AKEBONO REPORT 2015
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Inc. where he was President & CEO until December 2005. He wasnominated as an outside director to bring to bear his extensive knowledgeof and experience in corporate management when providingadvice and recommendations regarding the Company’s business judgmentsand decision-making processes.Board of Directors meeting attendance rate: 13 of 13 held duringfiscal 2014Ken OkazakiProfessor Tokyo Institute of TechnologyVisiting Professor World Premier International Research Center Initiative Kyushu UniversityReasons for appointment: Mr. Okazaki has not previously beeninvolved in corporate management. However he possesses specializedadvanced academic knowledge in the fields of environmental protection energetics and thermal engineering. Mr. Okazaki was nominatedas an outside director to bring to bear his knowledge and capability toprovide appropriate supervision and advice in aid of the Company’sbusiness operations.Board of Directors meeting attendance rate: 9 of 9 held after takingoffice in June 2014N Outside Audit & Supervisory Board MembersKesao EndoRepresentative of BDO Sanyu & Co. auditing firmReasons for appointment: Mr. Endo has extensive knowledge andexperience as a certified public accountant. He was nominated as anoutside Audit & Supervisory Board member based on his specialist perspectiveand highly independent status from management to bring tobear his knowledge and experience in the performance of audits.Board of Directors meeting attendance rate: 12 of 13 held duringfiscal 2014Audit& Supervisory Board meeting attendance rate: 14 of 14 heldduring fiscal 2014Michiyoshi HommaPartner HOMMA & PARTNERS law officeReasons for appointment: A lawyer Mr. Homma has extensiveknowledge and experience in corporate legal affairs. He was nominatedas an outside Audit & Supervisory Board member based on his specialistperspective and highly independent status from management to bringto bear his knowledge and experience in the performance of audits.Board of Directors meeting attendance rate: 12 of 13 held duringfiscal 2014Audit & Supervisory Board meeting attendance rate: 13 of 14 heldduring fiscal 2014Keizo TannawaChairman and member of the board Towers Watson K.K.Reasons for appointment: Mr. Tannawa has extensive knowledgeand experience as a management organizational and human resourcesconsultant in addition to as a corporate manager. He was nominated asan outside Audit & Supervisory Board member based on his specialistperspective and highly independent status from management to bringto bear his knowledge and experience in the performance of audits.Board of Directors meeting attendance rate: 13 of 13 held duringfiscal 2014Audit & Supervisory Board meeting attendance rate: 14 of 14 heldduring fiscal 2014The Board of Directors meets monthly and holds specialmeetings as necessary having lively discussions about managementissues.To deal with important management matters Akebono hasalso established separate bodies for advanced deliberation including the Management Council the Technology Counciland the Board of Executive Officers ensuring accurate andprompt decision making backed by sufficient deliberation onsuch matters. These bodies meet once a month in principleand operate in accordance with prescribed internal rules.Of the nine current directors Akebono has appointed threeoutside directors with a variety of experience and skills in orderto reflect diverse viewpoints in its management and to reinforcethe Board of Directors’ management supervision functions.Audit & Supervisory Board members perform stringentaudits of directors’ business execution. Of the five Audit &Supervisory Board members two full-time members boastextensive knowledge of Akebono’s operations as they hadserved as the Company’s Chief Financial Officer and as thedirector in charge of production respectively. The other threemembers are a certified public accountant a lawyer and acorporate manager at companies other than Akebono and allare highly independent from management and capable of performingobjective audits based on their specialist knowledge.The Company has thus secured a robust auditing structure.The Appointment of Outside Directors and OutsideAudit & Supervisory Board MembersAs of June 16 2015 Akebono has appointed three outsidedirectors and three outside Audit & Supervisory Board members with the aim of obtaining objective advice on managementissues and ensuring solid supervision over its business execution.N Outside DirectorsKunio ItoAdjunct Professor Graduate School of Commerce and Management Hitotsubashi UniversityDirector Center for CFO Education and Research Hitotsubashi UniversityReasons for appointment: Mr. Ito has extensive knowledge and awealth of experience in corporate management cultivated over his yearsas a university professor (Accounting & Management) and as an outsidedirector at other companies. He was nominated as an outsidedirector to bring to bear his knowledge and experience when providingadvice and recommendations regarding the Company’s businessjudgments and decision-making processes.Board of Directors meeting attendance rate: 13 of 13 held duringfiscal 2014Takuo TsurushimaFormer President & CEO of Tokyo Stock Exchange Inc.Reasons for appointment: Mr. Tsurushima has served as a corporateleader at a number of companies including Tokyo Stock Exchange

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