Changes in Board Membership
The Nippon Sheet Glass Company, Limited (hereinafter the “Company” or “NSG”), announces proposed changes in the Company’s Board membership as follows.
1. Changes in Board membership
|Date of Change
|Late June 2015
||(retiring from the Board)
|Late June 2015
Sumitaka Fujita has served as an External Director on the NSG Board since June 2009. As Mr. Fujita has completed the full six-year term for External Directors, as stipulated in our internal rules, he will be retiring. The NSG Board has nominated Toshikuni Yamazaki as his successor.
Mr. Yamazaki has experience in the finance and accounting field since joining Nippon Kokan K.K., currently known as JFE Holdings, Inc. He contributed to the joint venture foundation of titanium alloy manufacturing with the US Martin Marietta Corporation in 1984 and the US GE’s silicon plant acquisition in 1985. He also contributed to the acquisition of the US National Steel Corporation and from 1987 to 1990, he lived in the U.S. and worked as Director-Finance of National Steel Corporation. Furthermore, in the integration with Kawasaki Steel Corporation from 2001, he played an important role as Managing Director in charge of finance. In 2005, he was appointed as Executive Vice President of the combined company, JFE Holdings, Inc. and has been responsible for the finance, IR and accounting section for four years. For four years from 2009, Mr. Yamazaki was a standing auditor in JFE Holdings, Inc. and during this period, he was also an auditor in its subsidiaries. From 2010 to 2013, Mr. Yamazaki was a member of the Investment Committee of the Government Pension Investment Fund (GPIF).
2. Future arrangements
The proposed appointment mentioned above will be formally decided at the 149th Ordinary General Meeting of Shareholders, which will be held in late June 2015. As a result of these changes, the Board composition remains unchanged, consisting of eight Directors, four of which are External Directors.
The current External Directors are registered with the Tokyo Stock Exchange (hereinafter ”TSE”) as Independent Directors. In addition to such criteria set by the TSE, the Company has more stringent criteria in respect of the independence of Directors, considering their relationships with the NSG Group itself, its directors, officers and/or major shareholders. All four current External Directors and Mr. Yamazaki meet both the TSE and NSG independence requirements.