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 an Audit & Supervisory Board to a company with an Audit and Supervisory Committee. It will elect 3 directors who are Audit and Supervisory Committee members, while 2 audit & supervisory board members are scheduled to retire. The Articles of Incorporation will be amended to add provisions relating to the Audit and Supervisory Committee, the delegation of important business execution, decisions by the Board of Directors regarding dividends of surplus, and 7 business purposes, while deleting provisions relating to audit & supervisory board members and the Audit & Supervisory Board.
| 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 | No more than 10 directors. No more than 5 directors who are Audit and Supervisory Committee members. There are 9 candidates this time, including 8 outside directors. |
| Committee | An Audit and Supervisory Committee is scheduled to be established. Based on the candidates, all 3 committee members are outside members, representing 100%. The Nomination Committee and Compensation Committee are not disclosed. |
| Changes this time | The Company is scheduled to transition from a company with an Audit & Supervisory Board to a company with an Audit and Supervisory Committee. It will elect 3 directors who are Audit and Supervisory Committee members, while 2 audit & supervisory board members are scheduled to retire. The Articles of Incorporation will be amended to add provisions relating to the Audit and Supervisory Committee, the delegation of important business execution, decisions by the Board of Directors regarding dividends of surplus, and 7 business purposes, while deleting provisions relating to audit & supervisory board members and the Audit & Supervisory Board. |
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 purpose is to further strengthen corporate governance and accelerate decision-making, address the business activities of 井嶋金銀工業株式会社, which has become a consolidated subsidiary, and achieve more flexible capital and dividend policies.