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Governance8012NAGASE & CO.,LTD.Trading & Wholesale

Corporate Governance Report 2026/06/17

Details of the compensation system and compensation determination process are provided. Because FY2025 is the final year of the medium-term management plan, the performance period for performance-linked stock compensation is one fiscal year.

Worth reading
61In focus
Scored from 2 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
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Wording
Definitive
How definitive the wording is.

Governance structure

Company with an Audit & Supervisory Board
Number of directors9 directors in total, including 4 outside directors (organizational chart). The report also states that, as of the conclusion of the general meeting of shareholders, there were 9 directors, including 3 outside directors.
Committee10
Nomination Committee (5 membersincluding 3 outside directors)Executive Compensation Committee (4 membersincluding 3 outside directors)Conflict of Interest Management Committee (3 membersincluding 1 outside director and 1 outside Audit & Supervisory Board member)Risk and Compliance CommitteeSustainability Promotion CommitteeInternal Control Committeeand Security Trade Control Committee. The proportion of outside members is specified for the first 3 committees.
Changes this time

Performance-linked stock compensation for FY2025 is evaluated over a single fiscal year because FY2025 is the final year of the medium-term management plan. Other changes from the previous report: Not disclosed.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit & Supervisory Board
Number of directors9 directors in total, including 4 outside directors (organizational chart). The report also states that, as of the conclusion of the general meeting of shareholders, there were 9 directors, including 3 outside directors.
CommitteeNomination Committee (5 members, including 3 outside directors), Executive Compensation Committee (4 members, including 3 outside directors), Conflict of Interest Management Committee (3 members, including 1 outside director and 1 outside Audit & Supervisory Board member), Risk and Compliance Committee, Sustainability Promotion Committee, Internal Control Committee, and Security Trade Control Committee. The proportion of outside members is specified for the first 3 committees.
Changes this timePerformance-linked stock compensation for FY2025 is evaluated over a single fiscal year because FY2025 is the final year of the medium-term management plan. Other changes from the previous report: Not disclosed.
Items this document does not state (4)
Number 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.

Because FY2025 is the final year of the medium-term management plan, performance-linked stock compensation is evaluated over a single fiscal year. The compensation system is designed to align with shareholder value, improve short-term, medium- and long-term performance and corporate value, attract and retain talent, and ensure transparency and objectivity.

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.
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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.
Corporate Governance Report 2026/06/17 | NAGASE & CO.,LTD. (8012) timely disclosure | Komori