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Governance8593Mitsubishi HC Capital Inc.Financials (excluding banks)

Corporate Governance Report 2026/04/01

As a company with an Audit & Supervisory Committee, the company updated information on the composition of the Board of Directors, the operation of the Nomination and Compensation Committees, and its strategic shareholdings. The number of strategic shareholdings declined from 134 companies at the end of March 2016 to 19 companies at the end of December 2025.

Worth reading
73In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
Direction inferred from the company’s description.
Scale
19
Companies (listed strategic shareholdings as of 31 December 2025)
Wording
Definitive
How definitive the wording is.

Governance structure

Company with an Audit and Supervisory Committee
Controlling shareholder
There is no controlling shareholder.

When one company holds most of the voting rights, its wishes are more likely to prevail in management. How the interests of minority shareholders are protected is a key issue.

Number of directors12 directors, including 5 outside directors (4 independent outside directors)
Number of independent officers4Number

This is the number of people reported to the exchange as independent officers. Whether someone is an outside officer and whether they qualify as independent are separate determinations.

Committee5
Governance CommitteeNomination CommitteeCompensation Committeeand Sustainability Committee. A majority of the members of the Nomination and Compensation Committees are independent outside directorsand the chairpersons of both committees are independent outside directors. The proportion of outside members on the Governance Committee is not disclosed.
Policy on cross-shareholdings

The company reviews the rationale for each strategic shareholding annually. Its basic policy is to sell holdings where their rationale cannot be justified, after taking into consideration the impact on the business and market and obtaining the understanding of the business partner. The number of holdings was reduced from 134 companies at the end of March 2016 to 19 companies as of 31 December 2025.

Policy regarding shares of other companies held to maintain business relationships and for other purposes.

Takeover defenses

Not adopted

Pre-agreed countermeasures in preparation for an unsolicited takeover attempt.

Changes this time

The assessment of the effectiveness of the Board of Directors for fiscal 2024 identifies as major initiatives the appointment of outside directors as the chairs of the Nomination and Compensation Committees and the review of the Board’s skills, among other measures.

Governance structure
ItemDetails
Corporate Governance StructureCompany with an Audit and Supervisory Committee
Number of directors12 directors, including 5 outside directors (4 independent outside directors)
Number of independent officers4 people
CommitteeGovernance Committee, Nomination Committee, Compensation Committee, and Sustainability Committee. A majority of the members of the Nomination and Compensation Committees are independent outside directors, and the chairpersons of both committees are independent outside directors. The proportion of outside members on the Governance Committee is not disclosed.
Policy on cross-shareholdingsThe company reviews the rationale for each strategic shareholding annually. Its basic policy is to sell holdings where their rationale cannot be justified, after taking into consideration the impact on the business and market and obtaining the understanding of the business partner. The number of holdings was reduced from 134 companies at the end of March 2016 to 19 companies as of 31 December 2025.
Takeover defensesNot adopted
Controlling shareholderThere is no controlling shareholder.
Changes this timeThe assessment of the effectiveness of the Board of Directors for fiscal 2024 identifies as major initiatives the appointment of outside directors as the chairs of the Nomination and Compensation Committees and the review of the Board’s skills, among other measures.

The reasons the company gives

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

Strategic shareholdings are held to build long-term, stable relationships with business partners, promote business, strengthen relationships based on capital and business alliances, and create new business opportunities. The company’s policy is to sell holdings when their rationale cannot be justified, and it may also sell them after considering factors such as market-value fluctuation risk and capital efficiency.

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.
Corporate Governance Report 2026/04/01 | Mitsubishi HC Capital Inc. (8593) timely disclosure | Komori