Evaluation of the Effectiveness
of the Board of Directors
June 12, 2020
Overview of the Results of Evaluating the Effectiveness of the Board of Directors
The management’s fundamental stance on corporate governance is a management structure where managers themselves can verify and sustain conditions of compliance with laws and standing rules based on the corporate philosophy: ‘Tasty Sushi for All. Tasty Sushi for the Heart.’ Moreover, we believe that establishing a management framework that can orient the mentality and activities of all officers and employees to accomplish the corporate philosophy and management objectives will lead to more equitable and transparent management, and this will be for the benefit of all stakeholders involved with the Company.
The Company carried out an analysis and evaluation of the effectiveness of the Board of Director for the September 2019 quarter on the basis of this fundamental stance. An overview of the results of that evaluation follow.
1. Evaluation Method
- (1) Individuals subject to evaluation
All directors, including Audit Committee members who are directors
- (2) Method
The evaluation of the effectiveness of the Board of Directors in the September 2019 quarter was carried out by a third-party institution using an anonymous questionnaire format. Based on the tabulated results, the Board of Directors deliberated, analyzed and evaluated the Board’s effectiveness.
2. Overview of Analysis and Evaluation Results
The directors carried out a self-evaluation through a questionnaire format, and an analysis and evaluation was carried out on the entire Board of Directors. The questionnaire was provided with the cooperation of a third-party institution, and individual IDs were issued to each director with responses given directly to the third-party institution to ensure anonymity. Based on the report of the tabulated results from the third-party institution and after confirming the composition of the Board of Directors, the points of improvement regarding the deliberation and administration of the Board of Directors, the state of administration of the Board of Directors, the state of support provided to the Board of Directors, the training required for the Board of Directors, the state of communication with shareholders, and other efforts made by the directors themselves regarding their own deliberation and administration, the Board of Directors was evaluated to have sufficient effectiveness. The points requiring some improvement were the composition of the Board of Directors, the support system for the Board of Directors, communication with shareholders and investors, and the state of deliberations within the Board of Directors. Thus, we recognize that these improvements will be future challenges to tackle.
To achieve sustained growth and the enhancement of medium- to long-term corporate value, we will strive to build an equitable and transparent management system and continue to strengthen the effectiveness of the Board of Directors by making improvements to these issues.
*Information updated as of June 2020.