Governance

　Corporate governance indicators

Corporate governance indicators

  • As of March 31, Fiscal-Year end
Corporate Governance
      Unit Fiscal
2018		 Fiscal
2019		 Fiscal
2020		 Fiscal
2021		 Fiscal
2022		 Fiscal
2023		 Fiscal
2024		 Fiscal
2025
Number of Directors
  • Figures are as of the conclusion of the annual general meeting of shareholders
 Internal Directors Women Members 1 1 1 0 0 1 1 1
Men 4 4 4 5 5 4 4 4
Total 5 5 5 5 5 5 5 5
Independent Outside Directors Women 0 0 0 1 1 1 1 1
Men 3 3 3 3 3 3 3 3
Total 3 3 3 4 4 4 4 4
Total 8 8 8 9 9 9 9 9
Number of Executive Officers concurrently serving as Directors Members 4 4 4 4 4 4 4 4
% of Executive Officers concurrently serving as Directors ％ 50 50 50 44 44 44 44 44
% of Independent Outside Directors 38 38 38 44 44 44 44 44
% of Female Directors 13 13 13 11 11 22 22 22
Audit & Supervisory Board Members Internal Audit & Supervisory Board Members Women Members 0 0 0 0 0 0 0 1
Men 2 2 2 2 2 2 2 1
Total 2 2 2 2 2 2 2 2
Independent Outside Audit & Supervisory Board Members Women 1 1 1 1 1 1 1 1
Men 2 2 2 2 2 2 2 2
Total 3 3 3 3 3 3 3 3
Total 5 5 5 5 5 5 5 5
% of Independent Outside Audit & Supervisory Board Members ％ 60 60 60 60 60 60 60 60
% of Female Audit & Supervisory Board Members 20 20 20 20 20 20 20 40
Average Age of Board Members Age 63.2 60.6 61.6 61.6 62.6 63.0 61.8 62.5
Term of Office of Directors Years 1 1 1 1 1 1 1 1
Number of Board Meetings Times 15 15 15 15 15 16 15 15
Board Meeting Attendance Rate ％ 100 99 100 100 100 99 100 99
Attendance Rate of Independent Outside Directors at Board Meetings ％ 100 100 100 100 100 98 100 98
Number of Directors Attending Less Than 75% of Board Meetings Members 0 0 0 0 0 0 0 0
Number of Audit & Supervisory Board Meetings Times 15 15 15 15 15 15 15 15
Audit & Supervisory Board Meeting Attendance Rate ％ 99 100 100 100 100 100 100 100
Attendance Rate of Independent Outside Audit & Supervisory Board Members ％ 98 100 100 100 100 100 100 100
Number of Audit & Supervisory Board Members with Less Than 75% Attendance at Audit & Supervisory Board Meetings Members 0 0 0 0 0 0 0 0
Number of Executive Officers in Japan
  • Excludes those concurrently serving as Directors
 Women Members 1 2 2 2 2 2 2 1
Men 29 31 26 25 28 29 28 25
Total 30 33 28 27 30 31 30 26
Ratio of Female Executive Officers ％ 3 6 7 7 7 6 7 4
Number of Executive Officers overseas and Global Officers Women Members 0 0 0 0 0 0 0 0
Men 29 26 28 27 27 22 21 18
Total 29 26 28 27 27 22 21 18
Number of Nomination Advisory Committee Members Internal Members Women Members 0 0 0 0 0 0 0 0
Men 2 2 2 2 2 2 2 2
Total 2 2 2 2 2 2 2 2
Independent Outside Members Women 0 0 0 1 1 1 1 1
Men 3 3 3 3 3 3 3 3
Total 3 3 3 4 4 4 4 4
Total 5 5 5 6 6 6 6 6
Number of Nomination Advisory Committee Meetings Times 2 3 2 5 3 3 3 4
Nomination Advisory Committee Meeting Attendance Rate ％ 100 100 100 100 100 100 100 100
Number of Compensation Advisory Committee Members Internal Members Women Members 0 0 0 0 0 0 0 0
Men 1 1 1 1 1 1 1 1
Total 1 1 1 1 1 1 1 1
Independent Outside Members Women 1 1 1 2 2 1 1 1
Men 3 3 6 6 6 4 4 4
Total 4 4 7 8 8 5 5 5
Total 5 5 8 9 9 6 6 6
Number of Compensation Advisory Committee Meetings Times 1 1 1 1 4 4 3 4
Compensation Advisory Committee Meeting Attendance Rate ％ 100 100 100 100 100 100 100 100
Compensation
    Unit Fiscal
2018		 Fiscal
2019		 Fiscal
2020		 Fiscal
2021		 Fiscal
2022		 Fiscal
2023		 Fiscal
2024		 Fiscal
2025
CEO Compensation Base Compensation Millions of
Yen		 102 103 103 103 116 120 125 126
Performance-Based Bonus 93 41 28 65 120 120 126 105
Performance-Based Stock Compensation 99 46 35 57 87 99 147 153
Total 294 190 166 224 323 339 398 383
Director Compensation
  • Excluding Outside Directors
  • Including those who retired during the fiscal year
 Base Compensation 357 345 331 331 359 372 384 396
Stock Options 0 0 0 0 0 0 0 0
Performance-Based Bonus 310 130 88 207 369 369 389 314
Performance-Based Stock Compensation 300 147 108 182 249 278 454 458
Total 967 622 527 720 977 1019 1227 1168
Audit & Supervisory Board Member Compensation
  • Excluding Outside Directors
  • Including those who retired during the fiscal year
 Base Compensation 87 87 87 87 90 90 95 97
Stock Options 0 0 0 0 0 0 0 0
Performance-Based Bonus 0 0 0 0 0 0 0 0
Performance-Based Stock Compensation 0 0 0 0 0 0 0 0
Total 87 87 87 87 90 90 95 97
Compensation of Outside Directors and Outside Audit & Supervisory Board Members Base Compensation 103 108 109 122 146 151 158 160
Stock Options 0 0 0 0 0 0 0 0
Performance-Based Bonus 0 0 0 0 0 0 0 0
Performance-Based Stock Compensation 0 0 0 0 0 0 0 0
Total 103 108 109 122 146 151 158 160
Shareholder Rights
Anti-Takeover Measures
  • Excludes subsidiaries
 None
Compliance
Clawback provision Yes In the event of a significant revision of financial statements or an event that has a significant impact on the reputation of the Company due to the execution of business by Directors, the performance-based remuneration paid to the Internal Directors could be required to be reduced, confiscated or refunded. In principle, the content of the refund request, etc. will be decided by the Board of Directors after the deliberation by the Compensation Advisory Committee according to each event.
  Unit Fiscal 2018 Fiscal 2019 Fiscal 2020 Fiscal 2021 Fiscal 2022 Fiscal 2023 Fiscal 2024 Fiscal 2025
Political Contributions Millions of Yen   8 8 8 8 8 8
komatsu csr, 人事部, Business Coordination Department, Audit Staff