Corporate Governance System

Basic views with regard to governance system

Basic Views

The company’s basic views with regard to its governance system are as follows.

  • Ensuring management oversight functions by separating the supervisory and execution functions in order to enhance corporate value
  • Election of Independent Outside Directors who can perform supervision from the standpoint of shareholders, thereby improving the transparency, integrity and efficiency of management
  • Independent Outside Directors shall constitute the majority of the total number of Directors, and, in principle, the Chairperson of the Board shall be selected from among the Independent Outside Directors
  • The chairpersons of the three statutory committees shall be selected from among Outside Directors, and the President & CEO shall not be appointed to any of the Nominating, Audit or Compensation Committees

Structure of Corporate Governance Systems(As of June 17, 2026)

Structure of Corporate Governance Systems

Detail of Corporate Governance System

Board of Directors

Since the company is a company with three committees, the Board of Directors delegates to executive officers as much authority as allowed by laws and regulations for making operational decisions. This contributes to the speed and flexibility of managing business operations.
The Board of Directors makes decisions solely about items, such as fundamental management policies, that can be determined only by the directors, according to laws and regulations. In addition, the Board of Directors makes decisions about investments larger than a certain amount and such other items that will have a significant impact on the Konica Minolta Group.
In addition, the Board of Directors enhances sustainable growth and corporate value for the Group by ensuring management oversight.

Executive Officers

The executive officers are responsible for deciding how to perform the operations delegated by Board of Director resolutions, and then executing those operations.
By significantly delegating authority from the Board of Directors to the executive officers, the Company seeks to accelerate decision-making in both management and business operations.

Nominating Committee

The Nominating Committee decides the content of proposals for director appointment and dismissal to be submitted to the General Meeting of Shareholders. It also receives reports concerning succession planning (candidate training and selection) from the President and CEO, as necessary, and supervises the process.

Audit Committee

The Audit Committee reviews the execution of duties by directors and executive officers, prepares audit reports, and decides the content of proposals for appointment, dismissal, and non-reappointment of accounting auditors to be submitted to the General Meeting of Shareholders.

Compensation Committee

The Compensation Committee decides the details of individual compensation, bonuses, and other benefits received from the company as consideration for duties performed by the directors and executive officers.

Governance Structure and Operations