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Governance6762TDK CorporationElectric Appliances & Precision Instruments

Notice Regarding the Transition to a Company with Three Committees

Subject to approval of amendments to the Articles of Incorporation at the Annual General Meeting of Shareholders scheduled for June 2027, the company will change from a company with a board of company auditors to a company with three committees. Following the transition, it will establish the three statutory committees, the Nominating Committee, Audit Committee and Compensation Committee, and separate oversight by the Board of Directors from business execution by executive officers.

Worth reading
87Important
Scored from 2 of 5 sections
Direction
Improvement
Direction inferred from the company’s description.
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Wording
Conditional
How definitive the wording is.

Governance structure

The company is currently a company with a board of company auditors. Subject to approval of amendments to the Articles of Incorporation at the 131st Annual General Meeting of Shareholders scheduled for June 2027, it is scheduled to change to a company with three committees.
Committee4
Following the transitionthe company will establish the Nominating CommitteeAudit Committee and Compensation Committee. The proportion of outside committee members is 非開示. Before the transitionit had established voluntary advisory committees on the nomination and compensation of officers.
Changes this time

The company is scheduled to change from its current structure as a company with a board of company auditors to a company with three committees. Following the transition, it will establish the three statutory committees, the Nominating, Audit and Compensation Committees, and proceed with substantial delegation of authority from the Board of Directors to executive officers.

Governance structure
ItemDetails
Corporate Governance StructureThe company is currently a company with a board of company auditors. Subject to approval of amendments to the Articles of Incorporation at the 131st Annual General Meeting of Shareholders scheduled for June 2027, it is scheduled to change to a company with three committees.
CommitteeFollowing the transition, the company will establish the Nominating Committee, Audit Committee and Compensation Committee. The proportion of outside committee members is Not disclosed. Before the transition, it had established voluntary advisory committees on the nomination and compensation of officers.
Changes this timeThe company is scheduled to change from its current structure as a company with a board of company auditors to a company with three committees. Following the transition, it will establish the three statutory committees, the Nominating, Audit and Compensation Committees, and proceed with substantial delegation of authority from the Board of Directors to executive officers.
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 enhance management transparency and objectivity and achieve swift decision-making and business execution amid a rapidly changing global business environment. The company also aims to further accelerate growth and realise its long-term vision by separating oversight from execution, strengthening the Board of Directors' monitoring function and delegating authority to executive officers.

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 the Transition to a Company with Three Committees | TDK Corporation (6762) timely disclosure | Komori