Discussion related to business risksGroup internal audit reports, Group company risk monitoring reports, etc. Discussion related to important investment projects and individual businessesReview of business profit improvement plans, consideration of R&D investment in growth businesses, revision of certain businesses, etc. Discussion related to human capitalReport of employee survey results, base salary increases, etc. Discussion related to management strategies and plansMonitoring of market trends, revision of earnings forecasts, efforts to achieve management awareness of cost of capital and the stock price, optimization of the business portfolio, etc. Discussion related to corporate governance and sustainabilityReport evaluating the Board of Directors’ effectiveness and consider-ation of measures, Group governance, summary of investor meetings, report on the status of sustainability initiatives, etc.1990– 1990 Formed the LINTEC Corporation as a company with audit and supervisory board 20152015 Transitioned organizational structure to a company with audit and supervisory committee 20112011 Introduced an executive officer system2016 2016 Implemented the evaluation of the effectiveness of the Board of Directors 20152015 Increased the number of outside directors (from two to four)2015 2015Increased the number of independent outside directors (from one to two) 20182018 Established the Corporate Governance Committee (two independent outside directors participate) 20212021 Increased the number of outside directors (from four to five) 20202020 Increased the number of independent outside directors (from two to three) 20212021 Increased the number of independent outside directors (from three to four) 20212021 Augmented the Corporate Governance Committee (all independent outside directors participate) 20212021 Established the Sustainability Committee (all outside directors participate)2021 Renamed the Corporate Governance Committee 2021as the Nomination and Compensation CommitteeNote: The Business Deliberation Council convenes to ensure sufficient discussion on important management issues before the submission of agenda items to the Board of Directors.Organizational StructureSeparation of Management and ExecutionGovernance 2004 Appointed an outside director 2008 Appointed an independent outside director 2008 Increased the number of outside directors (from one to two)Outside DirectorsIndependent Outside DirectorsCommittees, etc. Evaluation of the Effectiveness of the Board of DirectorsOnce each year, LINTEC conducts an annual survey of all direc-tors on their evaluation of the effectiveness of the Board of Directors through questionnaires and open-ended questions. This evaluation was performed most recently in April 2024. We used a third-party governance survey, with a view to further improving the effectiveness of the Board of Directors. The survey identified “items for which the Company received low marks compared with target company groups (corporate groups in the materials or chemical industries, with market capitalization of ¥500 billion or more, and a 30% or higher foreign shareholder ratio)” as a suggested area for initiatives, and we proceeded by asking the Board members for their priorities and opinions on this item. The results obtained were analyzed and evaluated, issues were identified by the represen-tative directors, and those that should be prioritized in the current fiscal year (the fiscal year ending March 31, 2025) were Content of Key Deliberations by the Board of Directors (Including the Business Deliberation Council) in the Fiscal Year Ended March 31, 2024Changes in Corporate Governanceconsidered. Following the review, as in the previous year, we understood the themes to be the business portfolio, including its periodic review, development and training of directors and employees, the human resource strategy, investor relations, strengthening global governance, demonstration of outside director functions and human resource development, and the process of evaluating Board effectiveness. We plan to continue discussing these matters throughout the year and implement-ing necessary measures. Following a series of processes, the Company’s independent outside directors have expressed the opinion that the content of the questionnaire and the evaluation process were reasonable and that rational and numerous mea-sures were being developed. Based on this evaluation, we will continue working to further enhance the environment to improve the effectiveness of the Board of Directors.2010–2020–51
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