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Governance7578NICHIRYOKU CO.,LTD.Retail

Notice Concerning the Additional Appointment of Members to the Corporate Value Enhancement and Governance Reform Committee and Changes to Matters for Consideration

Noguchi Kazuhiro (野口和弘), an outside Audit & Supervisory Board member and certified public accountant, was added to the Corporate Value Enhancement and Governance Reform Committee. The matters under review were narrowed from broad themes, including measures to enhance corporate value, to fact-finding, cause analysis, and consideration and evaluation of measures to prevent recurrence regarding the delayed financial results, corrections to prior-period financial results, and the non-expression of an audit opinion.

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Governance structure

Committee1
Corporate Value Enhancement and Governance Reform Committee: 3 outside members / 4 members (75%)
Changes this time

Noguchi Kazuhiro (野口和弘), an outside Audit & Supervisory Board member and certified public accountant, was additionally appointed to the Corporate Value Enhancement and Governance Reform Committee. The matters under review changed from 7 items, including corporate value enhancement measures, to 2 items: confirmation of the facts concerning the delayed financial results and related matters, and consideration and evaluation of cause analysis and measures to prevent recurrence.

Governance structure
ItemDetails
CommitteeCorporate Value Enhancement and Governance Reform Committee: 3 outside members / 4 members (75%)
Changes this timeNoguchi Kazuhiro (野口和弘), an outside Audit & Supervisory Board member and certified public accountant, was additionally appointed to the Corporate Value Enhancement and Governance Reform Committee. The matters under review changed from 7 items, including corporate value enhancement measures, to 2 items: confirmation of the facts concerning the delayed financial results and related matters, and consideration and evaluation of cause analysis and measures to prevent recurrence.
Items this document does not state (6)
Corporate Governance StructureNumber of directorsNumber of independent officersPolicy on cross-shareholdingsTakeover defensesControlling shareholder

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The reasons the company gives

The company's own explanation, not something inferred from the numbers.

This is to incorporate specialized accounting and financial expertise and advance more multifaceted verification, along with consideration of effective governance reforms and measures to prevent recurrence. The matters under review were also changed after reconsidering the time frame and necessity, to make them substantive and effective. The excluded measures to enhance corporate value, improve capital efficiency and PBR, and strengthen dialogue with shareholders and investors will be considered and addressed separately within the company, as they cannot be handled in a short period.

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Notice Concerning the Additional Appointment of Members to the Corporate Value Enhancement and Governance Reform Committee and Changes to Matters for Consideration | NICHIRYOKU CO.,LTD. (7578) timely disclosure | Komori