60Outside DirectorGovernanceNameHuman, Financial, and Business Relationships and Other Shared Interests between the Outside Directors and the CompanyAkira SebeThere are no particular shared interests between the Company and Akira Sebe, but Nippon Paper Industries Co., Ltd., where he serves as an executive officer, is a major trading partner of the Company, which purchased ¥1,610 million worth of raw materi-als from and sold ¥83 million worth of products to Nippon Paper (both results from the fiscal year ended March 31, 2022). In addition, Nippon Paper is a major shareholder in the Company; its holding amounted to 21,293,592 shares (30.49% of the total number of Company shares outstanding, excluding treasury stock) on March 31, 2022.Akiko OkushimaThere are no particular shared interests between the Company and Akiko Okushima.Shigeru SugimotoThere are no particular shared interests between the Company and Shigeru Sugimoto.Satoshi OhokaThere are no particular shared interests between the Company and Satoshi Ohoka.Kanako OsawaThere are no particular shared interests between the Company and Kanako Osawa.Functions and Roles in the Company’s Corporate GovernanceBy utilizing knowledge and experience from his directorship experience at Nippon Paper and his many years of business experience in this company’s materials department, Akira Sebe is able to strengthen the supervisory function of the Company’s Board of Directors. Therefore, he has been appointed as an outside director. He is also a member of the Sustainability Committee.By utilizing her extensive management experience gained through many years of work in a different industry from that of the Company as representative director and president and wide-ranging expertise in the marketing field, including her know-how and experience, Akiko Okushima is able to strengthen the supervisory function of the Company’s Board of Directors. Therefore, she has been appointed as an outside director. She is also a member of the Sustainability Committee and the Nomination and Compensation Committee. The Company has designated her as an independent officer based on the criteria stipulated by the TSE.By utilizing the knowledge and experience obtained as an outside director and auditor in a sector different from the Company, even managing his own company, as well as his practical experience, broad knowledge, and advanced expert insight as a certified public accountant, registered real estate appraiser, and certified tax accountant, Shigeru Sugimoto is able to strengthen the supervi-sory function of the Company’s Board of Directors. Therefore, he has been appointed as an outside director. He is also a member of the Sustainability Committee and the Nomination and Compensation Committee. The Company has designated him as an independent officer based on the criteria stipulated by the TSE.By utilizing his long years of policy-based finance experience, his rich international experience, his specialist academic experience, and his knowledge and experience gained as an outside director in industries different to that of the Company, Satoshi Ohoka is able to audit and supervise the Company’s Board of Directors. Therefore, he has been appointed as a director serving as a member of the Audit & Supervisory Committee and the Sustainability Committee, and chair of the Nomination and Compensation Committee. The Company has designated him as an independent officer based on the criteria stipulated by the TSE.By utilizing her specialist expertise and extensive knowledge gained as an attorney, along with the knowledge and experience gained through her career in corporate legal affairs both at home and abroad, Kanako Osawa is able to audit and supervise the Company’s Board of Directors. Therefore, she has been appointed as a director serving as a member of the Audit & Supervisory Committee. She is also a member of the Sustainability Committee and the Nomination and Compensation Committee. The Company has designated her as an independent officer based on the criteria stipulated by the TSE. Status of Outside DirectorsThe Company has appointed five outside directors—Akira Sebe, Akiko Okushima, Shigeru Sugimoto, Satoshi Ohoka, and Kanako Osawa. Two of these outside directors—Satoshi Ohoka and Kanako Osawa—are Audit & Supervisory Committee members. The Company does not have its own set standards or policies with regard to the independence of outside directors and refers instead to the standards stipulated by the Tokyo Stock Exchange, Inc. (TSE). Since appointment is based on a request from the Company, we recognize that independence from management is to be ensured.
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