Composition of the Board of Directors and Audit & Supervisory Board Members
Composition of the Board of Directors and Audit & Supervisory Board Members
As of June 27, 2024
Board of Directors
-
Representative Director-Chairman of the Board Meeting
Fumio Akiya
In charge of Semiconductor Materials and Technologies
Representative Director & President of Shin-Etsu Handotai Co., Ltd. -
Representative Director-President
Yasuhiko Saitoh
Director & President of Shintech Inc.
Director & President of Shin-Etsu Handotai America, Inc. -
Director, Senior Managing Corporate Officer
Susumu Ueno
General Manager, Silicone Div.
-
Director, Senior Managing Corporate Officer
Masahiko Todoroki
In charge of Semiconductor Materials Dept.,
Senior Managing Director of Shin-Etsu Handotai Co., Ltd. -
Director
Hiroshi Komiyama*1
Former President, National University Corporation, The University of Tokyo Chairman, Mitsubishi Research Institute, Inc.
-
Director
Kuniharu Nakamura*1
Special Adviser, SUMITOMO CORPORATION
-
Director
Michael H. McGarry*1
Former Director & Chairman, Chief Executive Officer, PPG Industries, Inc.
Director, United States Steel Corporation
Director, Holcim AG
Director, C. H. Robinson Worldwide, Inc. -
Director
Mariko Hasegawa*1
Former President, National University Corporation, the Graduate University for Advanced Studies, SOKENDAI President, Independent Administrative Agency, the Japan Arts Council
-
Director
Takashi Hibino*1
Chief Corporate Adviser of Daiwa Securities Group Inc.
Outside Director, Mitsui Fudosan Co., Ltd.
*1 Indicates an Outside Director as defined in Item 15, Article 2, of the Corporations Law.
The Companyβs basic policy is to structure the Board of Directors in a way that facilitates accurate and swift decision-making and adequate supervision of business activities. To that end, the Company elects internal directors with specialized expertise in areas such as sales, manufacturing, and R&D, along with multiple outside directors who can actively express their opinions on growth strategies and the enhancement of governance from a broad perspective. An appropriate number of directors, regardless of nationality or gender, are appointed to the Board based on the scale of the Companyβs business.
The Company has elected five outside directors, including one foreign national and one female, all of whom have a wealth of experience and proven track records in a wide range of industries. The expertise and areas of involvement of the directors are as follows.
| Name | Growth strategy | Production technology/Productivity | Product development | Risk management | Capital policy | Human capital | Sustainability |
|---|---|---|---|---|---|---|---|
| Fumio Akiya | β | β | β | β | β | β | |
| Yasuhiko Saitoh | β | β | β | β | β | β | |
| Susumu Ueno | β | β | β | β | β | ||
| Masahiko Todoroki | β | β | β | β | |||
| Hiroshi Komiyama | β | β | β | β | β | ||
| Kuniharu Nakamura | β | β | β | β | |||
| Michael H. McGarry | β | β | β | β | β | β | |
| Mariko Hasegawa | β | β | β | ||||
| Takashi Hibino | β | β | β | β |
As of June 27, 2024
Note:The above list represents the most specialized expertise of each Director and is not meant to be an exhaustive list of their knowledge and experience.
Risk management and Sustainability are areas in which the Company expects all Directors to be involved.
An overview of each area of expertise shown in the table above is as follows.
| Expertise | Overview |
|---|---|
| Growth strategy | Skills and experience in formulating policies from a longer-term perspective for the purpose of enhancing corporate value and ensuring sustained business growth, and in executing or overseeing various measures for realizing such policies. |
| Production technology/Productivity | Skills and experience in executing or overseeing various measures aimed at transforming production technology from the perspectives of mainly productivity improvements, safe and stable operations, and the reduction of environmental impacts. |
| Product development | Skills and experience in executing or overseeing product development activities aimed at further strengthening competitiveness and achieving early commercialization. |
| Risk management | Skills and experience in anticipating all kinds of risks that may arise in business activities in general, and in executing or overseeing various measures related to the prevention and mitigation of such risks. |
| Capital policy | Skills and experience in examining and executing capital policies for making the Companyβs financial base more resilient, for growth investments, and for enhancing shareholder returns, or in overseeing the execution of such policies. |
| Human capital | Skills and experience in executing or overseeing human capital management, including securing and developing talent, building a corporate culture that embodies organizational diversity, and enhancing individual employee engagement. |
| Sustainability | Skills and experience in executing or overseeing corporate governance, addressing global environmental issues such as climate change, and implementing activities that respect human rights, all of which form the foundation for the sustained enhancement of corporate value. |
As of June 27, 2024
Audit & Supervisory Board Member
-
Full-time Audit & Supervisory Board Member
Hidenori Onezawa
-
Audit & Supervisory Board Member
Yoshihito Kosaka*2
C.P.A., Certified Public Tax Accountant Representative Partner, HIYU Certified TaxγAccountantsβ Corporation
-
Audit & Supervisory Board Member
Mitsuko Kagami*2
Lawyer, Partner Lawyer, KAGAMI Law Office Outside Director, MEDIPAL HOLDINGS CORPORATION Outside Director, Sotetsu Holdings, Inc
-
Audit & Supervisory Board Member
Hiroko Kaneko*2
C.P.A., Member of the Business Accounting Council, Financial Services Agency Outside Director/Audit & Supervisory Committee Member, Mitsubishi HC Capital Inc.
Outside Audit & Supervisory Board Member, Development Bank of Japan Inc.
*2Indicates an Outside Audit & Supervisory Board Member as defined in Item 16, Article 2, of the Corporations Law.