Overview of Murata’s Corporate Governance System

●Board of Directors
The Board of Directors decides on our basic management direction and particularly important matters for execution, and supervises duties implemented by Member of the Board of Directors.
At present, the Board of Directors is made up of 12 Members, of whom 5 are Independent Outside Directors. Independent Outside Directors represent more than one-third of the Board of Directors.

●Audit and Supervisory Committee
The Audit and Supervisory Committee audits duties implemented by Members of the Board of Directors and may state their opinions in relation to appointment and remuneration of Member of the Board of Directors at General Meetings of Shareholders.
At present, the Audit and Supervisory Committee is made up of 4 members, of whom 3 are Independent Outside Directors. Three of the Members of the Board of Directors who are Audit and Supervisory Committee Members possess a considerable degree of knowledge in the areas of finance and accounting. The Committee has one fulltime member who shares information concerning the status of operations and corporate finances with part-time members.

●Nomination Advisory Committee/Remuneration Advisory Committee
These Committees have been established as advisory bodies for the Board of Directors in order to enhance its independence, objectivity, and accountability in relation to the nomination and remuneration of executives.
The members of these committees are selected by the Board of Directors from among its Members and a majority of the committee comprises Independent Outside Directors.

●Management Committee
The Management Committee has been established as a deliberative body to assist the Board of Directors and the Representative Director in making decisions. It is made up of executive Member of the Board of Directors and Member of the Board of Directors who concurrently serve as Vice Presidents, creating a system for deliberation on management issues specified by the Company regulations.

●CSR Management Committee
The CSR Management Committee has been established to continuously and systematically promote CSR management, including initiatives related to sustainability, and further entrench CSR within the company and serves as a main office to handle issues outside the company.

●Internal Control Committee
The Internal Control Committee is responsible for the maintenance and continual improvement of the system to secure the appropriateness of the company’s operation (the internal control system) and evaluates the status of maintenance and operation of the system.

●Vice President
In order to realize more rapid management judgments and more flexible execution, a Vice President system has been introduced, and our Vice Presidents execute their duties with authority and responsibilities.