Corporate Governance

Basic Views on Corporate Governance, Capital Structure, Corporate Attributes, and Other Key Information

The Company Group’s mission is “Solving social issues through Artificial Intelligence for future generations,” and this serves as the foundation for all of the Company’s activities. The Company’s Board of Directors has established the following basic policies regarding corporate governance in order to build an effective governance system for achieving this mission.

ⅰ Ensuring Shareholders’ Rights and Equality

For any corporate actions or transactions that raise concerns as being contrary to the interests of the Company Group or the common interests of shareholders, the Board of Directors will deliberate on their necessity and rationality before making decisions. Fully recognizing the importance of the exercise of voting rights and other shareholder rights, the Company continuously considers and implements specific measures to ensure that shareholders can exercise their rights appropriately and smoothly, such as improvements to the environment for exercising such rights, appropriate information disclosure, and consideration for the rights of minority shareholders.

ⅱ Appropriate Collaboration with Stakeholders Other Than Shareholders

The Company Group’s science and technology are to be used for the betterment of society, and are utilized with the aim of addressing social issues such as climate change, natural disasters, poverty, inequality, and other challenges on both a local and global scale. The Company Group’s business and solutions place top priority on contributing to a sustainable society. The Company Group, in accordance with the United Nations Guiding Principles on Business and Human Rights adopted by the Human Rights Council, respects internationally recognized human rights in all corporate activities. Additionally, the Company Group seeks to understand the cultures and customs of the countries and regions associated with its corporate activities, as well as diverse backgrounds and values, and strives to build appropriate collaborative relationships with stakeholders important to the continuation of the Company’s business, including employees, customers, business partners, and local communities, by implementing necessary measures.

ⅲ Ensuring Appropriate Information Disclosure and Transparency

The Company ensures fairness and transparency in management and fulfills accountability to stakeholders by proactively and voluntarily disclosing non-financial information such as management policies, strategies, management two plans, and activities undertaken to fulfill social responsibilities.

ⅳ Responsibilities of the Board of Directors

The Company adopts the Audit & Supervisory Board system. The Board of Directors, which includes outside directors, is positioned as the body that decides on corporate strategies and significant business executions and supervises the execution of duties by each director. The auditors and Audit & Supervisory Board audit the decisions of the Board of Directors and the directors’ execution of their duties from an independent and objective standpoint. The Company’s Board of Directors is primarily responsible for presenting policies on medium- to long-term management policies and strategies from a broad perspective, and for establishing mechanisms to encourage bold risktaking by the executive management toward achieving objectives. To fulfill these responsibilities, the Board secures sufficient time for necessary discussion and ensures that its decisions fully respect and reflect the opinions and advice of outside directors and outside auditors.

ⅴ Dialogue with Shareholders

The Company, led by the IR department and through close collaboration among related departments such as corporate planning, public relations, accounting, and legal, has established a system enabling timely and appropriate information disclosure. At the same time, by having the President and executive officers engage in direct communication with domestic and international shareholders and investors, the Company gains understanding of its management policies and strategies, and utilizes shareholder and investor analyses and opinions from their perspectives to enhance sustainable growth and corporate value.