Board Evaluation

All Kurita directors and members of the Audit & Supervisory Board performed analysis and evaluation of the effectiveness of the Board of Directors, and the Board of Directors adopted a resolution on the assessment results. The assessment results from the Board meeting held from January to December 2016 are as set forth below.

Analysis and Evaluation Method

Evaluation method This evaluation was conducted via a written survey, with each of the respondents identified. The aggregate results were discussed at Board meetings and helped members to better identify problems as well as decide future measures.
Assessment items
  1. Roles and responsibilities of the Board of Directors
  2. Collaboration with external directors and external Audit & Supervisory Board members
  3. Composition of the Board of Directors
  4. Operation of the Board of Directors
  5. Contributions of individual directors and Audit & Supervisory Board members
  6. Dialogue with shareholders
Evaluation period From January to December 2016

Evaluation Results

The average self-evaluation of the directors and Audit & Supervisory Board members was generally good in all six areas, and a determination was made that the Board of Directors is functioning effectively. Especially with regard to “contributions of individual directors and Audit & Supervisory Board members” and “collaboration with external directors and external Audit & Supervisory Board members,” the evaluation was high, without substantial disparities among the self-evaluations of the directors, the external directors, and the Audit & Supervisory Board members. Meanwhile, “dialogue with shareholders,” “roles and responsibilities of the Board of Directors,” and “operation of the Board of Directors” were evaluated relatively low, especially by the external directors. Based on these evaluation results, issues were identified and measures were decided, as follows:

Issues

  1. In relation to business strategies for a long-term improvement of corporate value as well as involvement with the environment and society that would lead to long-term growth, it is necessary to discuss these issues more deeply throughout the entire Kurita Group.
  2. In order to increase the level of discussions at Board meetings, it is necessary to enhance a prior examination of matters to be discussed at the meetings so as to further improve the accuracy of considerations.
  3. It is necessary for the Board of Directors to share a consistent theme and message with regard to dialogue with shareholders.

Measures

  1. With an eye on prospects 5–10 years in the future, we will review our corporate vision, set more specific targets regarding involvement with the environment and society, and reflect these in the Company’s medium-term management plan.
  2. We will enhance our system to review investment projects, and thoroughly narrow down points of discussion and issues.
  3. We will improve the level of dialogue by clarifying themes and messages to be communicated to shareholders.