Corporate
Governance

Basic Approach to Corporate Governance

Our vision is to be a “knowledge-intensive company” representing Japan in the 21st century and we have the Thought(corporate slogan) “Innovating for a Wise Future” to represent our mission to carry out together with society. This Thought expresses our hope to create a wiser future by spreading beneficial technologies based on “engineering knowledge” throughout society. In addition to the business based on our corporate philosophy from its foundation “Bridge the gap between Academia and Industry,” we search for and discover the world’s most valuable and cutting-edge technologies and provide them to our clients with the value we can only add. As a “Professional Design & Engineering Firm,” we will create new value for the future together with our stakeholders and aim for sustainable growth while conducting marketing activities to identify the needs of society and customers and technological exploration.
We value the interests of our stakeholders (our employees, research institutions, investment partners, other partner companies, communities, shareholders, and investors), and strive to build and maintain an appropriate management system that ensures management transparency and efficiency to live up to their trust and expectations.
We have adopted a “Company with a Nominating Committee, etc.” as a form of organization under the Companies Act. The Board of Directors consists of 9 members, including 6 outside directors with independence and a wealth of knowledge and experience. Furthermore, in the Nominating Committee, Audit Committee, and Compensation Committee, each committee has a majority of outside directors and is chaired by an outside director. This ensures its transparency and objectivity in the consideration of important matters such as nomination, audit, and compensation.

Corporate Governance Structure

Structure

Biographies of Outside Directors

Yutaro SHINTAKU

[Brief history, position and responsibilities]

  • Joined Toa Nenryo Kogyo Kabusiki Kaisha (currently ENEOS Holdings)
  • Joined Terumo Corporation
  • Director and Executive Officer, Terumo Corporation
  • President and Representative Director, Terumo Corporation
  • Outside Director, Santen Pharmaceutical Co.
  • Outside Director, Kubota Corporation (Nomination and Compensation Advisory Committee Members)(current position)
  • Councilor, International University of Health and Welfare(current position)
  • Visiting Professor, School of Business Administration, Hitotsubashi University
  • Specially Appointed Professor, School of Business Administration, Hitotsubashi University
  • Outside Director, Nominating Committee Member, KOZO KEIKAKU ENGINEERING Inc.
  • Outside Director, Nominating Committee Member, and Compensation Committee Member, KOZO KEIKAKU ENGINEERING Inc.
  • Outside Director, Nominating Committee Member, and Compensation Committee Member, KOZO KEIKAKU ENGINEERING HOLDINGS Inc.
  • Outside Director, Nominating Committee Member, H.U. Group Holdings, Inc.(current position)
  • Outside Director, Nominating Committee Member, KOZO KEIKAKU ENGINEERING HOLDINGS Inc.
  • (to present)

Yoshikazu KATO

[Brief history, position and responsibilities]

  • Joined The Bank of Tokyo, Ltd. (currently MUFJ Bank, Ltd.)
  • Regional Head of Mideast and General Manager of Bahrain Branch, The Bank of Tokyo-Mitsubishi, Ltd.
  • General Manager of Marunouchi Branch, The Bank of Tokyo-Mitsubishi UFJ, Ltd.
  • Head of Banking, The Hongkong and Shanghai Banking Corporation Limited, Japan
  • Outside Director, Grosvenor Asia Pacific Limited
  • Vice Chairman, Wealth Management, UBS AG, Tokyo Branch
  • Outside Corporate Auditor, ZERO CO., LTD.
  • Advisor, Création Capital, Inc. (current position)
  • Advisor, TPO co., ltd.
    Outside Director, Audit Committee Member, KOZO KEIKAKU ENGINEERING Inc.
  • Outside Director, Audit Committee Member, and Compensation Committee Member, KOZO KEIKAKU ENGINEERING Inc.
  • Outside Director of Tokyo Green Tomisato Caledonian Corporation(current position)
    CEO, FIRST PARTNERS Capital Co Ltd(current position)
  • Japan Representative and Advisor, Grosvenor Limited
    Board Advisor, Eaton Real Estate Co. Ltd. (current position)
  • Outside Director, Audit Committee Member, KOZO KEIKAKU ENGINEERING HOLDINGS Inc.
  • Advisor, Serakai Group
  • (to present)

Hiroshi NEMOTO

[Brief history, position and responsibilities]

  • Joined Chuo Audit Corporation
  • Partner, Chuo Aoyama Audit Corporation
  • Representative Partner, Clifix Certified Public Tax Accountants’ Corporation
  • Outside Corporate Auditor, KISCO LTD. (current position)
  • Supervisory Officer, JAPAN PRIVATE REIT, INC. (current position)
  • Senior Advisor, Clifix Certified Public Tax Accountants’ Corporation (current position)
  • Outside Director (Audit and Supervisory Committee Member), Create restaurants holdings inc.
  • Outside Director, JustSystems Corporation
  • Outside Director (Audit and Supervisory Committee Member), Money Partners Group Co., Ltd.
  • Outside Director, Audit Committee Member, KOZO KEIKAKU ENGINEERING Inc.
  • Outside Director, Audit Committee Member, KOZO KEIKAKU ENGINEERING HOLDINGS Inc.
  • (to present)

Yasuhiko IMAIZUMI

[Brief history, position and responsibilities]

  • Joined the Industrial Bank of Japan, Limited (currently Mizuho Bank, Ltd.)
  • General Manager of Head Office Corporate Banking Department-18, Mizuho Corporate Bank, Ltd.
  • Executive Officer / General Manager, Corporate Banking Department of Nagoya, Mizuho Corporate Bank, Ltd.
  • Managing Executive Officer, Mizuho Corporate Bank, Ltd.
  • Deputy President and Executive Officer, Mizuho Financial Group, Inc.
    Deputy President and Executive Officer, Mizuho Bank, Ltd.
    Deputy President and Director, Mizuho Corporate Bank, Ltd.
  • Deputy President and Executive Officer, Mizuho Financial Group, Inc.
    Deputy President and Director, Mizuho Bank, Ltd.
  • Deputy President and Director, Deputy President and Executive Officer, Mizuho Securities Co., Ltd.
  • Member of the Board of Directors, Chairman, Mizuho Securities Co., Ltd.
  • Executive Vice President and director, and Vice President, Executive Officer, NIPPON STEEL KOWA REAL ESTATE CO., LTD.
  • President and CEO, NIPPON STEEL KOWA REAL ESTATE CO., LTD.
  • Director and Advisor, NIPPON STEEL KOWA REAL ESTATE CO., LTD.
  • Executive Advisor, NIPPON STEEL KOWA REAL ESTATE CO., LTD.
    Outside Director, Nippon Seisen Co., Ltd . (current position)
  • Outside Director, NIPRO CORPORATION(current position)
  • Outside Director, Nominating Committee Member, and Compensation Committee Member, KOZO KEIKAKU ENGINEERING HOLDINGS Inc.
  • (to present)

Kazuo KITAHARA

[Brief history, position and responsibilities]

  • Appointed Public Prosecutor at Tokyo District Public Prosecutors Office
  • General Affairs and Planning Department, Research and Training Institute of the Ministry of Justice
  • Senior Research Officer, Research Department, Research and Training Institute of the Ministry of Justice
  • Deputy Chief, Trial Department, Tokyo District Public Prosecutors Office
  • Chief, Trial Department, Nagoya District Public Prosecutors Office
  • Public Prosecutor, Tokyo High Public Prosecutors Office, and Professor, Keio University Law School(seconded)
  • Chief, General Affairs and Planning Department, Research and Training Institute of the Ministry of Justice
  • Chief Prosecutor, Morioka District Public Prosecutors Office
  • Deputy Superintending Prosecutor, Sapporo High Public Prosecutors Office
  • Chief Prosecutor, Utsunomiya District Public Prosecutors Office
  • Retired as Public Prosecutor
  • Appointed Notary Public, Shimbashi Notary Office
  • President, Tokyo Notary Association
  • President, Japan National Notaries Association
  • Advisor, Japan National Notaries Association
  • Retired as Notary Public
  • Registered as Attorney at Law, Tokyo Bar Association
  • Outside Director, Compensation Committee Member, KOZO KEIKAKU ENGINEERING HOLDINGS Inc.
  • (to present)   

Mikihide KATSUMATA

[Brief history, position and responsibilities]

  • Joined the Industrial Bank of Japan, Limited (currently Mizuho Bank, Ltd.)
  • Joined Merrill Lynch Japan Securities CO., Ltd., Director, Global Principal Investments
  • Founded Nippon Mirai Capital Co., Ltd., Director Partner & CFO
  • Founded New Frontier Capital Management Co., Ltd., President and Representative Director(CEO)
  • President and CEO, Mobile Internet Capital Inc.
  • Senior Managing Executive Officer (CIO), Innovation Network Corporation of Japan, Co., Ltd.
  • President and COO, Innovation Network Corporation of Japan, Co., Ltd.
  • President and CEO (COO), INCJ, Ltd.
  • Resigned from INCJ, Ltd.
  • Outside Director (Audit and Supervisory Committee Member), SPARX Group Co, Ltd.(current position)
    Auditor, SPARX Asset Management Co., Ltd.(current position)
  • Outside Director, Nominating Committee Member, KOZO KEIKAKU ENGINEERING HOLDINGS Inc.
  • (to present)   

Skill Matrix of Directors

Name Current position and
responsibilities
in the Company
Experience and expertise Specialization
Knowledge-intensive
corporate management
Quality control and
risk management
Recruitment,
human resource development and
evaluation system
Succession and cultivation
of corporate culture
Sales and marketing Industry-academia
collaboration
Global Cooperation New Business and
Investment
Law and
Compliance
Accounting, Auditing,
Finance
Shota HATTORI Director
Representative Executive Officer
● ● ● ● ● ●
Kayoko KIMURA Director
Executive Officer
Compensation Committee Member
● ● ● ● ●
Hideaki ARAKI Director
Audit Committee Member
● ● ● ● ●
Yutaro SHINTAKU Outside Director
Nominating Committee Member
● ● ● ●
Yoshikazu KATO Outside Director
Audit Committee Member
● ●
Hiroshi NEMOTO Outside Director
Audit Committee Member
● ●
Yasuhiko IMAIZUMI Outside Director
Nominating Committee Member
Compensation Committee Member
● ● ● ● ●
Kazuo KITAHARA Outside Director
Compensation Committee Member
● ●
Mikihide KATSUMATA Outside Director
Nominating Committee Member
● ● ● ●

The data and forecasts disclosed on this website are based on judgments and available information as of the date of each announcement, and are subject to change due to various factors. Therefore, there is no guarantee that these goals and forecasts will be achieved, nor is there any guarantee of future performance. As this information is subject to change without notice, we ask that you use this information and materials at your own discretion after checking with information obtained by other means. This information has not been prepared for the purpose of soliciting investments or any other similar activities, whether in Japan or overseas. This information is provided free of charge, and although we have taken the utmost care in its content, we assume no responsibility whatsoever for any errors in the information, defects in the files, or other damages resulting from the use of this material.

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