Corporate Governance Indicators

Theme 3 : Growing with Society

　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	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	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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