025 gloria blue nega

Theme 3 : Growing with Society

 Corporate Governance Indicators

Corporate Governance Indicators

Corporate Governance

 

 

 

Unit

Fiscal 2015

Fiscal 2016

Fiscal 2017

Fiscal 2018

Fiscal 2019

Number of Directors
*Entering the number of people after the ordinary general meeting of shareholders

Number of Internal
Directors

Women

Members

0

0

0

1

1

Men

7

7

5

4

4

Total

7

7

5

5

5

Number of
Independent
Directors

Women

0

0

0

0

0

Men

3

3

3

3

3

Total

3

3

3

3

3

Total

10

10

8

8

8

Number of Corporate Executive Officers on the Board

Members

6

6

4

4

4

% of Corporate Executive Officers on the Board

60

60

50

50

50

% of Independent Directors on the Board

30

30

38

38

38

% of Women on the Board

0

0

0

13

13

Number of Audit &
Supervisory Board
Members

Number of Internal
 Members

Women

Members

0

0

0

0

0

Men

2

2

2

2

2

Total

2

2

2

2

2

Number of
Independent Members

Women

1

1

1

1

1

Men

2

2

2

2

2

Total

3

3

3

3

3

Total

5

5

5

5

5

% of Independent Audit & Supervisory Board Members

60

60

60

60

60

% of Female Audit & Supervisory Board Members

20

20

20

20

20

Average Age of Board Members

Age

60.8

61.8

63.2

63.2

60.6

Term Limits for Board Members

Years

1

1

1

1

1

Number of Board Meetings

Times

15

17

15

15

15

Board Meeting Attendance

100

99

100

100

99

Attendance of Independent Directors at Board Meetings

100

98

100

100

100

Number of Directors Attending Less Than 75% of Board Meetings

Members

0

0

0

0

0

Number of Audit Committee Meetings

Times

15

15

15

15

15

Audit Committee Meeting Attendance

99

97

100

99

100

Attendance of Independent Auditors at Board Meetings

98

96

100

98

100

Number of Auditors Attending Less Than 75% of Board Meetings

Members

0

0

0

0

Number of Executive Officers
*Excl. Board Members

Women

Members

1

2

2

1

2

Men

32

32

30

29

31

Total

33

34

32

30

33

Ratio of Female Executive Officers

3

6

6

3

6

Number of Executive Officers
(Global Officers)

Women

Members

-

0

0

0

0

Men

-

26

27

29

26

Total

-

26

27

29

26

 Human Resource Advisory Committee Members

Number of Internal Members

Women

Members

0

0

0

0

0

Men

2

2

2

2

2

Total

2

2

2

2

2

Number of
Independent
Members

Women

0

0

0

0

0

Men

3

3

3

3

3

Total

3

3

3

3

3

Total

5

5

5

5

5

Number of Human Resource Advisory Committee Meetings

Times

1

1

1

2

3

Human Resource Advisory Committee Meeting Attendance

100

100

100

100

100

Number of Compensation Advisory Committee Members

Number of Internal
Members

Women

Members

0

0

0

0

0

Men

1

1

1

1

1

Total

1

1

1

1

1

Number of
Independent
Members

Women

1

1

1

1

1

Men

3

3

3

3

3

Total

4

4

4

4

4

Total

5

5

5

5

5

Number of Compensation Advisory Committee Meetings

Times

1

2

2

1

1

Compensation Advisory Committee Meeting Attendance

100

100

100

100

100

 

Compensation

 

  Unit Fiscal 2015 Fiscal 2016 Fiscal 2017 Fiscal 2018 Fiscal 2019

Compensation of Chief
Executive Officer

Basic Remuneration

Millions of
Yen

100

100

100

102

103

Performance-Based Bonus in Cash

46

36

73

93

41

Performance-Based Remuneration (Stock-Based)

23

19

19

99

46

Total

169

155

192

294

190

Compensation of Directors
*Excluding External
Directors
*Including those who retired during the term

Basic Remunerations

397

427

357

357

345

Stock Options

0

0

0

0

0

Performance-Based Bonuses in Cash

183

154

246

310

130

Performance-Based Remunerations (Stock-Based)

95

83

68

300

147

Total

675

664

671

967

622

Compensation of Audit &
Supervisory Board
Members
*Excluding External Audit &
Supervisory Board Members
*Including those who retired during the term

Basic Remunerations

84

86

86

87

87

Stock Options

0

0

0

0

0

Performance-Based Bonuses in Cash

0

0

0

0

0

Performance-Based Remunerations (Stock-Based)

0

0

0

0

Total

84

86

86

87

87

Compensation of External
Directors and External Audit &
Supervisory Board Members

Basic Remunerations

85

85

85

103

108

Stock Options

0

0

0

0

0

Performance-Based Bonuses in Cash

9

9

9

0

0

Performance-Based Remunerations (Stock-Based)

4

4

5

0

0

Total

98

98

99

103

108

 

Shareholder Rights

Anti-Takeover Measures

None

 

Compliance

Clawback provision

Yes

The individual agreement for allocation of the stock-based compensation (shares with restriction on transfer) stipulates that if the board of directors decides that it is appropriate to return the stock, it shall be returned.

 

 

Unit Fiscal 2015 Fiscal 2016 Fiscal 2017 Fiscal 2018 Fiscal 2019

Political Contributions

Millions of Yen

 

 

 

 

8

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