Nomination Committee

The Nomination Committee is composed of three independent Outside Directors and the Chairperson of Board of Directors who does not execute business. The Chairperson is chosen from among independent Outside Directors from the standpoint of ensuring transparency and objectivity.
The Nomination Committee determines the content of proposals on the nomination and dismissal of Directors submitted to shareholders meetings and reports to the Board of Directors regarding the nomination and dismissal of Executive Officers, as well as the chairpersons and members of three statutory committees, and other matters in response to a consultation by the Board of Directors.
The meetings of the Nomination Committee were held 16 times in FY2021 with 100% attendance by all the committee members.

Audit Committee

To maintain and improve audit accuracy, the Audit Committee is composed of three independent Outside Directors and one full-time Director who does not execute business and is well informed about internal information. The Chairperson is chosen from among independent Outside Directors from the standpoint of ensuring transparency and objectivity.
The Audit Committee effectively audits whether Executive Officers and Directors execute their duties in compliance with the laws and the Articles of Incorporation and efficiently in accordance with the Basic Mission Statement of the Company and the Group Vision, and makes necessary advice and recommendations. It also conducts audits on the construction and operation of internal control, and prepares audit reports. To ensure the reliability of accounting information, the Audit Committee also oversees the Accounting Auditor, and determines the content of proposals on the nomination and dismissal of such Auditor and other matters submitted for discussion at shareholders meetings.
The meetings of the Audit Committee were held 20 times in FY2021 with 100% attendance by all the committee members.

Remuneration Committee

The Remuneration Committee is composed of three independent Outside Directors and the Chairperson of Board of Directors who does not execute business. The Chairperson is chosen from among independent Outside Directors from the standpoint of ensuring transparency and objectivity.
The Remuneration Committee determines the policy on deciding the content of the remuneration of individual Directors and Executive Officers of the company and officers of the Group’s major business subsidiaries (directors, executive officers and audit & supervisory board members), the content of the remuneration of the individual Directors and Executive Officers of the Company and others.
The meetings of the Remuneration Committee were held 11 times in FY2021 with 100% attendance by all the committee members.

Number of meetings in FY2021 (March 2021 to February 2022)

Corporate Governance

• Corporate Governance System

• Board of Directors

• Nomination Committee, Audit Committee, and Remuneration Committee

• Nomination/Appointment/Succession Planning

• Officer Remuneration System

• Evaluation of the Effectiveness of the Board of Directors

• Basic Capital Policy/Shareholder Return Policy/Cross-Shareholdings

• JFR Tax Policy