Corporate Governance Structure

Corporate Governance System

The Corporation’s corporate governance system is as follows:

In order to establish a corporate governance framework with greater objectivity and transparency from the perspective of stakeholders, including shareholders and investors, the Corporation transitioned from a “Company with Audit & Supervisory Board” governance model to a “Company with Nominating Committee, etc.” governance model at the 102nd Ordinary General Meeting of Shareholders held on June 19, 2026.
Under this governance model, the Nominating Committee determines candidates for Directors, and the Compensation Committee determines remuneration for Directors and Executive Officers. The Corporation believes that the authorities of these committees contribute to enhancing discipline with respect to the performance of the management team, including the President and CEO.

Please note that unless otherwise indicated, descriptions of matters in FY2025 refer to the Corporation in its former status as a “Company with Audit & Supervisory Board” prior to its transition to a “Company with Nominating Committee, etc.”

Board of Directors

The Board of Directors comprises 15 Directors (including 10 Outside Directors; 10 males and 5 females; 1 foreign nationality), and makes decisions regarding management policy and other important matters and supervises the execution of duties by Executive Officers.
To clearly segregate management execution and supervision, the Chairman of the Board, who does not concurrently serve as an Executive Officer, in principle, chairs the Board of Directors meetings.

In order to ensure objectivity and transparency for stakeholders, including shareholders and investors, the Board of Directors has established Corporate Governance Guidelines. Under these Guidelines, the Board of Directors aims to embody Marubeni-style governance by putting into practice its values, including Company Creed, Management Philosophy, and Vision of the Future, while also drawing on global best practices. Also, the Board of Directors recognizes that one of its principal functions and roles is to enhance the medium- to long-term corporate value of the Marubeni Group.
[Corporate Governance Guidelines(PDF)]

The Board of Directors, taking into account its aims and its functions and roles, is committed to operating as a highly effective monitoring board. Both Outside and Internal Directors, who possess diverse knowledge, experience, skills, and backgrounds, engage in active and constructive discussions aimed at enhancing corporate value. Therefore, and as described in (a) and (b) below, the Corporation believes the Board is functioning effectively:

(a) Rapid and efficient decision-making

The Corporation ensures rapid and efficient decision-making by appointing Directors who serve concurrently as Executive Officers and are well-versed in the Corporation’s diverse business activities.

(b) Appropriate supervisory functions

The Corporation ensures appropriate supervisory functions by implementing various measures. These include appointing Outside Directors so that they constitute a majority of the Board of Directors; ensuring that the chairpersons and a majority of the members of each of the three statutory committees are Independent Outside Directors; promoting coordination among the Audit Committee, the Audit Dept. and the Accounting Auditor; establishing the Audit Committee Office to support the committee; and carrying out advance briefings on matters to be submitted to the Board of Directors for Outside Directors.

In FY2025, the Board of Directors met 14 times, and all members were present at all meetings during their terms of office, excluding Mr. Takayuki Furuya and Ms. Yuri Okina, who were absent for 1 meeting each, and Mr. Soichiro Minami, who was absent for 2 meetings. The Board of Directors mainly deliberated as below:

• Implementation of the Mid-Term Management Strategy GC2027
• Reports on status of business and investment projects
• Financial results and other finance related matters (shareholder returns including share buybacks, etc.)
• Remuneration for Directors/Audit & Supervisory Board Members
• Overview of the Corporation’s risk management and report on the maximum downside risk (risk assets) as of the end of FY2024
• Impact of Cyberattacks on Supply Chain Risk and Countermeasures
• Progress report on sustainability initiatives
• Group Governance (report on the current status of Group management initiatives and details of this fiscal year’s revisions to the Marubeni Group Governance Policy)
• Corporate Governance structure restructuring, internal control related matters, etc.

In addition, in FY2025, the Board of Directors held free discussions among Board members to further deepen deliberations on enhancing corporate value, shareholder composition, IR/SR activities (including Marubeni IR Day), improvement of share price and PER, the Corporate Governance structure, and evaluation of the effectiveness of the Board of Directors.

Nominating Committee

The Nominating Committee is composed of the majority of Independent Outside Directors and is chaired by an Independent Outside Director in order to secure its independence.
In addition to determining candidates for Directors, the Nominating Committee deliberates on proposals regarding the selection of the President and CEO for the next term, as well as on successor plans formulated and operated by the President and CEO (including plans related to necessary qualifications and competencies, successor candidate pools, and development programs), and reports to the Board of Directors.

The Nominating Committee consists of the following Directors:

In FY2025, the Nomination Committee, which had been established on a voluntary basis as advisory bodies to the Board of Directors, met 2 times and mainly deliberated on candidates proposed for Directors.

Compensation Committee

The Compensation Committee is composed of the majority of Independent Outside Directors and is chaired by an Independent Outside Director in order to secure its independence.
In addition to determining the remuneration policy and amounts for Directors and Executive Officers, the Compensation Committee deliberates on matters concerning rewards, disciplinary actions and other related matters of Directors, Executive Officers and Executive Officers as defined in the Corporation’s internal policy (the “Executive Officer (Shikkoyakuin)”), and reports to the Board of Directors.

The Compensation Committee consists of the following Directors:

In FY2025, the Governance and Remuneration Committee, which had been established on a voluntary basis as advisory bodies to the Board of Directors, met 4 times and mainly deliberated on remuneration for Directors and Executive Officers (Shikkoyakuin), review of compensation plans, evaluation of the effectiveness of the Board of Directors, and disclosure of information on Directors/Audit & Supervisory Board Members (including improvement of the disclosure of their skill matrix).

Audit Committee

The Audit Committee is composed of the majority of Independent Outside Directors and is chaired by an Independent Outside Director in order to secure its independence.
Based on the audit policies and plan established each fiscal year, the committee audits the execution of duties by Directors and Executive Officers, taking into consideration the coordination framework with the Audit Dept., the Accounting Auditor, and others, as well as the status of development and operation of the internal control system.

The Audit Committee consists of the following Directors:

In FY2025, the Audit & Supervisory Board, which had been established prior to its transition to a “Company with Nominating Committee, etc.,” met 17 times, and all Audit & Supervisory Board Members were present at all meetings of the Audit & Supervisory Board during their terms of office.

The Audit Committee and the Accounting Auditor, in principle, hold monthly meetings to exchange information and their views on matters, for instance, audit plans, audit status and results of the Corporation and the group companies (including interim review), individual audit matters (including selection of key audit matters), significant items affecting financial results, and developments related to accounting audits.
The Corporation’s Accounting Auditor for FY2025 was Ernst & Young ShinNihon LLC.

The Audit Committee and the Audit Dept., a department which performs internal audits, hold regular meetings to exchange information and their views on matters, for instance, internal audit plans, internal audit results for the Corporation and the group companies, and the status of the internal control over financial reporting.
The Audit Committee has the authority, as necessary to fulfill its responsibilities, to direct the Audit Dept. to conduct investigations and to receive reports on the progress and results of such investigations.

The President and CEO holds meetings with the Audit Committee on a regular basis, reports on execution of duties, and exchange opinions. Other Executive Officers, CHRO, CSO, CFO, CAO, CDIO, Members of Corporate Management Committee, Supervisors, Division COOs, and Corporate Staff Group General Managers report their duty execution status to the Audit Committee every year. Officers immediately report to the Audit Committee when they discover that there is a concern that the Corporation will suffer significant damage.

Corporate Management Committee

The Corporate Management Committee is an advisory committee for the President and CEO and consists of the President and CEO, the Senior Executive Vice President, the Representative Executive Officer, 3 Senior Managing Executive Officers, and 4 Managing Executive Officers. It deliberates management-related policies and important company-wide matters.

Committee of Chief Operating Officers

The members of the Committee of Chief Operating Officers are the President and CEO, alongside Executive Officers (Shikkoyakuin) and Chief Operating Officers designated by the President and CEO.
They discuss matters pertaining to budgeting, account settlement and financial planning as well as other issues related to the execution of business.

Overview of Corporate Governance Systems

• All Outside Directors are independent directors as defined by the Tokyo Stock Exchange.

Number of Times convened in FY2025 : Major Board and Committee Meetings

Committees

The Corporation has established various committees as an organization directly under the President and CEO for dealing with important matters related to business execution and internal control, etc.
The main committees and their roles are as follows:

Functions and Roles of Outside Directors

Outside Directors offer opinions on business management drawn from their broad experience and high-level perspective, and give advice to better implement corporate governance.
Outside Directors attend the meetings of the Board of Directors and other meetings, making active contributions from the perspective of internal control. Prior to Board meetings, Outside Directors are provided with agendas and fully briefed on management issues and project execution status.

• Please refer to [the Corporate Governance Report(PDF)] for Reasons of Appointment.

In addition, the Corporation defines the functions and roles of the Board of Directors, led primarily by Outside Directors, as follows:

(a) Introduction of diverse outside perspectives

Vitalize the Board of Directors by receiving advice and recommendations based on profound insight and expertise cultivated in their professional field, and useful opinions from a perspective independent of the corporate culture and custom of the Corporation.

(b) Enhancement of check and supervisory functions

Enhance the function of check and supervision over Representative Executive Officers through discussions and decision-making that are based on fair and clear logics and standards convincing to those Outside Directors.

(c) Check of conflict of interest

In a situation where conflict of interest exists between the management and stakeholders including shareholders, check whether the management is executing their duties fairly by fully taking into consideration the interest of the stakeholders.

Executive Remuneration

Pursuant to the provisions of the Companies Act of Japan, at the Corporation, the Compensation Committee has established a policy to determine the remuneration and other payments for each Executive Officer and Director.

1. Remuneration Policy
The remuneration and other payments for Executive Officers and Directors of the Corporation are determined based on the following approach.

1. The remuneration plan shall encourage and reward Executive Officers and Directors for addressing issues of society and customers and creating new value with all stakeholders in accordance with the spirit grounded in the Company Creed of “Fairness, Innovation and Harmony.”
2. The remuneration plan shall place emphasis on the linkage with business results and shareholder value and encourage the enhancement of corporate value over the medium- to long-term.
3. The remuneration plan shall secure, maintain and reward excellent human capital, which is a critical source of corporate value.
4. The remuneration plan shall be fair and just, with decisions made through a highly objective process according to responsibilities and performance.

2. Remuneration Framework
The recipients of each type of remuneration and other payments are determined by his/her expected role. Please refer to the table below for details.

1. Remuneration and other payments for the Chairman of the Board consist of the monthly remuneration as the basic remuneration and the medium- and long-term incentive remuneration, considering that the Chairman of the Board is in the position to substantially contribute to the enhancement of corporate value over the medium- to long-term through leveraging the business expertise gained through managing the Corporation on supervision.
2. Remuneration and other payments for a Director, who serves as a full-time Audit Committee member, and Outside Directors consist of the monthly remuneration as the basic remuneration (for Outside Directors, including remuneration for responsibilities as the chairperson, member or other positions of various committees) and the medium-term incentive remuneration (Restricted Shares), considering that they are responsible for supervising management with independence while, at the same time, sharing interests with shareholders.
3. The Executive Officer or Executive Officer (Shikkoyakuin) who is also a Chief Operating Officer, Deputy Chief Operating Officer, or Senior Operating Officer of a Business Division is eligible to receive the individuals’ evaluation-based remuneration based on the status of achievement of the business division’s financial targets, which form part of the organization’s performance evaluation, and currently there is no Executive Officer eligible for the payment.
4. Short-term incentive remuneration will be paid in a lump sum at the end of each fiscal year.

3. Remuneration Levels and Composition Ratio
To ensure that remuneration levels of Executive Officers and Directors are competitive so as to secure and maintain excellent human capital, the remuneration levels are examined by comparing them with objective research data on remuneration provided by outside specialized organizations and other sources to determine the appropriate remuneration levels. The composition ratio of remuneration and other payments focuses on the medium- and long-term improvement of corporate value. For the President and CEO, the composition ratio of the monthly remuneration, the short-term incentive remuneration and the medium- and long-term incentive remuneration shall generally be set at 1:1:2 when consolidated net profit is 500 billion yen and core operating cash flow is 600 billion yen. For other Executive Officers, the composition ratio of remuneration shall be set in accordance with that for the President and CEO, taking into account the role and responsibilities of each position.

4. Malus and Clawback
The short-term and the medium- and long-term incentive remuneration shall be subject to clauses that allow the Corporation to reduce or cancel the remuneration (malus) and request the return of the paid remuneration (clawback) based on a resolution of the Board of Directors when there is a restatement of financial results due to a significant revision of financial statements or there is a significant violation or breach of internal rules by an officer.

5. Authority and Responsibilities of the Compensation Committee and its Activities
The Corporation has established the Compensation Committee pursuant to the Companies Act of Japan. The committee is chaired by an Independent Outside Director, and a majority of its members are Independent Outside Directors. The Compensation Committee is vested with the statutory authority to determine the remuneration and other payments for each Executive Officer and Director and strives to ensure objectivity, fairness and transparency in the compensation determination process.
Specifically, the Compensation Committee establishes a policy to determine the remuneration and other payments for Executive Officers and Directors (the “Policy”) and, based on the Policy, deliberates on the appropriateness of compensation levels and other related matters, and determines the amounts and other terms of the remuneration and other payments for each Executive Officer and Director. In determining the remuneration and other payments for each individual, the Compensation Committee deliberates and confirms their consistency with the Policy, and it has concluded that the remuneration and other payments for each Executive Officer and Director in FY2026 are in line with the Policy.

(Supplementary matters)
The remuneration and other payments for Executive Officers (Shikkoyakuin) are structured in the same framework as those of Executive Officers. The Compensation Committee deliberates on, and the Board of Directors determines the remuneration and other payments for each individual based on the committee’s recommendations .

The total amount of remuneration and other payments for Directors and that for Audit & Supervisory Board Members

The amount of remuneration and other payments for Directors and that for Audit & Supervisory Board Members for FY2025 (including the amount of monetary remuneration claims to be paid, and the total number of the Corporation’s common stock to be issued or disposed of, for granting “Restricted Shares” and “TSR-linked Performance-based Restricted Share Units”) has been resolved at the 99th Ordinary General Meeting of Shareholders as follows.

Regarding the “[Former plan] Market Capitalization-linked Performance-based Restricted Share Units” introduced at the 97th Ordinary General Meeting of Shareholders held on June 24, 2021, for those whose rights had been granted by FY2022, the annual amount of within 120 million yen resolved at that General Meeting of Shareholders (the upper limit of the Corporation’s common stock to be issued or disposed of shall be within 300,000 shares during each evaluation period) has been maintained, and the amount of the remuneration has been included in the amount of remuneration for granting the TSR-linked Performance-based Restricted Share Units.

• If any event arises that requires an adjustment of the total number of shares of common stock of the Corporation to be issued or disposed of, such as a stock split, gratis allotment, or consolidation of shares of common stock of the Corporation, such total number shall be adjusted to the extent reasonable.

Total amount of remuneration and other payments for Directors and that for Audit & Supervisory Board Members in FY2025

1. The amounts below 1 million yen are rounded off.
2. The above-stated number of recipients includes 5 Directors (including 2 Outside Directors) and 2 Audit & Supervisory Board Members (including 1 Outside Audit & Supervisory Member) who retired by the last day of FY2025. As of March 31, 2026, the Corporation has 11 Directors (including 7 Outside Directors) and 5 Audit & Supervisory Board Members (including 3 Outside Audit & Supervisory Board Members).
3. “Performance-based bonuses, etc.” include “Individuals’ evaluation-based remuneration.” The amount stated for performance-based bonuses has been calculated based on consolidated net profits of 543.9 billion yen and core operating cash flow of 575.1 billion yen in FY2025, in accordance with the calculation method resolved at a meeting of the Board of Directors after deliberations by the Governance and Remuneration Committee.
4. The Corporation issues “Restricted Shares” to Directors (excluding Outside Directors) as non-monetary remuneration and other payments. The above-stated amounts are the amounts charged to expenses for accounting purposes during FY2025. During FY2025, based on the resolution of the meeting of the Board of Directors held on June 20, 2025, 51,632 shares of common stock of the Corporation with a transfer restriction period were issued to 4 Directors (excluding Outside Directors).
5. The Corporation issues “TSR-linked Performance-based Restricted Share Units” to Directors (excluding Outside Directors) as non-monetary remuneration and other payments. The above-stated amounts are the amounts charged to expenses for accounting purposes during FY2025 by calculating the estimated amount of monetary remuneration claims corresponding to the estimated number of shares to be granted in FY2026, FY2027 and FY2028. This remuneration plan was introduced in FY2023, and the first evaluation period will end in July 2026. Therefore, there are no results for FY2025 regarding the performance indicators.
6. “[Former plan] Market Capitalization-linked Performance-based Restricted Share Units” are non-monetary remuneration and other payments granted as remuneration in FY2022. They refer to stock remuneration whose final number of allotted shares is determined in accordance with the market value growth rate during the evaluation period of three years after the grant. The Eligible Directors will receive an issuance or disposition of the Corporation’s common stock in exchange for contributing in kind all monetary remuneration claims to be provided by the Corporation in accordance with the market value growth rate, subject to the conditions that they continuously serve as Directors and Executive Officers (Shikkoyakuin) of the Corporation for a predetermined period and execute an agreement containing transfer restrictions and forfeiture events analogous to the allotment agreement for “Restricted Shares”. The above-stated amounts are the amounts charged to expenses for accounting purposes for FY2025 corresponding with the final number of allotted shares determined for FY2025 after the evaluation period of three years. The Corporation’s actual market value growth rate used for calculations for the final number of allotted shares related to the Market Capitalization-linked Performance-based Restricted Share Units, for which the evaluation period ended in FY2025, is 205%. After its introduction in FY2021, this remuneration plan has been abolished except for the share units already granted, as “TSR-linked Performance-based Restricted Share Units” were introduced in FY2023.

Individuals to whom the total amount of compensation paid exceeded 100 million yen in the FY2025

• For details of the amounts, monthly remuneration, Performance-based bonuses, etc, Restricted Shares, TSR-linked Performance-based Restricted Share Units, [Former plan] Market Capitalization-linked Performance-based Restricted Share Units (Granted in FY2022), please refer to Notes to the table in “Total amount of remuneration and other payments for Directors and that for Audit & Supervisory Board Members in FY2025” above.

Evaluation of the effectiveness of the Board of Directors

Since FY2016, the Corporation has conducted annual evaluations of its Board of Directors’ effectiveness and has continuously implemented improvement measures to address issues identified through rigorous analysis.
The evaluations of the Board’s effectiveness in FY2025 (the “FY2025 Board Evaluation”) was carried out under the concept of “further strengthening the Board’s supervisory function by evolving its governance into a ‘monitoring model’ that supports the Corporation’s value creation.”

I. Evaluation Framework and Methodology

1. Scope of Evaluation

The evaluation covered the Board of Directors, including the Governance and Remuneration Committee and the Nomination Committee, which as of FY2025, were voluntarily established advisory bodies to the Board of Directors

2. Evaluation Process

Led by the Governance and Remuneration Committee, the FY2025 Board Evaluation was conducted through the following process:

3. Evaluation Items

The evaluation focused on the following areas:

• Functions and roles of the Board
• Board Structure (including composition, diversity, competencies, skills)
• Quality and depth of deliberations at Board meetings
• Utilization of the Governance and Remuneration Committee and the Nomination Committee
• Understanding and consideration of stakeholder interests

4. Independent Third-Party Assessment

Consistent with prior years, the Corporation engaged an independent specialized organization to support the FY2025 Board Evaluation. With the support of this independent specialized organization, the Governance and Remuneration Committee performed the analysis and evaluation based on a prior review of relevant materials, as well as questionnaire responses and interview results.

The independent specialized organization primarily provided the following support:

• Analysis of the Board agendas over the past two years;
• Advice on questionnaire design from an external perspective;
• Independent analysis of the questionnaire responses and conduct of interviews;
• Objective evaluations of the questionnaire responses and interview results, including commentary to support deliberations by the Governance and Remuneration Committee and the Board; and
• Advice on addressing identified improvement opportunities and action plans.

The Governance and Remuneration Committee ensured that the questionnaires and interviews were conducted, and the results analyzed and evaluated, on an anonymous basis by the independent specialized organization, thereby maintaining the transparency and objectivity of the FY2025 Board Evaluation.

II. Evaluation Results Overview

1. Key Findings

Through the evaluation process described above, the Corporation confirmed that the Board of Directors is functioning effectively and appropriately. Under the new management team following the change of the President and CEO in April 2025, the Board has been engaging in discussions with a strong focus on enhancing corporate value.

In particular, the following strengths of the Board were highly rated.

1. An open and receptive stance of the management toward the Board;
2. The participation of Outside Directors with extensive experience in management and governance; and
3. A Board culture that enables free and open expression of opinions, with a clear focus on enhancing corporate value.

2. Ongoing Initiatives to Further Improve Board Effectiveness

The Corporation has continued to improve the effectiveness of the Board by addressing issues identified in the Board evaluation in FY2024 as follows:

1. Continued Discussion on Purpose, Functions, and Roles of the Board to Align with Changes in Management Strategy
   In FY2025, the Board continued to hold open discussions on strengthening governance and, as a part of these efforts, resolved to transition to a “Company with Three Statutory Committees” governance model (also known as the “Company with Nominating Committee, etc.” model).
   In the course of these deliberations, there were active discussions regarding the desired “form of the Board of Directors.” Additionally, the members of the Corporate Management Committee discussed the functions and roles they expect from the Board. Based on those discussions, the Chairman of the Board, the President and CEO, and Outside Officers held a free discussion on the “roles of the Board of Directors in driving the sustainable enhancement of the Marubeni Group’s corporate value.”
   Through these discussions, the Corporation believes that Board members have further aligned their views on the functions and roles. Looking ahead, as the Corporation transitions to a “Company with Three Statutory Committees” governance model and further evolves the Board into a monitoring board, the Corporation will continue discussions on the “effective supervisory function,” including what the Board should supervise and how it should do so, as described in “3. Key Issues Identified in FY2025 Board Evaluation and Action Plans,” item (1).
2. Improvement of Discussions Aimed at Mid- to Long-Term Corporate Value Enhancement Based on Insights into External Environmental Changes and Risks
   In FY2025, with the participation of Outside Directors who have extensive management experience, discussions aimed at enhancing corporate value became even more active. Recognizing that medium- to long-term corporate value creation must be pursued collaboratively by the Board and management, members of the Board of Directors and the Corporate Management Committee held free discussions on topics such as corporate value enhancement, share price and PER improvement, and IR/SR activities.
   To deepen the Outside Officers’ understanding of the Company’s businesses and to discuss each division’s long-term growth areas and strategies, as well as the challenges to achieving them, the Corporation also held sessions between Outside Officers and each Division COOs.
   Furthermore, recognizing that dialogue with investors and shareholders is critical to enhancing corporate value, the Corporation prepared for Marubeni IR Day 2025 -The Future We Will Create with the Global crossvalue platform-, the Corporation’s first investor relations day, through prior discussions between Outside Officers and management on the content of the presentations, to ensure that the Corporation’s value-creation story would be clearly communicated to investors and shareholders.
   The Board and management will continue to engage in open and constructive discussions aimed at enhancing medium- to long-term corporate value.
3. Further Clarification of Issues in Board Materials for In-Depth Discussions
   While the Corporation is still in the process of advancing earlier information provision and clearer articulation of key issues in materials for deliberation, in FY2025 it reviewed the format of Directors’ reports on their business execution. These reports were repositioned as opportunities for reporting and discussion by each member of the Corporate Management Committee, Supervisor, and CxO to provide Outside Officers with more comprehensive information on divisional strategies and initiatives.
   The Corporation has also been improving Board materials by, among other things, changing the format so that key issues are summarized in a concise and accessible manner.
   The Corporation will continue to advance initiatives to further clarify the key issues presented in materials for deliberation, as described in “3. Key Issues Identified in FY2025 Board Evaluation and Action Plans,” item (1)

3. Key Issues Identified in FY2025 Board Evaluation and Action Plans

Taking the appointment of the new President and CEO in April 2025 as an opportunity, the Corporation is accelerating its efforts toward value creation while strengthening its relationships with the capital markets. To support this direction from a governance standpoint, the Corporation is moving forward with its transition to a “Company with Three Statutory Committees” governance model and further strengthening the Board’s supervisory function, with the aim of evolving into a monitoring board.
In this new phase for the Corporation’s Board of Directors, the Corporation will further advance the following initiatives in FY2026:

1. Aligning Views on an “Effective Supervisory Function” that Supports Strong Executive Leadership in Both Offense and Defense
   The Corporation aims to strengthen the Board’s supervisory function by establishing and implementing a shared approach to what constitutes an “effective supervisory function.”
   
   Specifically, the Corporation will pursue the following initiatives:

   • Make use of free discussions and other opportunities to align views on the Board’s approach to “supervision” and “monitoring.”
   • In setting the Board agenda, establish a process under the leadership of the Chairman of the Board to incorporate and reflect the views of the Outside Directors.
   • Continue efforts to further clarify key issues in Board materials for deliberation.

   
   
2. Achieving Effective Board Succession Through the Nominating Committee
   The Corporation recognizes that Board succession is critically important for preserving and passing on the effectiveness of its governance, which currently rests on the expertise and extensive experience of individual Directors. Under the newly established statutory Nominating Committee, the Corporation will review and clarify the roles and functions of Outside Directors and the balanced composition of the Board, both of which serve as the foundation for board succession. From a medium- to long-term perspective, the Corporation will advance systematic and steady planning for board succession.

Based on the FY2025 Board Evaluation results, the Corporation will continue to work on maintaining and improving the Board effectiveness going forward to drive long-term corporate value enhancement.