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Compensation for directors

Basic Policy regarding Executive Director and Executive Officer Compensation

To establish a compensation system that incentivizes sustainable growth and enhanced corporate value, the Board of Directors discusses the details of individual compensation under a basic policy of fairness and transparency in resolutions respecting the opinions of the Nomination and Compensation Committee.

Compensation comprises basic compensation, performance-linked bonus and restricted share compensation, with the overall level of compensation set appropriately with consideration for market standards. The proportion of performance-linked bonuses and restricted share compensation increases with higher degrees of contribution to performance in accordance with role and responsibilities. Compensation details are as follows.

Compensation Plan for Executive Director and Executive Officer

Type of CompensationOverview
Basic compensation (single year)
  • Determined by the Board of Directors on basis of compensation ranges set for each grade, with consideration for market prices and inflation.
Performance-linked bonus (single year)
  • Short-term incentive for improving corporate value.
  • Provided in accordance with individual performance indicators (operating income ratio, net sales) and the degree to which individual performance targets are achieved.
    *Performance-linked bonuses are withheld if the quantitative target achievement rate is below certain standards.
  • In addition to the performance-linked bonuses mentioned above, if the Company achieves the standards set by the Board of Directors (consolidated net profit after tax that exceeds the target cost of capital and consolidated operating profit that exceeds the previous year), a profit- sharing type of bonus will be paid in which a portion of the profits will be returned to the Directors.
Restricted share compensation (medium to long term)
  • Mid-term and long-term incentives for the Company's growth and improving the corporate value.
  • Provided in accordance with the degree to which actual record targets (operating income ratio, net sales, ROA) are achieved.
  • Shares of the number in proportion to the degree of achievement are allotted, but with transfer-restriction period that lasts until retirement from Officer.
*If the target achievement rate falls below a certain level, shares will not be allotted.
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Compensation for Directors who are Audit & Supervisory Board Members

Within the compensation-range( totally 80 million yen per year) resolved at 66th Ordinary General Meeting of Shareholders held on March 27, 2020, we decide each member’s compensation based on the Compensation Payment Standard for Audit & Supervisory Board Members.


Total Compensation for DIRECTORs

Number of Persons Total
(Million Yen)		 Total Figure per Classification(Million Yen)
Fixed Performance-Based Restricted Share Compensation
Directors (excluding Directors Who Are Audit and Supervisory Committee Members)
(Outside Director)		 6
(4)		 328
(47)		 225
(46)		 58
(0)		 44
(-)
Audit & Supervisory Board Members
(Outside Director)		 3
(2)		 56
(25)		 56
(24)		 0
(0)		 -
(-)
Total 9
(6)		 384
(72)		 281
(71)		 58
(0)		 44
(-)

Director whose Total Amount of Compensation is 100 million yen or more (as of December 31, 2023)

Name Classification of Directors Total
(Million Yen)		 Total Figure per Classification(Million Yen)
Fixed Performance-Based Restricted Share Compensation Non-monetary compensation, etc. in the left column
Motoi Oyama Director 117 117 0 - -
Yasuhito Hirota Director 163 61 57 44 44