Outside Directors/Audit & Supervisory Board Members
Outside Directors/Audit & Supervisory Board Members, reason for appointment and election of Independent Directors
| Position | Name | Important concurrent positions | Independent Director | Reasons for selection |
|---|---|---|---|---|
| Previous company | ||||
| Outside Director | Akiyoshi Watanabe | ○ | Akiyoshi Watanabe contributes greatly to enhancement of the oversight function by providing beneficial advice from an independent objective perspective and expertise to the Board of Directors and the Management Meeting based on his knowledge of monozukuri in a manufacturer in addition to his extensive overall management experience and oversight ability cultivated through his experience as a Representative Director in a different business category and industry from the Company. We expect he will continue to make recommendations and provide advice to enhance governance of the Company in the future. The Company therefore selected Watanabe as an Outside Director. In addition, although he held positions such as the Representative Director and President of Toyota Motor Kyushu, Inc., he retired from his position as Representative Director and Chairman ten years ago in June 2011. The Company confirmed that he is not prohibited by any of the items in the "Independence Standards for Outside Directors/Audit & Supervisory Board Members" stipulated by the Company. |
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| Toyota Motor Kyushu, Inc. | ||||
| Sumio Kuratomi | Nishi-Nippon Railroad Co., Ltd. Representative Director Chairman of the Board of Directors THE FUKUOKA CHUO BANK, LTD. Outside Director THE TORIGOE CO., LTD. Outside Director |
○ | Sumio Kuratomi serves as a Representative Director in a different business category and industry from the Company, and he contributes greatly to enhancement of the oversight function by providing beneficial advice from an independent objective perspective and expertise to the Board of Directors meetings based on his insights regarding local economies in addition to his deep knowledge of group management and oversight ability. We expect he will continue to make recommendations and provide input to enhance governance of the Company in the future. The Company therefore selected Kuratomi as an Outside Director. In addition, although there is a business relationship between the Company and Nishi-Nippon Railroad Co., Ltd., the Company confirmed that he is not prohibited by any of the items in the "Independence Standards for Outside Directors/Audit & Supervisory Board Members" stipulated by the Company. |
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| Nishi-Nippon Railroad Co., Ltd. | ||||
| Hiroko Shibasaki | Mazda Motor Corporation Director, Audit & Supervisory Committee Member |
○ | The Company expects Hiroko Shibasaki will contribute to decision making in important management matters and job duties including oversight of business execution by offering beneficial advice and recommendations based on necessity in meetings of the Board of Directors, etc. from a new perspective as an Outside Director of the Company leveraging her extensive experience in sales and corporate management in a different business category and industry from the Company. The Company therefore selected Shibasaki as an Outside Director. In addition, although Shibasaki served as the Managing Executive Officer of Tokio Marine and Nichido Fire Insurance Co., Ltd., she retired three years ago in March 2018, and the Company confirmed that she is not prohibited by any of the items in the "Independence Standards for Outside Directors/Audit & Supervisory Board Members" stipulated by the Company. |
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| Tokio Marine & Nichido Fire Insurance Co., Ltd. | ||||
| Outside Audit & Supervisory Board Member | Yukinori Michinaga | Saibu Gas Holdings Co., Ltd. President and representative director President and chief executive officer Krosaki Harima Corporation Outside Director |
○ | Yukinori Michinaga possesses extensive experience and broad knowledge as a corporate manager and greatly contributes to strengthening the audit function of the Company through valuable input mainly in Board of Director meetings. We expect Michinaga will continuously make recommendations to further strengthen the auditing system of the Company in the future as an Outside Audit & Supervisory Board Member. The Company therefore selected Mr. Michinaga as an Outside Audit & Supervisory Board Member. In addition, although there is a business relationship between the Company and Saibu Gas Holdings Co., Ltd. (corporate name changed from Saibu Gas Co., Ltd. in April 2021), the Company confirmed that he is not prohibited by any of the items in the "Independence Standards for Outside Directors/Audit & Supervisory Board Members" stipulated by the Company. |
| Saibu Gas Co., Ltd. | ||||
| Toru Yoshizako | Adviser, Kyuden Sangyo Co., Inc | ○ | Toru Yoshizako has extensive experience and broad knowledge as a corporate manager. We expect he will utilize his deep overall management insight and oversight ability to oversee business execution of the Directors and monitor overall management as an Audit & Supervisory Board Member. The Company therefore selected him as a new Outside Audit & Supervisory Board Member. Yoshizako served as the Executive Vice President of Kyushu Electric Power Company, Incorporated and retired five years ago in June 2016. In addition, although there is a business relationship between the Company and Kyuden Sangyo Co., Inc, the Company confirmed that he is not prohibited by any of the items in the "Independence Standards for Outside Directors/Audit & Supervisory Board Members" stipulated by the Company. |
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| Kyushu Electric Power Company, Incorporated | ||||
| Hidetoshi Soeda | Seiko Electric Co., Ltd. President |
○ | Hidetoshi Soeda has extensive experience and broad knowledge as a corporate manager. We expect he will utilize his deep overall management insight and oversight ability to oversee the business execution of our Directors and monitor overall management as an Audit & Supervisory Board Member. The Company therefore selected Soeda as a new Outside Audit & Supervisory Board Member. In addition, although there is a business relationship between the Company and Seiko Electric Co., Ltd., the Company confirmed that he is not prohibited by any of the items in the "Independence Standards for Outside Directors/Audit & Supervisory Board Members" stipulated by the Company. |
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| Seiko Electric Co., Ltd. |
