Komori
Governance6407CKD CorporationMachinery

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

Subject to approval at the general meeting of shareholders scheduled for 26 June 2026, the company will change from a company with a board of company auditors to a company with an Audit and Supervisory Committee. Accordingly, the company will establish provisions concerning the Audit and Supervisory Committee and directors who are Audit and Supervisory Committee members, remove provisions concerning company auditors and the Board of Company Auditors, and add provisions allowing the delegation of decisions on important business execution matters to directors, among other changes.

Worth reading
72In focus
Scored from 2 of 5 sections
Direction
Improvement
Direction inferred from the company’s description.
Scale
—
Displayed only when the document provides numerical figures.
Wording
Conditional
How definitive the wording is.

Governance structure

Company with an Audit and Supervisory Committee (subject to approval at the general meeting of shareholders scheduled for 26 June 2026)
Number of directorsUp to 10 directors who are not Audit and Supervisory Committee members and up to 4 directors who are Audit and Supervisory Committee members. The total number of directors may not exceed 14. Number of outside directors: Not disclosed
Committee1
Audit and Supervisory Committee. Proportion of outside members: 非開示. Nomination Committee and Compensation Committee: 非開示
Changes this time

The company will change from a company with a board of company auditors to a company with an Audit and Supervisory Committee, establish provisions concerning the Audit and Supervisory Committee and directors who are Audit and Supervisory Committee members, and remove provisions concerning company auditors and the Board of Company Auditors. The company will add provisions allowing decisions on important business execution matters to be delegated to directors, as well as provisions concerning agreements limiting liability with directors other than executive directors and similar directors.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit and Supervisory Committee (subject to approval at the general meeting of shareholders scheduled for 26 June 2026)
Number of directorsUp to 10 directors who are not Audit and Supervisory Committee members and up to 4 directors who are Audit and Supervisory Committee members. The total number of directors may not exceed 14. Number of outside directors: Not disclosed
CommitteeAudit and Supervisory Committee. Proportion of outside members: Not disclosed. Nomination Committee and Compensation Committee: Not disclosed
Changes this timeThe company will change from a company with a board of company auditors to a company with an Audit and Supervisory Committee, establish provisions concerning the Audit and Supervisory Committee and directors who are Audit and Supervisory Committee members, and remove provisions concerning company auditors and the Board of Company Auditors. The company will add provisions allowing decisions on important business execution matters to be delegated to directors, as well as provisions concerning agreements limiting liability with directors other than executive directors and similar 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 Board of Directors' supervisory function and monitoring framework and enhance corporate governance by making Audit and Supervisory Committee members part of the Board of Directors. The changes are also intended to accelerate management decision-making by allowing decisions on important business execution matters to be delegated from the Board of Directors to directors.

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 Partial Amendments to the Articles of Incorporation in Connection with the Transition to a Company with an Audit and Supervisory Committee | CKD Corporation (6407) timely disclosure | Komori