Board composition
Our board of directors(BOD) is composed of directors, which decides on major issues regarding matters delegated by the general meeting of shareholders, the company’s basic policy and business execution and supervises the execution of duties by directors and management.
As of the submission date of this report, our BOD consists of 3 executive directors and 1 non-executive director. There is no separate committee within the BOD.
The CEO, who also serves as the Chairman of the Board of Directors, represents the company and he is in charge of business, and the director assists the CEO and the company’s business is divided and executed according to the regulations.
The reason for the appointment of the representative director as the chairman of the board of directors is in accordance with the company’s articles of incorporation.
Article 43 (Composition and Convocation of the Board of Directors)
① The board of directors is composed of directors.
② If there is a representative director (president) or a director separately designated by the board of directors, the board of directors shall convene by notifying each director and auditor 3 days prior to the meeting date.
③ Other directors who are not designated as the convening authority pursuant to the provisions of Paragraph 2 may request the convocation of the board of directors from the convening director. In the event that a director who has the right to convene refuses to convene the board of directors without justifiable reasons, another director may convene the board of directors.
④ If all directors and auditors agree, the convening procedure in Paragraph 2 may be omitted.
⑤ The chairman of the board of directors shall be the person who has the authority to convene the board of directors in accordance with the provisions of paragraphs 2 and 3.
⑥ Directors shall report the status of business execution to the board of directors at least once every three months.
Board of Directors(BOD)’s Operation/Role
Type of BOD
The BOD is divided into regular board meetings and temporary board meetings.
- Regular Board of Directors: Held every three months, and if necessary, the convening authority can determine the time and place of the meeting.
- Temporary Board of Directors: It is held when the convening authority deems it necessary and when there is a request from the director.
Meeting of the BOD
The person with the right to convene the board of directors shall be the chairperson, and if the chairperson is unable to perform his/her duties, he/she becomes the person authorized to convene in the order determined by the board of directors.
- Convocation Procedure: The chairperson sets the date and time of the meeting and convenes it by notifying each director in writing, electronically, or orally at least 24 hours prior to the meeting. However, if all directors and auditors agree, the convening procedure in Paragraph 2 may be omitted.