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Governance6676BUFFALO INC.Electrical Equipment and Precision Instruments

Notice Concerning Changes to the Governance Structure Following the 40th Annual General Meeting of Shareholders and the Establishment of the Finance Committee and Evaluation Committee

Following the 40th Annual General Meeting of Shareholders, the Company will change to a governance structure that separates execution from oversight and strengthens mutual checks. Effective 25 June 2026, it will establish the Finance Committee and Evaluation Committee as voluntary advisory bodies to the Board of Directors. The existing Compensation Committee will be integrated into the Evaluation Committee and abolished.

Worth reading
39Recurring
Scored from 3 of 5 sections
Direction
Improvement
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Wording
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Governance structure

Company with an Audit and Supervisory Committee
Committee2
Finance Committee and Evaluation Committee (both voluntary advisory bodies to the Board of Directors; each committee will consist of 3 or more memberswith a majority being Outside Directors or Audit and Supervisory Committee Members). The Compensation Committee will be integrated into the Evaluation Committee and abolished.
Changes this time

The Company will change to a structure with separate execution and oversight functions and establish the voluntary Finance Committee and Evaluation Committee on 25 June 2026. The existing voluntary Compensation Committee will be integrated into the Evaluation Committee and abolished.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit and Supervisory Committee
CommitteeFinance Committee and Evaluation Committee (both voluntary advisory bodies to the Board of Directors; each committee will consist of 3 or more members, with a majority being Outside Directors or Audit and Supervisory Committee Members). The Compensation Committee will be integrated into the Evaluation Committee and abolished.
Changes this timeThe Company will change to a structure with separate execution and oversight functions and establish the voluntary Finance Committee and Evaluation Committee on 25 June 2026. The existing voluntary Compensation Committee will be integrated into the Evaluation Committee and abolished.
Items this document does not state (5)
Number of directorsNumber 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 optimize the balance between “execution” and “checks” in management, thereby strengthening governance further while enabling rapid decision-making, with a view to continuously achieving the publicly announced management target of consolidated ROE of 15% or higher. The Finance Committee is intended to strengthen financial governance, while the Evaluation Committee is intended to enhance the fairness, transparency and objectivity of evaluation and compensation procedures.

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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Concerning Changes to the Governance Structure Following the 40th Annual General Meeting of Shareholders and the Establishment of the Finance Committee and Evaluation Committee | BUFFALO INC. (6676) timely disclosure | Komori