Efforts to improve the effectiveness of the Board of Directors

The Company's Articles of Incorporation stipulate that the number of directors shall be no more than nine, and while it is fundamental that the Board of Directors consists of the necessary and appropriate number of people to ensure an effective management system and substantive discussions at Board meetings, in order to ensure expertise, the Board of Directors shall be composed of appropriate persons, considering the balance between executive directors who are excellent in character, insight, and ability to execute, and who are familiar with the business of the Group, and independent outside directors. is.

With regard to outside directors, we believe it is important to appoint diverse outside directors who have a high degree of independence and expertise in order to fulfill the role expected of them by society of advising and checking management. Furthermore, outside directors will include individuals with management experience at other companies.

◆ represents skills as an experienced representative director.

The skills of executive directors, excluding those who have experience as representative directors, are limited to four items.

The Board of Directors resolves matters stipulated by law or the Articles of Incorporation, as well as important company matters as stipulated in the "Board of Directors Regulations."
Furthermore, Executive Management Meeting, which is comprised of executive directors, etc., deliberates in advance on matters to be resolved by the Board of Directors, and provides advance explanations to outside directors who do not attend Executive Management Meeting. In addition to Board of Directors meetings, we also hold briefing sessions in which the heads of each department report to outside directors on the status of their departments' operations (held four times in fiscal 2024) as a means of communication between outside directors and business execution departments. Furthermore, we strive to ensure the efficiency of Board of Directors deliberations and the rationality of decision-making by, for example, establishing and implementing "detailed rules for the preparation of agenda documents for the Board of Directors."