Komori
Governance5331NORITAKE CO.,LIMITEDConstruction and Materials

Notice Regarding the Board of Directors’ Opinion on the Shareholder Proposal

The Board of Directors resolved to oppose all 6 shareholder proposals submitted by shareholders. The Company indicated that it would not accept proposals concerning a change in the body authorized to determine dividends, additional dividends, disclosure of the business portfolio, the sale of all cross-shareholdings, or amendments to the Articles of Incorporation concerning a stock split.

Worth reading
73In focus
Scored from 3 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
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Wording
Conditional
How definitive the wording is.

Governance structure

Number of directors10 in total, including 5 independent outside directors
Number of independent officers5Number

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.

Policy on cross-shareholdings

Each year, the Company reviews each holding individually, including its transaction status, purpose of ownership and whether the benefits of holding the shares are commensurate with the cost of capital, and sells and reduces holdings that have limited rationale. The Company aims to reduce the balance of cross-shareholdings to less than 10% of consolidated net assets by the end of March 2029.

Policy regarding shares of other companies held to maintain business relationships and for other purposes.

Governance structure
ItemDetails
Number of directors10 in total, including 5 independent outside directors
Number of independent officers5 (stated as 5 independent outside directors)
Policy on cross-shareholdingsEach year, the Company reviews each holding individually, including its transaction status, purpose of ownership and whether the benefits of holding the shares are commensurate with the cost of capital, and sells and reduces holdings that have limited rationale. The Company aims to reduce the balance of cross-shareholdings to less than 10% of consolidated net assets by the end of March 2029.
Items this document does not state (5)
Corporate Governance StructureCommitteeTakeover defensesControlling shareholderChanges this time

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 Board of Directors considers it appropriate to make flexible decisions on dividends and stock splits based on business performance, cash position, growth investments, financial soundness and market conditions. Requiring such actions uniformly through shareholder resolutions or the Articles of Incorporation could constrain capital policy and efforts to enhance corporate value. In addition, the Company reviews the rationale for each cross-shareholding individually and intends to reduce holdings that have limited rationale, whereas selling all holdings uniformly could affect its business activities.

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.
Notice Regarding the Board of Directors’ Opinion on the Shareholder Proposal | NORITAKE CO.,LIMITED (5331) timely disclosure | Komori