Komori
Governance8550THE TOCHIGI BANK,LTD.Banks

Notice Regarding Partial Amendments to the Articles of Incorporation

Subject to shareholder approval, the Company will transition from a company with a Board of Corporate Auditors to a company with an Audit and Supervisory Committee. The Board of Corporate Auditors and corporate auditor positions will be abolished, an Audit and Supervisory Committee will be established, and the maximum number of directors will be reduced from 20 to 15.

Worth reading
72In focus
Scored from 2 of 5 sections
Direction
Improvement
Direction inferred from the company’s description.
Scale
5
Reduction in the maximum number of directors (from 20 or fewer to 15 or fewer)
Wording
Conditional
How definitive the wording is.

Governance structure

Company with an Audit and Supervisory Committee (scheduled for 25 June 2026, subject to shareholder approval)
Number of directors15 or fewer (of whom no more than 7 are directors serving as Audit and Supervisory Committee Members) / currently 20 or fewer. Number of outside directors: Not disclosed
Committee1
Audit and Supervisory Committee. The proportion of outside committee members is not disclosed.
Changes this time

Transition from a company with a Board of Corporate Auditors to a company with an Audit and Supervisory Committee. Provisions concerning the Audit and Supervisory Committee and directors serving as Audit and Supervisory Committee Members will be newly established, while provisions concerning the Board of Corporate Auditors and corporate auditors will be deleted. The maximum number of directors will be changed from 20 or fewer to 15 or fewer, of whom no more than 7 will be directors serving as Audit and Supervisory Committee Members. Provisions will also be newly established to allow the delegation of decisions on important business execution to directors, among other matters.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit and Supervisory Committee (scheduled for 25 June 2026, subject to shareholder approval)
Number of directors15 or fewer (of whom no more than 7 are directors serving as Audit and Supervisory Committee Members) / currently 20 or fewer. Number of outside directors: Not disclosed
CommitteeAudit and Supervisory Committee. The proportion of outside committee members is not disclosed.
Changes this timeTransition from a company with a Board of Corporate Auditors to a company with an Audit and Supervisory Committee. Provisions concerning the Audit and Supervisory Committee and directors serving as Audit and Supervisory Committee Members will be newly established, while provisions concerning the Board of Corporate Auditors and corporate auditors will be deleted. The maximum number of directors will be changed from 20 or fewer to 15 or fewer, of whom no more than 7 will be directors serving as Audit and Supervisory Committee Members. Provisions will also be newly established to allow the delegation of decisions on important business execution to directors, among other matters.
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.

To strengthen the Audit and Supervisory Committee's audit and oversight functions over the Board of Directors, accelerate management decision-making and execution, further enhance corporate governance, and increase 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 Partial Amendments to the Articles of Incorporation | THE TOCHIGI BANK,LTD. (8550) timely disclosure | Komori