Governance
Number and breakdown of board members[*d]
| Unit | As of the end of June 2021 | As of the end of June 2022 | As of the end of June 2023 | As of the end of June 2024 | As of the end of June 2025 | |||
|---|---|---|---|---|---|---|---|---|
| Directors | Inside | Male | (persons) | 5 | 5 | 5 | 5 | 5 |
| Female | 0 | 0 | 0 | 0 | 0 | |||
| Total | 5 | 5 | 5 | 5 | 5 | |||
| Outside | Male | 2 | 2 | 2 | 1 | 1 | ||
| Female | 1 | 1 | 1 | 2 | 2 | |||
| Total | 3 | 3 | 3 | 3 | 3 | |||
| Total | 8 | 8 | 8 | 8 | 8 | |||
| Directors who are Audit and Supervisory Committee Members | 3 | 3 | 3 | 3 | 3 | |||
| Directors with Concurrent Executive Roles | 4 | 4 | 4 | 4 | 4 | |||
| Ratio of Directors with Executive Roles | (%) | 50.0 | 50.0 | 50.0 | 50.0 | 50.0 | ||
| Ratio of Outside Directors | 37.5 | 37.5 | 37.5 | 37.5 | 37.5 | |||
| Ratio of Female Directors | 12.5 | 12.5 | 12.5 | 25.0 | 25.0 | |||
| Average Tenure | (years) | 14 | 9 | 10 | 10 | 8 | ||
| Average Age of Directors | (years) | 67 | 65 | 66 | 65 | 65 | ||
Frequency of Board of Directors meetings (including extraordinary meetings) [*d]
| Unit | FY2020 | FY2021 | FY2022 | FY2023 | FY2024 | |
|---|---|---|---|---|---|---|
| Number of Board of Directors meetings held | (times) | 25 | 25 | 25 | 25 | 23 |
| Average attendance rate of all directors | (%) | 100 | 100 | 100 | 100 | 100 |
| Average attendance rate of outside directors | (%) | 100 | 100 | 100 | 100 | 100 |
| Average attendance rate of Audit and Supervisory Committee members | (%) | 100 | 100 | 100 | 100 | 100 |
| Average attendance rate of outside
Audit and Supervisory Committee members |
(%) | 100 | 100 | 100 | 100 | 100 |
Frequency of Audit & Supervisory Board / Audit and Supervisory Committee meetings [*d]
| Unit | FY2020 | FY2021 | FY2022 | FY2023 | FY2024 | |
|---|---|---|---|---|---|---|
| Number of Audit and Supervisory Committee meetings held | (times) | 14 | 14 | 14 | 14 | 15 |
| Attendance rate of Audit and Supervisory Committee members | (%) | 100 | 100 | 100 | 100 | 100 |
| Attendance rate of outside Audit and Supervisory Committee members | (%) | 100 | 100 | 100 | 100 | 100 |
Composition and frequency of Nomination and Remuneration Advisory Committees [*d]
| Unit | FY2020 | FY2021 | FY2022 | FY2023 | FY2024 | ||
|---|---|---|---|---|---|---|---|
| Nomination Advisory Committee | Inside Directors | (persons) | 1 | 1 | 1 | 1 | 1 |
| Outside Directors | 3 | 3 | 3 | 3 | 3 | ||
| Total | 4 | 4 | 4 | 4 | 4 | ||
| Number of meetings held | (times) | 1 | 1 | 1 | 1 | 1 | |
| Unit | FY2020 | FY2021 | FY2022 | FY2023 | FY2024 | ||
|---|---|---|---|---|---|---|---|
| Remuneration Advisory Committee | Inside Directors | (persons) | 1 | 1 | 1 | 1 | 1 |
| Outside Directors | 3 | 3 | 3 | 3 | 3 | ||
| Total | 4 | 4 | 4 | 4 | 4 | ||
| Number of meetings held | (times) | 1 | 1 | 1 | 2 | 1 | |
Executive compensation
Unit (million yen)
| Total amount of compensation, etc. | Total amount of compensation, etc. by type | Number of target persons (persons) | |||
|---|---|---|---|---|---|
| Basic compensation | Performance-linked compensation | Transfer restricted stock-based compensation | |||
| Directors (excluding Audit and Supervisory Committee members) (of which, Outside Directors) | 340
(8) |
160
(8) |
135
(-) |
45
(-) |
6
(2) |
| Directors (Audit and Supervisory Committee members) (of which, Outside Directors) | 35
(16) |
35
(16) |
-
(-) |
-
(-) |
3
(2) |
| Total (of which, Outside Directors) | 376
(24) |
195
(24) |
135
(-) |
45
(-) |
9
(4) |
Number of compliances and bribery violations [*a]
| Unit | FY2020 | FY2021 | FY2022 | FY2023 | FY2024 | |
|---|---|---|---|---|---|---|
| Number of serious compliance violations per year | cases | 0 | 0 | 0 | 0 | 0 |
| Number of bribery-related violations | 0 | 0 | 0 | 0 | 0 |
Provision of compliance education
| Name of training program | Details | Target person | Number of participants(persons) |
|---|---|---|---|
| New employee training | Basic legal knowledge to be recognized by employees as members of society and the staff of Mizuno | New employees (full-time employees of the Group) [*b] | 70 |
| Compliance education | Report on our activities for fair business practices and anti-corruption and reconfirmation of the Mizuno Corporation Ethical Standards | All employees[*b] | Approx. 3,000 |
| Whistle-blowing education | Provision of information on the whistle-blowing system (publicity activity) or report on their implementation status (feedback activity) | All employees[*b] | Approx. 3,000 |
| Harassment prevention education | Correct knowledge about preventing harassment and dissemination of information on the Harassment Hotline | All employees[*b] | Approx. 3,000 |
| Personal information protection education | Dissemination of personal information protection rules to individual employees and taking inventory of personal information managed by them | All employees[*b] | Approx. 3,000 |
Usage status of the whistle-blowing system[*b]
(cases)
| Breakdown of contents | ||||
|---|---|---|---|---|
| FY | Total | Environment | Human Rights | Governance /
Compliance |
| FY2019 | 17 | 0 | 8 | 9 |
| FY2020 | 11 | 0 | 5 | 6 |
| FY2021 | 8 | 0 | 5 | 3 |
| FY2022 | 8 | 0 | 3 | 5 |
| FY2023 | 17 | 0 | 17 | 0 |
| FY2024 | 17 | 0 | 11 | 6 |