Governance Structure of a Company with a Board of Corporate Auditors, Including Outside Officers
First written in FY2016. 6 of 12 entries say "Reframed", first in FY2022. Latest entry: 2026-06-26.
The whole theme swung hardest in 2023: 15 of 101 companies on the "Worse" side.
- 2026-06-26RestatedGovernance
「As of 24 June 2026, 2 of the Company’s 7 directors also serve as directors of Shinmei HD. However, the Company makes its own decisions after fully discussing matters, including the views of 3 independent outside directors and 2 independent outside audit & supervisory board members, and considering that specific business execution is independent, we believe a certain degree of independence is secured.」
The governance structure, including 7 directors, 3 independent outside directors and 2 independent outside audit & supervisory board members, and the concurrent service of directors as officers of the parent company, was reconfirmed. - FY2026ReframedAnnual report
「As of the submission date (17 June 2026), the board of directors comprises 7 members, chaired by Representative Director, President and Executive Officer Fujio Masuzo (藤尾益造): Directors Fujio Masuo (藤尾益雄), Nishitani Kenryo (西谷賢亮), Sakurai Hiroki (櫻井宏樹), Iwatani Hiroki (岩谷博紀) (Outside Director), Karasawa Akira (柄澤彰) (Outside Director) and Kodaka Machiko (小高真智子) (Outside Director). It meets once a month and holds extraordinary meetings as necessary.」
As of the submission date, the board of directors comprises 7 members, including 3 Outside Directors, and the roles of the chairperson and president/executive officer, together with a new board structure, were updated. The audit and supervisory board comprises 3 members, including 2 Outside Audit & Supervisory Board Members. - 2026-05-28RestatedGeneral Meetings of Shareholders
「We would like to ask shareholders once again to elect 7 directors, including 3 outside directors.」
A structure of 7 directors, including 3 outside directors, was presented as a shareholders’ meeting proposal. - FY2025ReframedAnnual report
「As of the submission date (18 June 2025), the board of directors comprises 6 members, chaired by Representative Director, President and Executive Officer Fujio Masuzo (藤尾益造): Directors Fujio Masuo (藤尾益雄), Suzuki Yasuyuki (鈴木康之), Iwatani Hiroki (岩谷博紀) (Outside Director), Okamoto Fumiyo (岡本二美代) (Outside Director) and Midorikawa Toshihiro (緑川俊浩) (Outside Director). It meets once a month and holds extraordinary meetings as necessary. The Company has proposed, as an agenda item for the Ordinary General Meeting of Shareholders scheduled for 20 June 2025, the election of 7 directors. If the proposal is approved, the board will comprise 7 directors, including 3 Outside Directors.」
In addition to the Representative Director and President having changed, the board of directors comprised 6 members as of the submission date, including 3 Outside Directors, and is scheduled to comprise 7 members following approval at the general meeting of shareholders. The audit and supervisory board changed to a structure of 3 members, including 2 Outside Audit & Supervisory Board Members. - FY2024ReframedAnnual report
「The board of directors comprises 7 members, chaired by Representative Director and President Tokoho (東光法): Directors Fujio Masuo (藤尾益雄), Suzuki Yasuyuki (鈴木康之), Fujio Masuzo (藤尾益造), Iwatani Hiroki (岩谷博紀) (Outside Director), Okamoto Fumiyo (岡本二美代) (Outside Director) and Midorikawa Toshihiro (緑川俊浩) (Outside Director). It meets once a month and holds extraordinary meetings as necessary. The audit and supervisory board comprises 3 members, chaired by Standing Audit & Supervisory Board Member Hatta Kin'ya (八田欣弥): Audit & Supervisory Board Members Tada Yoshikazu (多田善計) (Outside Audit & Supervisory Board Member) and Tomisato Ryuichi (豊見里隆一) (Outside Audit & Supervisory Board Member). It meets once a month.」
The structure was updated with the Representative Director and President changed, the board of directors comprising 7 members including a new Outside Director, and the audit and supervisory board comprising 3 members including 2 Outside Audit & Supervisory Board Members. - FY2023-Q3ReframedAnnual report
「(2) Retiring officers Title Director and Executive Officer Hoshito Naofumi (法師人 尚史) 20 December 2022 Director and Executive Officer Osawa Yuji (大沢 祐司) 20 December 2022」
As of 20 December 2022, Hoshito Naofumi (法師人 尚史) and Osawa Yuji (大沢 祐司) retired as Directors and Executive Officers. - FY2023-Q2ReframedAnnual report
「Representative Director, Chairman and President; President and Executive Officer; Representative Director and Chairman; Fujio Masuo (藤尾 益雄) Director and Senior Managing Executive Officer; Director; Higashi Mitsunori (東 光法) Director and Executive Officer; Representative Director and President; Hoshito Naofumi (法師人 尚史) Director and Executive Officer; Director and Senior Managing Executive Officer; Osawa Yuji (大沢 祐司)」
As of 29 September 2022, the directors' titles and executive structure changed, including the establishment of the positions of Representative Director, Chairman and President, and President and Executive Officer. - FY2022ReframedAnnual report
「The Board of Directors is chaired by Representative Director and President Hoshito Naofumi (法師人 尚史) and consists of 8 members: Directors Fujio Masuo (藤尾 益雄), Osawa Yuji (大沢 祐司), Fujio Masuzo (藤尾 益造), Higashi Mitsunori (東 光法), Takehara Aki (竹原 相光) (outside director), Morizumi Yoji (森住 曜二) (outside director), and Iwaya Hiroki (岩谷 博紀) (outside director). It meets once a month and holds extraordinary meetings as needed.」
The Board of Directors changed from 9 to 8 members and now includes 3 outside directors. The Audit & Supervisory Board has 4 members, and a total of 5 independent officers are described. - FY2020AdvancedAnnual report
「The Board of Directors is chaired by Representative Director and President Hoshito Naofumi (法師人 尚史) and consists of 9 members: Directors Fujio Masuo (藤尾 益雄), Suto Yasunari (須藤 恭成), Osawa Yuji (大沢 祐司), Fujio Masuzo (藤尾 益造), Tanaka Yoshiaki (田中 義昭), Takehara Aki (竹原 相光) (outside director), Morizumi Yoji (森住 曜二) (outside director), and Muramoto Hiroshi (村本 浩) (outside director). It meets once a month and holds extraordinary meetings as needed.」
The Board of Directors increased from 7 to 9 members, and the number of outside directors became 3. The Audit & Supervisory Board has 4 members, including 2 outside Audit & Supervisory Board members. - FY2018RestatedAnnual report
「The Board of Directors consists of 7 members, including 2 highly independent outside directors. It meets once a month and holds extraordinary meetings as needed. The Audit & Supervisory Board consists of 4 members, including 2 highly independent outside Audit & Supervisory Board members, and meets once a month.」
Continued to disclose the governance structure comprising a 7-member Board of Directors, including 2 outside directors, and a 4-member Audit & Supervisory Board, including 2 outside Audit & Supervisory Board members. - FY2017AdvancedAnnual report
「The Board of Directors consists of 7 members, including 2 highly independent outside directors. It meets once a month and holds extraordinary meetings as needed. The Audit & Supervisory Board consists of 4 members, including 2 highly independent outside Audit & Supervisory Board members, and meets once a month.」
Reiterated the governance structure, including outside officers, and described the Board of Directors as consisting of 7 members and the Audit & Supervisory Board as consisting of 4 members. The executive structure, including executive officers and the Management Committee, was also specified. - FY2016First statedAnnual report
「We are a company with an Audit & Supervisory Board and have a Board of Directors and an Audit & Supervisory Board. The Board of Directors consists of 5 members, including 2 highly independent outside directors. It meets once a month and holds extraordinary meetings as needed.」
Describes the oversight and audit structure provided by the Board of Directors and Audit & Supervisory Board, including outside directors and outside Audit & Supervisory Board members, as a company with an Audit & Supervisory Board.