Enhancing the Independence and Transparency of Management Oversight through the Nomination and Compensation Committee
First written in FY2019. 3 of 9 entries say "Advanced", first in FY2020. Latest entry: 2026-06-24.
The whole theme swung hardest in 2025: 9 of 89 companies on the "Worse" side.
87 other companies' latest entry also says "Restated".
- 2026-06-24RestatedGovernance
「Nomination Committee Consultation Remuneration Committee Board of Directors Director who is an Audit and Supervisory Committee member Audit and Supervisory Committee Recommendation」
The company has reaffirmed the framework for consultation and recommendations by the Nomination Committee and Remuneration Committee in its corporate governance diagram. - FY2026AdvancedAnnual report
「The Nomination Committee comprises 3 independent outside directors and 2 executive directors. More than half of its members are independent outside directors, and an independent outside director serves as chair.」
Following the planned change in the composition of the Board of Directors, the company disclosed the actual structure of the Nomination Committee, including 3 independent outside directors. - 2026-05-14RestatedGovernance
「The matter is referred to the Nomination Committee, an optional advisory body composed of a majority of independent outside directors who are Audit and Supervisory Committee members, and the Board of Directors makes its resolutions while respecting the committee's views.」
The company has reaffirmed its process for selecting directors using a Nomination Committee in which independent outside directors constitute a majority. - FY2025ReframedAnnual report
「The company has proposed, as agenda items for approval at the Ordinary General Meeting of Shareholders scheduled for 18 June 2025, the “Election of 5 Directors (excluding Directors who are Audit & Supervisory Committee members)” and the “Election of 3 Directors who are Audit & Supervisory Committee members.” If these proposals are approved, the Board of Directors will comprise 8 directors, including 3 outside directors, and the chairs and members of each body are expected to be as follows.」
The company disclosed plans to change the composition of the Board of Directors after the Ordinary General Meeting of Shareholders from the current 9 directors, including 4 outside directors, to 8 directors, including 3 outside directors, while maintaining the framework requiring independent outside directors to constitute a majority of the Nomination and Compensation Committee. - FY2023RestatedAnnual report
「The Nomination Committee comprises 4 independent outside directors and 2 executive directors. More than half of its members are independent outside directors, and an independent outside director serves as chair.」
The company continues to maintain a Nomination and Compensation Committee comprising 4 independent outside directors, with independent outside directors constituting a majority and an independent outside director serving as chair. - FY2022AdvancedAnnual report
「The Nomination Committee comprises 4 independent outside directors and 2 executive directors. More than half of its members are independent outside directors, and an independent outside director serves as chair.」
The company specifically disclosed the composition of the Nomination and Compensation Committee, the requirement that independent outside directors constitute a majority, and its advisory and recommendation functions. It also established a Governance Enhancement Committee and developed a monitoring structure including outside experts. - FY2021ReframedAnnual report
「The company has established a voluntary advisory Nomination and Compensation Committee to ensure the objectivity and transparency of the decision-making process concerning the appointment and dismissal of directors, the nomination of candidates and compensation, among other matters, for directors other than directors who are Audit & Supervisory Committee members. The committee comprises 4 independent outside directors and 1 executive director, with an independent outside director serving as chair.」
The former voluntary Nomination Committee and Compensation Committee were reorganised as the Nomination and Compensation Committee, and the company disclosed its composition, including 4 independent outside directors, and its functions for deliberating on succession plans and compensation policies. - FY2020AdvancedAnnual report
「The Compensation Committee met 5 times during the fiscal year under review at the request of the Board of Directors for advice. At 3 of these meetings, it repeatedly deliberated on reviewing the compensation system from the perspective of securing excellent personnel suited to the company while continuously enhancing corporate value and maintaining corporate competitiveness, and establishing compensation levels and a structure appropriate for the company’s scale. At the remaining 2 meetings, it deliberated on the appropriateness of evaluations based on the performance of each director during the fiscal year under review, as well as the appropriateness of compensation amounts based on those performance evaluations.」
The Compensation Committee established in April 2019 met 5 times during the year and deliberated on reviewing the compensation system and the appropriateness of directors’ performance evaluations and compensation amounts. - FY2019First statedAnnual report
「As an advisory body to the Board of Directors, the company established a voluntary Nomination Committee on 12 April 2019 to strengthen the independence and objectivity of, and accountability for, the Board’s functions concerning the appointment and dismissal of directors and executive officers and the nomination of candidates for directors and Audit & Supervisory Board members, and to ensure procedural transparency. The company also established a voluntary Compensation Committee to strengthen the independence and objectivity of, and accountability for, the Board’s functions concerning compensation for directors and executive officers.」
The voluntary Nomination Committee and Compensation Committee were established on 12 April 2019. The two committees comprise 2 outside directors, 2 outside Audit & Supervisory Board members and the representative director and president, with an outside director serving as chair.