Discussion related to management strategies and plansReview of the medium-term business plan, monitoring of market trends, revision of earnings forecasts, etc. Discussion related to sustainabilityParticipation of outside directors in the Sustainability Committee, identification of material issues (important issues), response to information disclosure under the TCFD, etc. Discussion related to corporate governanceReport evaluating the Board of Directors’ effectiveness and consider-ation of measures, reorganization of the advisory committee structure, transition to the TSE Prime Market, compliance with the revised Corporate Governance Code, etc. Discussion related to business risksGroup internal audit reports, Group company risk monitoring reports, etc. Discussion related to important investment projects and individual businessesLarge-scale capital investment at the Agatsuma Plant, establish-ment of SPINNAKER PRESSURE SENSITIVE PRODUCTS LLC in the U.S., etc. Discussion related to human capitalIncreases in base pay, review of wage levels for younger employees, transition to a mandatory retirement age of 65, etc.1990~ 1990 Formed the LINTEC Corporation as a Company with Audit & Supervisory Board 2015 Transitioned organizational structure to a Company with Audit & Supervisory Committee 2011 Introduced an executive officer system 2016 Implemented the evaluation of the effectiveness of the Board of Directors 2015 Increased the number of outside directors (from two to four) 2015 Increased the number of independent outside directors (from one to two) 2018 Established the Corporate Governance Committee (two independent outside directors participate) 2021 Increased the number of outside directors (from four to five) 2020 Increased the number of independent outside directors (from two to three) 2021 Increased the number of independent outside directors (from three to four) 2021 Augmented the Corporate Governance Committee (all independent outside directors participate) 2021 Established the Sustainability Committee (all outside directors participate) 2021 Renamed the Corporate Governance Committee as the Nomination and Compensation CommitteeChanges in Corporate GovernanceOrganizational StructureSeparation of Management and ExecutionGovernance 2004 Appointed an outside director 2008 Appointed an independent outside director 2008 Increased the number of outside directors (from one to two)Outside DirectorsIndependent Outside DirectorsCommittees, etc.2010~Content of Key Deliberations by the Board of Directors in the Fiscal Year Ended March 31, 20222020~59 Evaluation of the Effectiveness of the Board of DirectorsOnce each year, LINTEC conducts an annual survey of all directors on their evaluation of the effectiveness of the Board of Directors through questionnaires and open-ended questions. This evaluation was performed most recently in April 2022. This time, we used a third-party governance survey, with a view to further improving the effectiveness of the Board of Directors. The survey identified “items for which the Company received low marks” and “items that are not generally emphasized by companies but that are emphasized by investors” as suggested areas for initiatives, and we proceeded by asking the Board members for their opinions on these items. The results obtained were analyzed and evaluated, and issues were identified by the representative directors, and those that should be prioritized in the current fiscal year were considered. “Sustainability initiatives” and “utilization of cost of capital and capital efficiency in decision-making” were identified as the most important themes, which will be discussed, mainly by the Sustainability Committee, the Board of Directors’ Council, and the Nomination and Compensation Committee. After conducting these processes, we received a final evaluation on the “overall effectiveness of the Board of Directors” from the Company’s independent outside directors. Based on this evaluation, we will continue to enhance the environment to improve the effectiveness of the Board of Directors.
元のページ ../index.html#61