Corporate Governance

Basic approach

By means of our original portfolio and environmentally friendly manufacturing with a focus on specialty products, the Hodogaya Chemical Group aims to be a company that contributes to achieving a sustainable society and remains cognizant of value creation for a wide range of stakeholders—including shareholders, customers, partner companies, local communities, and employees. At the same time, we consider top priority management objectives to include: developing economies and industries at home and abroad, contributing to the prosperity of society, ensuring the soundness and legality of business management, and achieving gains in efficiency.
In the process, we strive to enhance and strengthen our corporate governance system.

Link to the Corporate Governance Report (In Japanese only)

List of Corporate Governance Systems*1

Organizational Design Company with an Audit & Supervisory Committee
Chairperson of the Board of Directors*2 President
Number of Directors 7
 Number of Outside Directors
3 (42.9%)
 Number of female Directors
1
 Number of Directors who are Audit & Supervisory Committee Members
4
Chairperson of the Audit & Supervisory Committee Internal Directors
Number of Audit & Supervisory Committee Members 4
 Number of Outside Directors
3
Voluntary Committee Nominating and Compensation Committee
Chairperson of the Nominating and Compensation Committee Outside Director
Number of Nominating and Compensation Committee Member 5
 Number of Outside Directors
3
Directors’ Term of Office 1 year (2 years for Directors who are Audit & Supervisory Committee Members)
Adoption of an executive officer system Adopted
Introduction of a performance‑linked compensation system Compensation linked to short‑term performance and compensation linked to mid‑ to long‑term performance
Financial Auditor Grant Thornton Taiyo LLC

*1 As of Jun 27, 2023

*2 To increase the speed and agility of corporate management, the Board of Directors entrusts the decision‑making on important business operations to the Representative Director and President, excluding matters statutorily prescribed to be exclusively deliberated by the Board of Directors.

Initiatives to strengthen corporate governance

June 2003 Introduction of executive officer system
March 2004 Abolishment of directors’ retirement benefits program
May 2006 Formulation of Basic Policy on Internal Control
November 2006 Establishment of Internal Control Department
June 2013 Start of appointment of Outside Directors
June 2015 Transition to a Company with an Audit & Supervisory Committee
July 2016 Introduction of stock‑based compensation plan
January 2018 Shift into new management structure
June 2019 Establishment of a Nominating and Compensation Committee
March 2021 Respond to the revised Companies Act
May 2021 Release the Board of Directors skills matrix
May 2023 Review of the Board of Directors skills matrix