Establishment of a Nomination and Compensation Committee and Meetings for Outside Directors

「In fiscal 2024, the committee, chaired by Lead Independent Outside Director Shimada Kunio (島田邦雄) and comprising Independent Outside Director Kanise Reiko (蟹瀬令子), Independent Outside Director Miyazaki Midori (宮崎緑), Representative Director and Chairman Nomoto Hirofumi (野本弘文), and Representative Director and President Horie Masahiro (堀江正博), met 7 times with all members in attendance. The committee received submissions for consultation and reported its recommendations to the Board of Directors regarding the nomination of director candidates, selection of representative directors, appointment and allocation of duties among executive officers and others, appointment of counselors and advisors, and revisions to regulations and organizational structures relating to executive compensation. Acting under authority delegated by the Board of Directors, it also determined the allocation of directors’ compensation and the compensation of counselors and advisors.」

「From April 2024, we changed the composition of the advisory bodies to the Board of Directors and established the Nomination and Compensation Committee, chaired by the Lead Independent Outside Director. We also established Outside Director Meetings in conjunction with the change in the composition of the advisory bodies.」