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Governance8542TOMATO BANK,LTD.Banks

Notice Regarding Receipt of Written Shareholder Proposal and the Opinion of the Company's Board of Directors

An individual shareholder submitted a proposal to elect 1 additional outside director. Based on deliberations and recommendations by the Nomination and Compensation Committee, the Board of Directors resolved to oppose the proposal.

Worth reading
50Recurring
Scored from 1 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
1
Directors (additional outside director proposed for election)
Wording
Definitive
How definitive the wording is.

Governance structure

Number of directorsThe current Board of Directors includes 2 outside directors, but the total number of directors is Not disclosed
Committee2
Nomination and Compensation Committee (a majority of its members are independent outside directorsand an independent outside director serves as chair)
Changes this time

An individual shareholder submitted a proposal to elect 1 director, and the Board of Directors resolved to oppose it. No change to the Company's corporate governance structure or committee composition was stated.

Governance structure
ItemDetails
Number of directorsThe current Board of Directors includes 2 outside directors, but the total number of directors is Not disclosed
CommitteeNomination and Compensation Committee (a majority of its members are independent outside directors, and an independent outside director serves as chair)
Changes this timeAn individual shareholder submitted a proposal to elect 1 director, and the Board of Directors resolved to oppose it. No change to the Company's corporate governance structure or committee composition was stated.
Items this document does not state (5)
Corporate Governance StructureNumber 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.

The Company determined that electing an additional outside director was unnecessary because the current Board of Directors is appropriate from the perspectives of skills balance and diversity and is fully performing its oversight functions. The Company explained that, in selecting candidates, it places importance on knowledge of corporate management and business strategy, legal affairs and risk management, financial accounting, and sustainability, as well as compliance with the Tokyo Stock Exchange's independence criteria.

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 Receipt of Written Shareholder Proposal and the Opinion of the Company's Board of Directors | TOMATO BANK,LTD. (8542) timely disclosure | Komori