639————TOYO CONSTRUCTION I INTEGRATED REPORT 2024GGovernancePlease refer to the website below for information on our corporate governance.*Figures in parentheses indicate the number of outside officers included in the respective total numbers of directors and corporate auditors.We promote optimum corporate governance based on the separation of management supervision and execution. To continue to survive as a company trusted by stakeholders, including shareholders, and society as a whole, we will work to ensure the efficiency and transparency of management and increase medium- and long-term corporate value.Company with corporate auditors11/1 yearIndependent outside director4/4 yearsMain initiativesNumber of directors*11 (1)——8 (3)13 (7)11 (6)—Corporate governance systemNumber of directors/term of office Of which, number of outside directorsChairman of the Board of DirectorsNumber of corporate auditors/term of office Of which, number of outside corporate auditorsNumber of independent outside officersJune 2014Appointed first outside directorEstablished the Corporate Governance GuidelineEstablished the Director Nomination & Compensation CommitteeConducted an effectiveness evaluation of the Board of Directors (subsequently, evaluated annually by self-assessment)More than one-third of the members of the Board of Directors are outside directors, first female outside corporate auditor appointedMore than a majority of the members of the Board of Directors are outside directorsChanged the chairman of the Board of Directors from Representative Director, President to Representative Director, ChairmanAppointed first female outside directorChanged the chairman of the Board of Directors to an outside directorNovember 2015April 2016June 2022June 2023June 2024Corporate Governance Reporthttps://pdf.irpocket.com/C1890/BSCD/i4Dg/v8Ih.pdfToyo Construction’s Corporate Governance Guidelinehttps://www.toyo-const.co.jp/en/company/governanceOutside directors6 (out of 11)Female directors1 (out of 11)Number of corporate auditors*4 (3)——4 (3)4 (4)4 (3)—We position the realization of an optimum corporate governance structure as one of our top-priority management issues and are working to establish an effective management structure to respond promptly to changes in the management environment.Toyo Construction’s governance structure based on a fundamental policy of separation of supervision and executionBasic conceptCorporate governance structure (as of June 26, 2024)Evolution of corporate governancePercentage of female directorsPercentage of outside directors4055%9%
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