Directors

Number of Directors stipulated in Articles of Incorporation

15

Term of Office for Directors stipulated in Articles of Incorporation

1year

Chairman of the Board of Directors

President

Number of Directors

8

Election of Outside Directors

Elected.

Number of Outside Directors

5

Number of Outside Directors designated as Independent Officer

3

Reason for appointment as Outside Directors

Name

Reason for appointment

 Yu Takahashi

[Reason for appointment as Outside Director]

 

Mr. Yu Takahashi is currently General Manager of Aerospace Department, Plant Project, Marine & Aerospace Division, Machinery Company of ITOCHU Corporation, our major shareholder. He has abundant experience in the aviation industry. We expect him to supervise business execution based on his experience and provide advice from a management perspective, and therefore we propose him as a candidate for Outside Director.

Shigeru Harada

[Reason for appointment as Outside Director]

 

Mr. Shigeru Harada is currently Senior Vice President, Engineering & Maintenance Center of ALL NIPPON AIRWAYS CO., LTD., a subsidiary of our major shareholder, ANA HOLDINGS INC. He has abundant experience in the airline industry. We expect him to supervise business execution based on his experience and provide advice from a management perspective, and therefore we propose him as a candidate for Outside Director.

Shinichi Suzuki

[Reason for appointment as Outside Director]

 

Mr. Shinichi Suzuki has abundant experience and broad knowledge as a Corporate Management. As an Outside Director, he has offered his opinions proactively and supervised the Board of Directors from perspective of Independent Director. We expect him to supervise business execution based on his experience and provide advice from a management perspective, and therefore we propose him as a candidate for Outside Director.

Juichi Watanabe

[Reason for appointment as Outside Director]

 

Mr. Juichi Watanabe has abundant experience in international corporate activities and broad knowledge of Accounting and Internal Control as a U.S. Certified Public Accountant, Certified Internal Auditor and Certified Fraud Examiner. As an Outside Director, he has proactively offered his opinions and supervised the Board of Directors from perspective of Independent Director. We expect him to supervise business execution based on his experience and provide advice from a management perspective, and therefore we propose him as a candidate for Outside Director.

Yuki Tsuru

[Reason for appointment as Outside Director]

 

Ms. Yuki Tsuru has broad knowledge and experience in matters including corporate legal affairs as an attorney-at-law. Moreover, she has deep insight into promotion of active participation by women, such as equality of men and women. We expect her to actively offer beneficial suggestions and advice from the perspective of a female Independent Director in addition to advice on corporate governance, compliance, and risk management from a professional perspective based on her knowledge and experience. We therefore propose her as a candidate for Outside Director.

Auditors

Establishment of Audit & Supervisory Board

Yes

Number of Auditors stipulated in Articles of Incorporation

5

Number of Auditors

4

Election of Outside Auditors

Elected

Number of Outside Auditors

2

Number of Outside Auditors designated as Independent Officer

2

Reason for appointment as Outside Auditor

Name

Reason for appointment

Hitoshi Takahashi

[Reason for appointment as Outside Auditor]

 

Mr. Hitoshi Takahashi is well versed in the Commercial Code, the Companies Act, the Financial Instruments and Exchange Act and corporate legal affairs. Particularly he has profound insight into both legal theory and practice concerning legal responsibilities and risk management of corporate officers and internal control systems of corporate groups. After serving as General Manager of the Corporate Auditors’ Office, Head Office of Nippon Steel Corporation, he assumed the position of Managing Director of the Japan Audit & Supervisory Board Members Association. Having judged that he will be able to appropriately perform duties as Outside Audit & Supervisory Board Member from his experience, we propose him as a candidate for Audit & Supervisory Board Member.

Takayuki Ikenoue

[Reason for appointment as Outside Auditor]

 

Mr. Takayuki Ikenoue has conducted many audits of financial statements  and a variety of advisory services as a Certified Public Accountant and has experience as a Partner at an audit firm . He has also served as member and chairperson of various committees of The Japanese Institute of Certified Public Accountants. Having judged that he will be able to appropriately perform duties as Outside Audit & Supervisory Board Member by leveraging his professional knowledge and abundant experience, we propose him as a candidate for Audit & Supervisory Board Member.

Independent Officers

Number of Independent Officers

5

Directors’ Compensation

Disclosure Status (of Compensation for Individual Directors)

No individual disclosure

 

 

 

 

 

 

Policy for Determining Compensation Amount or Calculation Method

Yes