Evaluation of the Effectiveness of the Board of Directors
Based on the self-evaluation of all Directors through questionnaires and other means, the Board of Directors analyzes and evaluates the effectiveness of the Board of Directors as a whole once a year.
Purpose of conducting the FY2024 survey and its items
In FY2024, the Board of Directors partially revised its operation to strengthen its monitoring function for the purpose of achieving the Medium-term Management Plan. Ahead of quarterly progress reviews, summary reports by the President were introduced. In addition, multiple opportunities were provided to discuss the formulation of the new Medium-term Management Plan.
The questionnaire also covered key themes such as human capital management and the management of the company with an awareness of capital costs and stock prices, while promoting open discussions through informal gatherings such as luncheons and facility tours.
To self-evaluate these efforts and further improve its effectiveness, issues and response policies for operating the Board of Directors for the next fiscal year have been set based on the opinions of the Board members.
■FY2024 questionnaire items
Operation of the Board of Directors in FY2024
Self-evaluation by outside directors (newly introduced, including overall evaluation of outside directors)
Review of progress under the Medium-term Management Plan and deliberations on the formulation of the new plan
Enhancing deliberations on agenda items to be discussed by the Board of Directors
Management for lively discussions and deliberations
■Results of the FY2024 questionnaire
All directors responded positively regarding the overall duration of Board meetings and the quality of briefing materials.
It was confirmed that the outside directors, as a whole, fulfilled their expected roles and functions through active statements and discussions.
While responses were generally positive regarding the time allocation, materials, and summary reports presented at the beginning of progress reviews, some comments called for sharper focus and adjustments to the amount of information provided.
To further enhance deliberations on key topics for the Board, several opinions suggested the need for deeper discussions on priority themes such as business portfolio management, human capital management, and management focused on capital cost and stock price.
Measures such as luncheons, facility tours, and rotation of seating arrangements at Board meetings received favorable feedback.
Initiatives for FY2025
Based on the results above, we will focus on the following three intitatives in FY2025:
Ensuring the effectiveness of progress reviews for the new Medium-term Management Plan
To strengthen the Board’s monitoring function, the following perspectives will be incorporated into progress reviews:
• Progress in revenue-expanding investments centered on core businesses (real estate and publictransportation) and safety and renewal investments based on basic policies.
• Deliberations focused on identifying key issues, particularly those that have shown delays in priority or foundation strategies, including those carried over from the Kyoso 140 Plan.
Enhancing discussions on key themes to be deliberatedby the Board of Directors
The Board will position the business portfolio, human capital management, and management of the company with an awareness of capital costs and stock prices as priority themes. The execution side will conduct analyses of current issues and consider specific initiatives with a clear awareness of their speed, objectives, and goals and will make a well-organized presentation regarding these topics for Board deliberation. In addition, as the spin-off of the railway business represents a critical initiative from the perspective of human capital management for both the Company and the new railway operating company, the progress of related discussions and preparations will be reported to the Board of Directors as appropriate.
Management for lively discussions and deliberations
