Governance structure
Company with an Audit and Supervisory Committee, subject to approval at the Annual General Meeting of Shareholders scheduled for 25 June 2026The company will transition from a company with a Board of Corporate Auditors to a company with an Audit and Supervisory Committee. Provisions concerning Corporate Auditors and the Board of Corporate Auditors will be deleted, and provisions concerning Audit and Supervisory Committee members and the Audit and Supervisory Committee will be newly established. The limit on the number of directors under the Articles of Incorporation will be changed from no more than 10 to no more than 12. New provisions will also be established to enable the delegation of decisions on important business execution, the selection of the person authorized to convene Board of Directors meetings and the chairperson, and decisions by the Board of Directors on dividend payments from surplus and other matters. Director candidates will be elected.
| Item | Details |
|---|---|
| Corporate Governance Structure | Company with an Audit and Supervisory Committee, subject to approval at the Annual General Meeting of Shareholders scheduled for 25 June 2026 |
| Number of directors | Following the transition, there will be 10 director candidates, including 6 outside directors. The Articles of Incorporation will set a limit of no more than 12 directors, including no more than 4 directors who are Audit and Supervisory Committee members. |
| Committee | Audit and Supervisory Committee (2 outside members / 3 committee nominees; two-thirds outside). Nominating Committee and Compensation Committee: Not disclosed |
| Changes this time | The company will transition from a company with a Board of Corporate Auditors to a company with an Audit and Supervisory Committee. Provisions concerning Corporate Auditors and the Board of Corporate Auditors will be deleted, and provisions concerning Audit and Supervisory Committee members and the Audit and Supervisory Committee will be newly established. The limit on the number of directors under the Articles of Incorporation will be changed from no more than 10 to no more than 12. New provisions will also be established to enable the delegation of decisions on important business execution, the selection of the person authorized to convene Board of Directors meetings and the chairperson, and decisions by the Board of Directors on dividend payments from surplus and other matters. Director candidates will be elected. |
Items this document does not state (4)
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.The transition is intended to strengthen corporate governance, accelerate decision-making, enhance the Board of Directors' oversight and monitoring functions, and advance the delegation of authority over business execution. The company aims to enhance corporate value over the medium to long term and achieve sustainable growth by increasing the trust of shareholders and investors.