Komori
Governance6273SMC CORPORATIONMachinery

Notice Concerning the Transition to a Company with an Audit and Supervisory Committee and Partial Amendments to the Articles of Incorporation

Subject to approval of the amendments to the Articles of Incorporation at the General Meeting of Shareholders, the Company will transition from a Company with a Board of Corporate Auditors to a Company with an Audit and Supervisory Committee. In addition, the Articles of Incorporation will be amended to add provisions allowing the Board of Directors to delegate decisions on important business execution matters to individual directors and allowing the Board of Directors to decide on the distribution of surplus, among other matters.

Worth reading
72In focus
Scored from 2 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
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Wording
Conditional
How definitive the wording is.

Governance structure

Company with an Audit and Supervisory Committee (scheduled for 26 June 2026; currently a Company with a Board of Corporate Auditors)
Number of directorsNo more than 12 directors, excluding directors who are Audit and Supervisory Committee members, and no more than 5 directors who are Audit and Supervisory Committee members. Number of outside directors: Not disclosed
Committee1
Audit and Supervisory Committee. The proportion of outside committee members is not disclosed.
Changes this time

Transition from a Company with a Board of Corporate Auditors to a Company with an Audit and Supervisory Committee. The Board of Corporate Auditors and corporate auditors will be abolished, and an Audit and Supervisory Committee will be established. New provisions will be added to allow the delegation of decisions on important business execution matters and to allow the Board of Directors to decide on the distribution of surplus and other matters. The number of directors will be divided between directors who are Audit and Supervisory Committee members and other directors.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit and Supervisory Committee (scheduled for 26 June 2026; currently a Company with a Board of Corporate Auditors)
Number of directorsNo more than 12 directors, excluding directors who are Audit and Supervisory Committee members, and no more than 5 directors who are Audit and Supervisory Committee members. Number of outside directors: Not disclosed
CommitteeAudit and Supervisory Committee. The proportion of outside committee members is not disclosed.
Changes this timeTransition from a Company with a Board of Corporate Auditors to a Company with an Audit and Supervisory Committee. The Board of Corporate Auditors and corporate auditors will be abolished, and an Audit and Supervisory Committee will be established. New provisions will be added to allow the delegation of decisions on important business execution matters and to allow the Board of Directors to decide on the distribution of surplus and other matters. The number of directors will be divided between directors who are Audit and Supervisory Committee members and other directors.
Items this document does not state (4)
Number 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 supervisory functions of the Board of Directors and enable faster decision-making by separating supervision from business execution. The Company also intends to add, revise and abolish provisions in connection with the transition to a Company with an Audit and Supervisory Committee and to accelerate decision-making.

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 Concerning the Transition to a Company with an Audit and Supervisory Committee and Partial Amendments to the Articles of Incorporation | SMC CORPORATION (6273) timely disclosure | Komori