4212) timely disclosure | Komori