At J. Front Retailing we believe it is of utmost importance to ensure the effectiveness of the Board of Directors in order to achieve sustainable growth for the Group and improve our corporate value in the medium and long term. And to ascertain whether we are achieving adequate effectiveness, we conduct a third-party evaluation of the effectiveness of the Board of Directors every year since 2015.

Evaluation Methodology

The method used was based on a questionnaire distributed beforehand, after which “individual interviews” (Note) conducted by the third-party organization, the results of which were collated and analyzed in the form of a report, which was then deliberated by the Board of Directors.

(Note) “Individual interviews”
Based on the results of the questionnaire, individual hour-long interviews were conducted by the third-party organization in which all Directors (both Internal and Outside) were inquired about their views and awareness of issues in response to various questions concerning the Board of Directors. The results of the interviews are leading to the solving of issues at the Board of Directors.

Evaluation Items

40 items including:
●The Board of Directors’ contribution to the entire Group;
●The Board of Directors’ composition;
●Its operational status;
●The content of deliberations; and
●The effectiveness of activities of the Nomination, Remuneration and Audit Committees

Evaluation Results, Improvement Measures, Approaches to Issues, etc.

The Company conducted its tenth evaluation of the effectiveness of the Board of Directors between September and October 2024. Based on the results of the prior questionnaires given to all Directors, a third-party organization conducted individual interviews, and those details were discussed at a meeting of the Board of Directors held in November.
As a result of the evaluation of effectiveness, it was confirmed that the issues raised in the previous fiscal year, which were “thorough preparation and analysis in preparation for discussions of growth strategy,” “monitoring of the Medium-term Business Plan,” and “improvements in communication between oversight and business execution,” had been resolved to a reasonable extent. On the other hand, the evaluation for FY2024 led to the raising of further issues to enhance the effectiveness of the Board of Directors, which were “revising standards for agenda items and putting items on the agenda,” “improvements in the operation of the Board of Directors,” and “strengthening of the audit function.”
In response to this, approaches for resolving these issues were again discussed at a meeting of the Board of Directors held in December, which led to a concrete plan of action that has also been reflected in the agenda for the Board of Directors in FY2025.
We will continue to strive to share issues based on the evaluation of the effectiveness of the Board of Directors and substantively improve the effectiveness of the Board of Directors.

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