Remuneration for Member of the Board of Directors

Policies regarding remuneration

With respect to remuneration for Member of the Board of Directors, the Company makes it a basic policy to provide a system and level of remuneration that is considered suitable for executive-level managers of a globally competitive electronic equipment and component manufacturer in order to ensure recruitment of human talent considered to be excellent based on a comparison with same-industry competitors, to raise the morale and motivation to improve financial results and to contribute to the maximization of corporate value.

Remuneration for Members of the Board of Directors who are not Audit and Supervisory Committee Members is made up of (i) monthly remuneration, (ii) bonus with the aim of giving a short-term incentive, and (iii) share-based remuneration (non-monetary remuneration) with the aim of making them further share values with our shareholders by giving a medium- to long-term incentive. The remuneration paid to Outside Directors who are not Audit and Supervisory Committee Members or members of the Board of Directors who are Audit and Supervisory Committee Members is only monthly remuneration.

(i) Monthly remuneration:
The monthly remuneration is a fixed remuneration of an amount individually decided for each Member of the Board of Directors based on a fixed amount for service as Member of the Board of Directors, and an amount that is decided based on consideration of the level of importance of each Member of the Board of Directors’ business execution allocation and responsibility. Payment is made on a monthly basis.

(ii) Bonus:
The bonus is cash remuneration that is provided as an incentive to create economic value in each fiscal year and, in principle, is paid in June after the end of the fiscal year. The amount is calculated by multiplying a reference amount for each position by a factor (variable within a range of 0% to 200%) according to the level of achievement of the targets for the performance evaluation indicators. The performance evaluation indicators are consolidated operating income and ROIC (pre-tax basis), which are indicators related to the Group-wide management targets for economic value in the Mid-term Direction 2024. The Company selected these indicators in order to provide an incentive to increase net sales, which are associated with profit margins that the Company emphasizes, and efficiently generate profits from invested capital.

(iii) Share-based remuneration:
The Company’s share-based remuneration aims to motivate the willingness to contribute to the continuous enhancement of share values and corporate value spanning the long term between the Company’s Members of the Board of Directors and shareholders. According to the reference amount set for each position of each Member of the Board of Directors, restricted shares will be allotted every July. Furthermore, because a portion of the share-based remuneration (approximately 20% of the total share-based remuneration) is based on an evaluation of initiatives related to the creation of medium- to long-term social value and ESGs, every fiscal year the Remuneration Advisory Committee evaluates the progress of the initiatives for achieving the Group-wide management targets related to social value (Environment, Diversity, ES) in the Mid-term Direction 2024 and adjusts the amount of such portion within a range of ±20% of the reference amount set for each position.
In addition, restrictions of the allotted restricted shares will be lifted when eligible Members of the Board of Directors’ term of both positions as Member of the Board of Directors and Vice President expires, or retires due to the compulsory retirement age or resigns.

Each standard and composition ratio of monthly remuneration, bonus, and share-based remuneration is based on the “Executive Compensation Database” operated by the external consultant WTW (Willis Towers Watson) and will be determined by performing benchmarks on corporations similar to the Company’s type of industry and scale and verifying the validity.

Furthermore, the composition ratio of remuneration elements of remuneration of the President and Representative Director is largely as follows. The composition ratio of remuneration elements for other inside Members of the Board of Directors who are not Audit and Supervisory Committee Members is set so that the ratio of bonuses and share-based remuneration is higher for upper ranking positions according to the responsibilities, etc. of each position.

Composition of remuneration for Members of the Board of Directors who are not Audit and Supervisory Committee Members

Remuneration is made up of monthly remuneration, bonus and share-based remuneration. A portion of the share-based remuneration is based on an evaluation of initiatives related to the creation of medium- to long-term social value and ESGs.
  • *In the case of the President and Representative Director
  • **Bonuses are variable within a range of 0% to 200% of the reference amount of each position.

Amount of remuneration for each type of executive (Fiscal year ended March 31, 2023)

Category Total amount of compensation, etc. (Millions of yen) Total amount per type of compensation, etc. (Millions of yen) Persons
Monthly remuneration Bonus Share-based remuneration
Members of the Board of Directors (excluding those who are Audit and Supervisory Committee Members) 414 252 78 82 9
Members of the Board of Directors who are Audit and Supervisory Committee Members 78 78 - - 4

(Notes)

  1. The above figures include three Members of the Board of Directors who are not Audit and Supervisory Committee Members and retired during the fiscal year ended March 31, 2023.
  2. Out of the total shown above, total compensation, etc., provided to six Outside Directors, is 81 million yen (only monthly remuneration).

Guidelines for the holding of shares

From the perspective of strengthening the sharing of value with shareholders, the Company has recommended shareholdings as follows for Executive Directors. At the end of the fiscal year under review, the President and Representative Director holds shares equivalent to 2.2 times his fixed remuneration.

President and Representative Director: His or her target shall be to hold shares equivalent to 2.0 times fixed remuneration, within five years of being appointed to the relevant position
Other Executive Directors: Their target shall be to hold shares equivalent to 1.5 times fixed remuneration, within five years of being appointed to the relevant position

Repayment of remuneration, etc. (malus and clawback provision)

In order to ensure soundness of the remuneration system for Members of the Board of Directors, the Company has established a provision (a so-called malus and clawback provision) whereby, based on the decision of the Board of Directors following deliberations by the Remuneration Advisory Committee, the right to receive a bonus before it is paid and share-based remuneration before the transfer restrictions are lifted are fully or partially forfeited under certain circumstances, such as misconduct or retrospective adjustments to financial statements due to fraudulent accounting.

This provision applies to bonuses to be paid and share-based remuneration to be allotted after the 86th Ordinary General Meeting of Shareholders held in June 2022 and will remain in effect for all periods thereafter.

Procedures for determining remuneration

The Company aims to enhance objectivity and transparency regarding the amount of compensation, etc., of Directors of the Company and decision policy on individual compensation, etc., concerned with determination of calculation methods and the Board of Directors makes decisions based on reports from the Remuneration Advisory Committee, which was established to improve corporate governance.

Remuneration Advisory Committee

The Remuneration Advisory Committee deliberates on the remuneration system and levels for Members of the Board of Directors and reports its findings to the Board of Directors, and is entrusted from the Board of Directors to decide on the amounts of individual remuneration.

The members of the committees are selected by the Board of Directors from among its Members and a majority of the committee comprises Independent Outside Directors. The chairperson is an Outside Director.

Composition, status of attendance, and activities of the Remuneration Advisory Committee held this fiscal 2022 under review is as follows.

Composition and attendance of the Remuneration Advisory Committee

Name Position Status of attendance
Yuko Yasuda ◎ Outside Member of the Board of Directors 14/14 (100%)
Tsuneo Murata Chairman of the Board and Representative Director 14/14 (100%)
Masanori Minamide Member of the Board of Directors 10/10 (100%)
Hyo Kambayashi Outside Member of the Board of Directors (Audit and Supervisory Committee Member) 14/14 (100%)
Takashi Nishijima Outside Member of the Board of Directors 10/10 (100%)

(Notes)

  1. ◎ after the name means the person is the chairperson.
  2. The Nomination Advisory Committee and the Remuneration Advisory Committee held a joint meeting three times during the fiscal year under review. The number of attendance of each person includes attendance in the three joint meetings.
  3. As Masanori Minamide and Takeshi Nishijima became Committee members on June 29, 2022, the number of meetings of the Committee for them to attend differs from other Directors.

Activities of the Remuneration Advisory Committee

Main contents of discussion Period
Consideration and reporting of the reference amount of Director remuneration for the 87th fiscal term April
Reporting of decision policy of Director remuneration for the 87th fiscal term May
Reporting of targets for bonus and share-based remuneration for the 87th fiscal term May
Consideration and determination of the individual reference amount for Directors, etc. for the 87th fiscal year June and July
Determination of activity plans for the Committee for the 87th fiscal year July
Verification of the latest trends surrounding Director remuneration October
Consideration of cooperation with the Nomination Advisory Committee November, December, January, Feburuary and March
Consideration of reference amount of Director remuneration for the 88th fiscal year Feburuary and March

(Notes)

  1. In December, January and March, a joint meeting for the Nomination Advisory Committee and the Remuneration Advisory Committee was held in addition to the meeting of the Remuneration Advisory Committee.
  2. In Consideration of coordination with the Nomination Advisory Committee, the strengthening of coordination in evaluation on the President and Representative Director and the building of a mechanism for that were considered and implemented.
  3. The 87th term for Director remuneration refers to the period from June 30, 2022 to June 29, 2023 while the 88th term refers to the period from June 30, 2023 to June 27, 2024.

Table of contents

Nomination of candidates for Members of the Board of Directors

  • Nomination policies
  • Nomination procedures
  • Nomination Advisory Committee
  • Composition of the Board of Directors and Skill Matrix
    • Executives
    • Biographies and Reasons for Appointment

Remuneration for Member of the Board of Directors

  • Policies regarding remuneration
  • Procedures for determining remuneration
  • Remuneration Advisory Committee