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Governance8002Marubeni CorporationTrading & Wholesale

Notice Regarding Revisions to the Executive Compensation System to Enhance Corporate Value

The company has changed from a company with an audit and supervisory board to a company with a three-committee board structure, and revised its executive compensation system to better align compensation with medium- to long-term corporate value and shareholder value. Specifically, it increased the proportion of share-based compensation, added ROE and ROIC as evaluation metrics, and introduced share-based compensation for outside directors and others.

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Governance structure

Company with Three Statutory Committees
Committee1
Compensation committee
Changes this time

Upon approval at the general meeting of shareholders to be held on 19 June 2026, the company will change from a company with an audit and supervisory board to a company with a three-committee board structure. With respect to executive compensation, the company will increase the proportion of share-based compensation, introduce ROE and ROIC as evaluation metrics, raise the proportion and ceiling of TSR-linked restricted stock, and introduce non-performance-linked restricted stock for outside directors and directors who serve as full-time audit committee members.

Governance structure
ItemDetails
Corporate Governance StructureCompany with Three Statutory Committees
CommitteeCompensation committee (percentage of outside members: not disclosed)
Changes this timeUpon approval at the general meeting of shareholders to be held on 19 June 2026, the company will change from a company with an audit and supervisory board to a company with a three-committee board structure. With respect to executive compensation, the company will increase the proportion of share-based compensation, introduce ROE and ROIC as evaluation metrics, raise the proportion and ceiling of TSR-linked restricted stock, and introduce non-performance-linked restricted stock for outside directors and directors who serve as full-time audit committee members.
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 strengthen the alignment between executive compensation and the enhancement of shareholder value and medium- to long-term corporate value, and to pursue management that places greater emphasis on capital efficiency in order to enhance corporate value.

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 Revisions to the Executive Compensation System to Enhance Corporate Value | Marubeni Corporation (8002) timely disclosure | Komori