Komori
Governance6517Denyo Co.,Ltd.Electrical Equipment and Precision Instruments

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

The Board of Directors resolved to oppose the shareholder proposal to amend the Articles of Incorporation to require that a majority of the directors be outside directors. The Company explained that its current Board composition and the selection procedures conducted by the Nomination and Compensation Advisory Committee provide sufficient governance.

Worth reading
71In focus
Scored from 3 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
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Wording
Definitive
How definitive the wording is.

Governance structure

Company with an Audit and Supervisory Committee
Number of directors13 directors (including 5 outside directors)
Committee1
Nomination and Compensation Advisory Committee
Changes this time

The Board of Directors resolved to oppose the shareholder proposal. The amendment to the Articles of Incorporation is not a company proposal.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit and Supervisory Committee
Number of directors13 directors (including 5 outside directors)
CommitteeNomination and Compensation Advisory Committee (proportion of outside members: not disclosed)
Changes this timeThe Board of Directors resolved to oppose the shareholder proposal. The amendment to the Articles of Incorporation is not a company proposal.
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.

Requiring a majority of outside directors in the Articles of Incorporation could place undue priority on securing the required number of directors, unnecessarily restricting the pool of candidates, hindering the formation of an optimal Board in response to changes in the business environment and management strategy, and potentially impeding the enhancement of corporate value over the medium to long term.

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 Board of Directors’ Opinion on the Shareholder Proposal | Denyo Co.,Ltd. (6517) timely disclosure | Komori