Corporate Governance
Enhance our corporate value by increasing transparency and securing the fairness and independence of our corporate management.
The purpose and basic policy of our group’s corporate governance is to continuously enhance our corporate value by increasing transparency and securing the fairness and independence of our corporate management to establish mutual confidence relationship with all stakeholders, including our shareholders, customers, employee, client and community.
Overview of the Corporate Governance Structure (as of June 25, 2025)
| Format | Audit & Supervisory Board system |
|---|---|
| Number of Directors | 8 (including 5 External Directors) |
| Term of Directors | 1 year |
| Number of Audit & Supervisory Board Member | 5 (including 3 External Audit and Supervisory Board Members) |
| Number of independent officers | 8 |
| Participation of External Director (Independent) in determination of remuneration | Yes |
| Organizations to assist in decision-making | Nomination of Directors Advisory Committee,Remuneration of Directors Advisory Committee |
| Key committees | Group Management Meeting , Management Isusses Review Meeting , Quarterly Achievements Review Meeting |
| Results-linked remuneration | Yes |
Corporate Governance Structure
Introducing Wacoal Group's corporate governance structure.
Status of Activity of Board of Directors, Nomination of Directors Advisory Committee and Remuneration of Directors Advisory Committee
Introducing Status of Activity of Board of Directors, Nomination of Directors Advisory Committee and Remuneration of Directors Advisory Committee.
Corporate Governance Guidelines
Introducing Wacoal Group's corporate governance guidelines.
Corporate Governance Report
For details on Wacoal Group's corporate governance, please refer to the “Corporate Governance Report” filed with the Tokyo Stock Exchange.
Criteria for Election of Officers
The Company has proposals on the appointment and dismissal of Directors and Audit and Supervisory Board Members resolved by the Board of Directors and then makes decisions in accordance with the following Criteria for Election before submitting them to the general meeting of shareholders.
Criteria for Election of External Officers (to ensure independence)
The Company believes that External Directors and External Audit & Supervisory Board Members (collectively, hereinafter referred to as “External Officers”) should have sufficient independence to avoid conflicts of interest with the general shareholders of the Company.From this perspective, the Company appoints candidates for External Officers who do not fall under any of the following categories.
Executive Remuneration System
Introducing the Wacoal Group's executive remuneration system.
Policy regarding Cross-shareholdings and Criteria for Exercising Voting Rights
Introducing the Policy regarding Cross-shareholdings and Criteria for Exercising Voting Rights
Measures to Strengthen the Effectiveness of Corporate Governance
The Independent External Auditors & Directors Meeting for the Effectiveness of Board of Directors assesses the effectiveness of the Board of Directors, identifies issues, and promotes continuous improvement.