Board of Directors

Board of Directors
Our Board of Directors comprises five outside directors and two internal directors, totaling seven directors (as of June 30, 2023). In principle, the Board holds 10 regular Board meetings per year. Each meeting of the Board of Directors involves lively discussions and deliberations in a solemn atmosphere, where globally-minded outside directors with a wealth of management experience ask questions and give advice on the execution of operations by executive officers from various angles. The Board of Directors also works to obtain necessary information as appropriate on the developments in significant legal revisions and trends in corporate governance through lectures given by outside experts and other means.

In fiscal 2022, the Board of Directors was comprised of six outside directors, including two female outside directors, and two internal directors. Board of Directors’ meetings were convened 10 times, with 90% attendance by one director and 100% attendance by the other directors.

Based on the Board of Directors Regulations, the Board of Directors not only addresses statutory matters but also approves quarterly budgets and quarterly earnings reports, deliberates on M&A projects and the executive organization, and receives reports on the activity status and medium- to long-term plans of each business division. Once a year, the members of the Board of Directors and the three committees are asked to evaluate themselves through a survey on their operations and effectiveness. A summary of the results of the evaluations for fiscal 2022 is as follows:

Based on a common understanding of the importance of leveraging the functions of monitoring and supervising executive actions, the Board of Directors is highly regarded for its active and open discussion. Among the issues identified as key issues in evaluating the effectiveness of the Board of Directors in the fiscal year under review, steady progress was seen in strengthening of internal controls and risk management. On the other hand, two other issues identified as key issues, dialogue on formulation of a medium- to long-term strategy and formation of a CEO succession plan, it was recognized that more detailed discussion is needed. Also requiring more detailed discussion are risks associated with issues of sustainability. Regarding the statutory committees, it was found that each committee is conducting sufficient dialogue based on appropriate numbers and compositions of members. At the same time, it was recognized that, for the Nomination Committee, not only the CEO succession plan but also the future composition of the Board of Directors is an issue for future attention; for the Compensation Committee, criteria for evaluating remuneration of executives are an issue for future attention; and, for the Audit Committee, continuing, regular review of risks is needed.

To enable more detailed discussion of each of the issues raised above, the Company is moving forward with responses so that sufficient time and information are secured in advance; allocation of time for framing of and deliberation on proposals is improved; and full communication among directors is enabled.

Board Member Profiles

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Lead Independent Director,
Chairperson of the Audit Committee,
Member of the Nomination Committee,
Member of the Compensation Committee,
Member of the Healthcare Compliance Committee
Hiroaki Yoshihara
(Born on Feb. 9, 1957)

  • Number of years in office of the Director of the Company

    5 years

  • Number of shares of the Company held

    0 Share

  • Number of attendances to the board meetings

    10/10 times (100%)

Nov. 1978

Joined Peat Marwick Mitchell & Co.

Jul. 1996

National Managing Partner, the Pacific Rim Practice of KPMG LLP

Oct. 1997

Board Member of KPMG LLP

Oct. 2003

Vice Chairman and Global Managing Partner of KPMG International (retired in April 2007)

Jun. 2018

Director of the Company (present post)

Important positions of other companies concurrently held

Outside Director of Hitachi, Ltd

Reason for the Selection for Director

Mr. Yoshihara has long-term experience as an expert in finance and accounting as well as management experience gained as Global Managing Partner of an international accounting firm. He also has a track record of participating in the M&A of many companies from a professional standpoint. The Company’s Nomination Committee expects that he will contribute to the improvement of the supervisory function of the Board of Directors of the Company and at the same time provide plenty of advice in regard to M&A, an important measure in the Company’s business strategy,

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Independent Director,
Chairperson of the Nomination Committee,
Member of the Compensation Committee,
Member of the Audit Committee,
Member of the Healthcare Compliance Committee
Yasuyuki Abe
(Born on Apr. 17, 1952)

  • Number of years in office of the Director of the Company

    2 years

  • Number of shares of the Company held

    0 share

  • Number of attendances to the Board meetings

    10/10 times (100%)

Apr. 1977

Joined Sumitomo Corporation

Jun. 2002

Representative Director and President of Sumisho Electronics Co., Ltd. (present SCSK Corporation)

Apr. 2005

Representative Director and President of Sumisho Computer Systems Corporation (present SCSK Corporation)

Jun. 2009

Representative Director, Managing Executive Officer, General Manager, Financial & Logistics Business Unit of Sumitomo Corporation

Apr. 2010

Representative Director, Managing Executive Officer, General Manager, New Industry Development & Cross-function Business Unit of Sumitomo Corporation

Apr. 2011

Representative Director, Senior Managing Executive Officer, General Manager, New Industry Development & Cross-function Business Unit, General Manager, Financial Service Division of Sumitomo Corporation

Apr. 2013

Representative Director, Senior Managing Executive Officer, General Manager, Corporate Planning & Coordination Group of Sumitomo Corporation

Jun. 2015

Advisor of Sumitomo Corporation (retired in June 2018)

Jun. 2021

Director of the Company (present post)

Important positions of other companies concurrently held

Outside Director of SUBARU CORPORATION

Reason for the Selection for Director

Mr. Abe was primarily engaged in the electric power, machinery, and information fields at Sumitomo Corporation, a general trading company. After being stationed twice in the United States, he served as representative director and president of the company’s electronics and information related subsidiaries. Subsequently, as a representative director of Sumitomo Corporation, he was engaged in the company’s financial, logistics and new business development. The Company’s Nomination Committee has judged that he will contribute to the Board of Directors of the Company through his wide-ranging experience at the general trading company, his global mindset cultivated over the years of stay in the United States, his business experience nurtured as a representative director and president, and his experience as an outside director gained at other companies after leaving Sumitomo Corporation.

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Independent Director,
Member of the Nomination Committee,
Member of the Compensation Committee,
Member of the Audit Committee
Takayo Hasegawa
(Born on Oct. 15, 1959)

  • Number of years in office of the Directors of the Company

    1 year

  • Number of shares of the Company held

    0 share

  • Number of attendances to the Board meetings

    8/8 times (100%)

Apr. 1984

Joined SHOWA ELECTRIC WIRE AND CABLE CO., LTD. (present SWCC Corporation)

Jun. 2005

Deputy Director of Technical Development Center and Manager of Superconducting Project of SHOWA ELECTRIC WIRE AND CABLE CO.

Apr. 2006

Director, Director of Technical Development Center of SWCC SHOWA CABLE SYSTEMS CO., LTD.

Apr. 2010

Managing Director, Director of Technical Development Center of SWCC SHOWA CABLE SYSTEMS CO., LTD., and Corporate Officer, General Manager of The Technology Planning Office of SHOWA ELECTRIC WIRE AND CABLE CO., LTD. (present SWCC Corporation)

Jun. 2013

Director, General Manager of The Technology Planning Office of SHOWA ELECTRIC WIRE AND CABLE CO., LTD.

Jun. 2018

President and Director of SWCC SHOWA HOLDINGS CO., LTD.

Apr. 2019

President and Representative Director, Group CEO of SWCC SHOWA HOLDINGS CO., LTD.

Apr. 2020

President and Representative Director, Chairman of the Board of Directors, Group CEO of SWCC SHOWA HOLDINGS CO., LTD. (present post)

Jun. 2022

Director of the Company (present post)

Important positions of other companies concurrently held

President and Representative Director, Chairman of the Board of Directors, Group CEO of SWCC Corporation*

* On April 1, 2023, the company renamed from SWCC SHOWA HOLDINGS CO., LTD.

Reason for the Selection for Director

Ms. Hasegawa was engaged for many years as a researcher in the R&D divisions of the SWCC Group, which was originally established in the electric wire and cable industry and expanded widely into the Energy / Infrastructure, Communications/Industrial Devices, and Electrical Equipment/Components businesses, promoting the technological development of the SWCC Group. Since taking office as the first female President and Representative Director from the R&D divisions in the SWCC Group in 2018, she has implemented rapid reform of governance by dividing the business of SWCC SHOWA HOLDINGS CO., LTD. into segments, helping to ensure stable profitability. The Company’s Nomination Committee expects that she will contribute significantly to the Company’s management based on her experience as a manager backed by expertise as an engineer and with regard to initiatives for new business and transformation.

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Independent Director,
Member of the Nomination Committee,
Member of the Compensation Committee,
Member of the Audit Committee,
Chairperson of the Healthcare Compliance Committee
Mika Nishimura
(Born on Aug. 14, 1963)

  • Number of years in office of the Director of the Company

    1 year

  • Number of shares of the Company held

    0 share

  • Number of attendances to the Board meetings

    8/8 times (100%)

Jun. 1985

Joined BAIN & COMPANY

Aug. 1989

Joined LEK PARTNERSHIP

Jan. 1992

Director, Global Marketing of GUIDANT CORPORATION

Sep. 1999

Managing Partner of THE BLG GROUP

Oct. 2002

Vice President International Sales, Operations and Marketing of EV3

Jan. 2007

Managing Partner of THE BLG GROUP

Jan. 2011

Operational Partner of GILDE HEALTHCARE PARTNERS (present post)

Apr. 2011

Vice President, Commercial Development of AUXOGYN (present PROGYNY)

Nov. 2015

Vice President, Commercialization of NVISION MEDICAL CORPORATION (present BOSTON SCIENTIFIC)

Jun. 2022

Director of the Company (present post)

Important positions of other companies concurrently held

Operational Partner of GILDE HEALTHCARE PARTNERS

Reason for the Selection for Director

Ms. Nishimura has over 30 years of experience in the medical technology sector and was engaged in commercialization strategy on a global scale (50 markets in North America, Europe, the Asia-Pacific region, and Central and South America). Through leadership positions, including Director, Global Marketing, she has been involved in clinical and business strategies and has a proven track record in helping to launch franchises that contribute to stable revenue growth. In addition, her experience as a partner in a life science venture fund has given her a broad global perspective on the latest technologies and companies. Based on her past experience, the Company believes that she will contribute to strengthening the supervisory function, primarily in the life science business, and at the same time provide a great deal of advice on business strategy of the Company.

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Independent Director,
Chairperson of the Compensation Committee,
Member of the Nomination Committee,
Member of the Audit Committee
Mototsugu Sato
(Born on Oct. 17, 1956)

  • Number of years in office of the Director of the Company

    New

  • Number of shares of the Company held

    0 share

  • Number of attendances to the Board meetings

    -

Apr. 1979

Joined Matsushita Electric Works Ltd.

Apr. 2008

Executive Officer of Matsushita Electric Works Ltd.

Apr. 2011

Senior Executive Officer in charge of accounting of Panasonic Electric Works Co., Ltd

Oct. 2013

Executive Officer in charge of Planning of Panasonic Corporation

Jun. 2014

Director in charge of Planning of Panasonic Corporation

Apr. 2015

Managing Director in charge of Planning of Panasonic Corporation

Apr. 2016

Representative Director and Senior Managing Director in charge of Planning and Human Resources of Panasonic Corporation

Jun. 2017

Representative Director, Senior Managing Executive Officer, Chief Strategy Officer (CSO), and Chief Human Resources Officer (CHRO) of Panasonic Corporation

Apr. 2019

Representative Director and Executive Vice President, Director of Corporate Strategy Division of Panasonic Corporation

Apr. 2022

Representative Director, Executive Vice President of Panasonic Holdings Corporation (present post)
Representative Director, Member of the Board, President and Chief Executive Officer (CEO) of Panasonic Operational Excellence Co., Ltd. (present post)

Jun. 2023

Director of the Company (present post)

Important positions of other companies concurrently held

Representative Director, Executive Vice President of Panasonic Holdings Corporation
Representative Director, Member of the Board, President and Chief Executive Officer (CEO) of Panasonic Operational Excellence Co., Ltd.

Reason for the Selection for Director

Mr. Sato has extensive experience as a manager at Panasonic Holdings Corporation, a company that develops a wide variety of products globally, including home appliances, audio/visual equipment, automotive products, industrial equipment, and information and telecommunications equipment, primarily on diverse staff functions, including administrative divisions, and has contributed to the company’s business growth and corporate value enhancement. The Company’s Nomination Committee expects that he will contribute significantly to the Company’s management with regard to important issues such as new business and supervision of the entire Group, based on his experience as a manager backed by his wide range of experience in the global manufacturing industry and extensive knowledge of business administration.

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Director, Representative Executive Officer, President & CEO
Chairperson of the Board of Directors
Eiichiro Ikeda
(Born on Mar. 17, 1970)

  • Number of years in office of the Director of the Company

    1 year

  • Number of shares of the Company held

    1,400 shares

  • Number of attendances to the Board meetings

    8/8 times (100%)

Apr. 1992

Joined the Company

Feb. 2010

Co-CEO, Memory Disk Division of the Company

Sep. 2010

Head of Optical Lens of the Company

Jun. 2013

Executive Officer & Chief Operating Officer (COO) of the Company

Jun. 2015

Executive Officer & Chief Operating Officer (COO), Information Technology and Chief Technology Officer (CTO) of the Company

Mar. 2020

Executive Officer & Information Technology and Chief Technology Officer (CTO) of the Company

Mar. 2022

Representative Executive Officer President & CEO of the Company
Chief Representative of Singapore Branch of the Company (present post)

Jun. 2022

Director Representative Executive Officer, President & CEO (present post)

Important positions of other companies concurrently held

None

Reason for the Selection for Director

Mr. Ikeda has been leading the Group as Representative Executive Officer, President & CEO, and Director this term, and gives appropriate explanations and reports on strategies based on portfolio management at meetings of the Board of Directors after taking office as Representative Executive Officer, President & CEO in March 2022. He also supervises the execution of operations by other Executive Officers and strives to enhance the corporate value of the Group. The Company’s Nomination Committee believes that he will contribute to important management matters while fulfilling his accountability to the Board of Directors as an Executive Officer of the Company, taking into consideration his past performance as a Director.

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Director, Representative Executive Officer & CFO
Ryo Hirooka
(Born on Jan. 14, 1974)

  • Number of years in office of the Director of the Company

    1 year

  • Number of shares of the Company held

    8,000 shares

  • Number of attendances to the Board meetings

    8/8 times (100%)

Apr. 1996

Joined The Sumitomo Trust and Banking Company, Limited (present Sumitomo Mitsui Trust Bank, Limited)

Sep. 2002

Joined the Company

Aug. 2004

Financial Manager of HOYA HOLDINGS N.V. (Netherlands)

Feb. 2007

Director of HOYA HOLDINGS N.V.

Jul. 2007

Director of HOYA HOLDINGS N.V., and President of HOYA HOLDINGS (Asia) B.V.

Jul. 2009

Deputy CFO of Netherlands Branch of the Company

Jun. 2013

Executive Officer & CFO of the Company

Jun. 2014

Representative Executive Officer & CFO (present post)

Jun. 2022

Director, Representative Executive Officer & CFO (present post)

Important positions of other companies concurrently held

None

Reason for the Selection for Director

Mr. Hirooka has been leading the Group’s financial strategy as Representative Executive Officer & CFO and Director, implementing proactive and flexible measures with a focus on capital efficiency. In addition, he has been explaining and reporting financial matters, including financial results, appropriately at meetings of the Board of Directors and results briefing sessions, and has been fulfilling his role as an Executive Officer and Director. The Company’s Nomination Committee believes that he will contribute to important management matters while fulfilling his accountability to the Board of Directors as an Executive Officer of the Company, taking into consideration his past performance as a Director.