AKEBONO REPORT 2015

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Having adopted a “company with auditors” governancemodel Akebono has established a corporate governancestructure consisting of a Board of Directors as well as an Audit& Supervisory Board whose majority is accounted for by outsidemembers.Outline of Akebono’s Corporate Governance StructureType of governance modelA company withauditorsDirector’s term stipulated by the articles ofincorporationTwo yearsChairman of the BoardRepresentativeDirector Chairmanand PresidentNumber of acting directors (max. 12) NineOf whom outside directors ThreeOf whom those registered as independentdirectorsThreeNumber of Board of Directors meetings heldduring fiscal 201413Outside directors’ average board meetingattendance rate during fiscal 2014100%Number of Audit & Supervisory Board members FiveOf whom outside members ThreeOf whom those registered as independentauditorsThreeOutside Audit & Supervisory Board members’board meeting attendance rate during fiscal 201498%Corporate InformationCorporate GovernanceInitiatives to Strengthen Corporate GovernanceApril 2000 Introduced an Executive Officer SystemJune 2005 Reduced the number of directors from 25 to 12Introduced an Outside Director SystemEstablished the Compensation Advisory Committeeand introduced a performance-based remunerationsystem for directorsJune 2007Increased the number of outside directors fromone to twoJune 2010Increased the number of outside Audit &Supervisory Board members from two to threeJune 2014Increased the number of outside directors from twoto threeAkebono aims to create new value through manufacturingwhile endeavoring to realize greater corporate and shareholdervalue. As a maker of essential safety equipment the Companybelieves that ensuring the transparency fairness and efficiencyof management is necessary to maintaining the trust of allstakeholders and achieving sustainable business developmentand corporate growth.In line with this conviction we have positioned the strengtheningof corporate governance as an important managementissue establishing a solid governance structure consisting ofsuch bodies as the Board of Directors and the Audit &Supervisory Board with every Board member committed tomaintaining the vigilant oversight of management.General Meeting of ShareholdersBoard of DirectorsIndependentAuditorBoard of Executive OfficersPresident & CEOAudit DepartmentInternalmembers: 6Outsidemembers: 3Audit & Supervisory BoardFull-timemembers: 2Outsidemembers: 3Appointment and dismissalSupervision appointment & dismissalDelegation of ExecutionAppointment and dismissal Appointment and dismissalAuditCooperationReportingCooperationCorporate Governance Structure