Effectiveness evaluation (for previous years)
To bolster the efficacy of our Board of Directors and pursue the sustainable Maximization of Shareholder Value, we conduct a comprehensive evaluation of the Board’s performance. In 2023, under the leadership of the Board Chair and the Nomination Committee Chairperson, we facilitated discussions during Board meetings, evaluating effectiveness through surveys distributed to all Directors and Executive Officers. Additionally, we remain committed to ongoing improvement, actively addressing any issues surfaced during the evaluation process throughout the year. Moving forward, we remain open to third-party evaluations should they be deemed necessary.
Effectiveness evaluation 2020-2023
FY2020 | Issues to strengthen efforts on
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Main initiatives
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FY2021 | Issues to strengthen efforts on
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Main initiatives
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FY2022 | Issues to strengthen efforts on
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Main initiatives
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FY2023 | Issues to strengthen efforts on
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Main initiatives
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Operation of the Board of Directors meetings
- NPHD transitioned to a Company with Three Committees in 2020, completed the full integration of the Asian JVs and the acquisition of the Indonesia business in January 2021, and adopted the Co-President structure in April 2021. During these past two years, the Board's most urgent task was to establish a framework to respond to the transformation of the Group's management structure and business model. As a result, the number of agenda items increased temporarily.
- In 2021, the number of Board of Directors meetings increased due to extraordinary meetings held to discuss several M&A deals.
- In 2022, the number of meetings and agenda items returned to near normal levels following progress with the structural transformation.
- In 2023, the number of Board of Directors meetings was reduced by distributing agenda items throughout the year, which allowed for extended deliberation periods during each meeting.
*1 April 2020 to March 2021 / *2 April 2021 to March 2022 / *3 April 2022 to March 2023 / *4 April 2023 to March 2024
Transition of growth strategy discussions
2020*1 | 2021*2 | 2022*3 | 2023*4 | |
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Types of growth strategies discussed at Board of Directors meetings (ratio of agenda items) | ■Strategies for existing businesses…57% ■Medium to long-term management strategy…11% ■M&A…32% |
■Strategies for existing businesses…13% ■Medium to long-term management strategy…9% ■M&A…78% |
■Strategies for existing businesses…10% ■Medium to long-term management strategy…40% ■M&A…50% |
■Strategies for existing businesses…13% ■Medium to long-term management strategy…31% ■M&A…56% |
Ratio of meetings, including Board of Directors meetings, meetings of the Independent Directors, and offsite meetings (ratio of meetings held) | ■Board of Directors meetings…62% ■Meetings of the Independent Directors…33% ■Offsite meetings, study sessions, etc.…5% |
■Board of Directors meetings…81% ■Meetings of the Independent Directors…9% ■Offsite meetings, study sessions, etc.…10% |
■Board of Directors meetings…44% ■Meetings of the Independent Directors…34% ■Offsite meetings, study sessions, etc.…22% |
■Board of Directors meetings…38% ■Meetings of the Independent Directors…33% ■Offsite meetings, study sessions, etc.…29% |
Growth strategy discussions | Focus on strategies for the growth of existing businesses The Board of Directors mainly discussed strategies for the growth of existing businesses to lay the groundwork for formulating Medium-Term Plan (FY2021-2023) |
Laser-focus on discussions about important agenda items, such as M&A Following the shift to autonomous and decentralized management, the number of M&A deals conducted mainly by Partner Company Groups (PCG*5) increased. |
More thorough growth strategy discussions More and better offsite meetings and other occasions for discussions and more thorough discussions using a broad perspective about medium and long-term management strategies at Board of Directors meetings. |
Enhanced focus on medium to long-term strategy Developed our Medium-Term Strategy and deepened discussions focused on future growth opportunities, including M&A. Offsite meetings and study sessions are now well-integrated into our planning process. |
*1 April 2020 to March 2021 / *2 April 2021 to March 2022 / *3 April 2022 to March 2023 / *4 April 2023 to March 2024 / *5 PCG: Group of partner companies organized by region or business