Governance structure
Planned change to a company with an Audit & Supervisory Committee (currently a company with an Audit & Supervisory Board)The Company is scheduled to transition from a company with a board of corporate auditors to a company with an Audit and Supervisory Committee. Provisions concerning the board of corporate auditors and corporate auditors will be deleted, and provisions concerning the Audit and Supervisory Committee and its members will be newly established. Following the transition, the Board of Directors will comprise 12 directors in total, including 3 Audit and Supervisory Committee members, all of whom are expected to be outside directors. Provisions will also be newly established concerning the delegation by the Board of Directors to directors of decisions on important business execution, as well as decisions on dividends of surplus and other matters by resolution of the Board of Directors
| Item | Details |
|---|---|
| Corporate Governance Structure | Planned change to a company with an Audit & Supervisory Committee (currently a company with an Audit & Supervisory Board) |
| Number of directors | Following the transition, 12 directors in total, including 3 Audit and Supervisory Committee members. The total number of outside directors is Not disclosed |
| Committee | Audit and Supervisory Committee. The committee will comprise 3 members, all of whom are expected to be outside directors (100% outside members). The Nomination Committee and Compensation Committee are Not disclosed |
| Changes this time | The Company is scheduled to transition from a company with a board of corporate auditors to a company with an Audit and Supervisory Committee. Provisions concerning the board of corporate auditors and corporate auditors will be deleted, and provisions concerning the Audit and Supervisory Committee and its members will be newly established. Following the transition, the Board of Directors will comprise 12 directors in total, including 3 Audit and Supervisory Committee members, all of whom are expected to be outside directors. Provisions will also be newly established concerning the delegation by the Board of Directors to directors of decisions on important business execution, as well as decisions on dividends of surplus and other matters by resolution of the Board of Directors |
Items this document does not state (4)
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 transition is intended to strengthen the Board of Directors’ supervisory function and enhance the corporate governance framework by making Audit and Supervisory Committee members part of the Board of Directors. It is also intended to accelerate decision-making and business execution through the delegation of authority, thereby aiming to achieve sustained growth in corporate value.