Kao Corporation: Regarding Shareholders’ Statement

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TOKYO — Oasis Management Company Ltd. (hereinafter referred to as “Oasis Management”), an investment management company and shareholder of our company, has released a statement regarding the Director nominees to be proposed at our 119th Annual General Meeting of Shareholders.

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Kao’s board of directors and management team strive to maximize shareholder value from a long-term perspective based on our business strategies. With the aim of improving our business value, we are committed to direct and constructive dialogue with all our stakeholders and embrace new ideas to address challenges.

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Kao is constantly improving its selection process to ensure the perfect composition of the Board of Directors. This year, the Screening Committee for Director Nominees and Audit and Oversight Board Members spent more than six months deliberating on the matter before reaching a final decision, and the decision was made before Oasis Management nominated any director nominees.

The announcement of the nominees for Director and Auditor has been set for December 2, the usual date for the announcement of Executive Officers, to clearly indicate that David Muenz, who is a Director who also serves as an Executive Officer, is retiring from his position as an Executive Officer at last. of December while continuing as a Director until the General Meeting of Shareholders in March.

Our selection process is well explained in Oasis Management. In addition, with regard to the candidates whose names we received from the company at the end of November, we continue to conduct a proper evaluation in accordance with the selection process of the Evaluation Committee for Directors and Audit Board Members, and communicate this to Oasis Management. However, the latest claims include inaccurate statements, such as “The directors have refused to go public”, “Kao’s proposal to negotiate with the nominees … is clearly contrary”, and that Kao has taken “a method of selecting a director that falls far short of the due process expected of public companies.” “

Oasis Management says “Kao has announced that he has given more authority to management, and thus is stepping down from his supervisory role,” in response to a statement issued by Kao on December 2.n.d. This reflects our existing approach of delegating authority within the scope permitted under Japan’s Companies Act while continuing to strengthen supervisory functions to enable quick and decisive decision-making. It does not involve changes in our management system.

Kao will continue to pursue the most transparent and efficient governance, while at the same time implementing the K27 strategy and making every effort to increase its business value.

View the source version on businesswire.com: https://www.businesswire.com/news/home/20241212371957/en/

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Contacts

Media inquiries should be directed to:
Public relations
Company Kao
corporate_pr@kao.com

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