Governance structure with a majority of independent outside directors
First written in FY2018. 1 of 7 entries say "Restated". Latest entry: FY2026.
The whole theme swung hardest in 2023: 15 of 102 companies on the "Worse" side.
- FY2026Outside director candidate changed from 田口 聡 to 松葉 香子Annual report
「Outside Director Taguchi Satoshi (田口 聡) is scheduled to retire upon expiration of the term of office at the close of the annual general meeting, and Matsuba Kyoko (松葉 香子) is scheduled to be newly elected and take office on the same date.」
The company disclosed a change in the outside director candidate, subject to maintaining an 8-member Board of Directors with 5 outside directors representing a majority. - FY2025The company disclosed changes to the candidates for the next Board of Directors.Annual report
「The company has submitted the following proposals to the 13th Annual General Meeting of Shareholders scheduled for 24 June 2025: the election of 5 directors excluding directors serving as Audit and Supervisory Committee members, the election of 3 directors serving as Audit and Supervisory Committee members, and the election of 1 substitute director serving as an Audit and Supervisory Committee member.」
Subject to maintaining an 8-member structure with a majority of outside directors, changes are planned to the candidates for representative director, outside director and Audit and Supervisory Committee member. - FY2024The number of outside directors increased by 1, changing the structure to 5 out of 8 directors.Annual report
「In addition, pursuant to a resolution of the 12th Annual General Meeting of Shareholders held on 25 June 2024, the company increased the number of outside directors by 1 to further strengthen the Board of Directors' supervisory function and corporate governance.」
The Board of Directors now comprises 8 members, including 5 outside directors. The company increased the number of outside directors while maintaining a majority-outside-director structure. - FY2021The Board of Directors changed from 6 members to 7.Annual report
「Our Board of Directors is chaired by Representative Director and President Shinke Yoshihisa (新家 由久). The other members are Representative Director Satake Toshiya (佐竹 俊哉), Outside Director Yokokura Takashi (横倉 隆), Outside Director Taguchi Satoshi (田口 聡), Outside Director Sato Rika (佐藤 りか), Director Kuwayama Masahiro (桑山 昌宏), and Outside Director Kagaya Tetsuyuki (加賀谷 哲之), for a total of 7 members, including 4 outside directors. Outside directors constitute a majority.」
The composition of 4 outside directors, representing a majority, was maintained, and the total number of directors increased from the 6 disclosed previously to 7. - FY2020The Board of Directors changed from 7 members to 6.Annual report
「Our Board of Directors is chaired by Representative Director and President Shinke Yoshihisa (新家 由久). The other members are Representative Director Satake Toshiya (佐竹 俊哉), Outside Director Hirano Masao (平野 正雄), Outside Director Yokokura Takashi (横倉 隆), Outside Director Tsuji Takao (辻 孝夫), and Outside Director Sato Rika (佐藤 りか), for a total of 6 members, including 4 outside directors. Outside directors constitute a majority.」
The composition of 4 outside directors, representing a majority, was maintained, while the total number of directors changed from the 7 disclosed previously to 6. - FY2019RestatedAnnual report
「Our Board of Directors is chaired by Representative Director and President Shinke Yoshihisa (新家 由久). The other members are Representative Director Satake Toshiya (佐竹 俊哉), Director Ando Hisashi (安藤 尚), Outside Director Hirano Masao (平野 正雄), Outside Director Yokokura Takashi (横倉 隆), Outside Director Tsuji Takao (辻 孝夫), and Outside Director Sato Rika (佐藤 りか), for a total of 7 members, including 4 outside directors. Outside directors constitute a majority.」
The structure of 7 directors, including 4 outside directors and a majority of outside directors, continued. - FY2018First statedAnnual report
「The Board of Directors comprises 7 members, including 4 outside directors and 3 inside directors, with outside directors forming a majority.」
The company disclosed a 7-member Board of Directors, including 4 outside directors, and measures to ensure objectivity and transparency through a majority of independent outside directors.