Business Report - Shiseido group website

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5. Matters Concerning Directors, Corporate Auditors and Corporate Officers of the Company (1) Name, Position and Duty and Occupation for Directors and Corporate Auditors of the Company (As of March 31, 2012) (As of April 1, 2012) Position Name Chairman (Representative Director) President & CEO (Representative Director) Executive Vice President (Representative Director) Corporate Senior Executive Officer (Director) Corporate Executive Officer (Director) External Director External Director External Director Corporate Auditor (Full time) Corporate Auditor (Full time) External Corporate Auditor (Part time) External Corporate Auditor (Part time) External Corporate Auditor (Part time) [Translation: AGM 2012] Duty and Major Occupation Shinzo Maeda Chairman of the Board Hisayuki Suekawa Kimie Iwata Carsten Fischer Tatsuomi Takamori Shoichiro Iwata CEO Responsible for Corporate Culture, Advertising Creation, Beauty Creation, General Affairs, Legal Affairs, and Executive Affairs Responsible for Committees under Direct Control of the Board of Directors Responsible for Global Business (International Business, China Business and Professional Business) Responsible for Americas Chief Officer of International Business Division Responsible for Domestic Cosmetics Business, Healthcare Business and clé de peau BEAUTÉ Marketing Unit Chief Officer of Domestic Cosmetics Business Division ― Taeko Nagai ― Tatsuo Uemura Yasuko Takayama Toshio Yoneyama ― ― ― Akio Harada ― Reiko Kuroda ― Nobuo Otsuka ― - 30 - Position Name Duty and Major Occupation Chairman (Representative Director) President & CEO (Representative Director) Corporate Senior Executive Officer (Representative Director) Corporate Executive Officer (Director) Shinzo Maeda Chairman of the Board Hisayuki Suekawa Carsten Fischer Tatsuomi Takamori Director Kimie Iwata External Director External Director External Director Corporate Auditor (Full time) Corporate Auditor (Full time) External Corporate Auditor (Part time) External Corporate Auditor (Part time) External Corporate Auditor (Part time) Shoichiro Iwata CEO Responsible for Global Business (International Business, China Business and Professional Business) Responsible for Americas Chief Officer of International Business Division Responsible for Domestic Cosmetics Business, Strategic Planning Area and clé de peau BEAUTÉ Marketing Unit Chief Officer of Domestic Cosmetics Business Division ― ― Taeko Nagai ― Tatsuo Uemura Yasuko Takayama Toshio Yoneyama ― ― ― Akio Harada ― Reiko Kuroda ― Nobuo Otsuka ―
Notes: 1.There are 8 directors and 5 corporate auditors, of which female are 4 and male are 9. 2. Mr. Shoichiro Iwata, Ms. Taeko Nagai and Mr. Tatsuo Uemura are external directors as provided in Item 15 of Article 2 of the Companies Act of Japan. 3. Mr. Akio Harada, Ms. Reiko Kuroda, and Mr. Nobuo Otsuka are external corporate auditors as provided in Item 16 of Article 2 of the Companies Act of Japan. 4. The Company designates Mr. Shoichiro Iwata, Ms. Taeko Nagai, Mr. Tatsuo Uemura as independent directors and Mr. Akio Harada, Ms. Reiko Kuroda, and Mr. Nobuo Otsuka as independent corporate auditors provided in Article 436-2 of the Securities Listing Regulations of Tokyo Stock Exchange, Inc. All of the external directors and external corporate auditors (collectively the “External Directors”) meets the Company’s “Criteria for Independence of “External Directors” (Please refer to 7.3 Criteria for Independence of “External Directors” (pages 45 to 48), 7. Status of Corporate Governance) and have sufficient independency. 5. Ms. Taeko Nagai, director and Ms.Yasuko Takayama, corporate auditor were newly elected at the 111th ordinary general meeting of shareholders of the Company held on June 24, 2011, and assumed their office as of the same date. The seven directors excluding Ms. Taeko Nagai and Mr. Nobuo Otsuka, corporate auditor were reelected at the same meeting. 6. Ms. Kimie Iwata retired as executive vice president on March 31, 2012 and became a director without right of representation of the Company. 7. Mr. Carsten Fischer held the office of representative director, corporate senior executive officer as of April 1, 2012. 8. Mr. Toshio Yoneyama, corporate auditor, in addition to being responsible for the overall management of the subsidiaries and consolidated business management at the Corporate Planning Department, has had ample experience managing the businesses and administration at the subsidiaries, and has respectable knowledge in finance and accounting. 9. Directors and corporate auditors who retired at the conclusion of the 111th ordinary general meeting of shareholders of the Company held on June 24, 2011 are as follows. [Translation: AGM 2012] Position at the Time of Retirement Name Director Yasuhiko Harada Corporate auditor (Full time) Kazuko Ohya (2) Matters Concerning Important Position of Other Organizations Concurrently Assumed by Directors and Corporate Auditors (As of March 31, 2012) Position Name President & CEO (Representative Director) Executive Vice President (Representative Director) Corporate Senior Executive Officer (Director) Important Position of Other Organizations Concurrently Assumed Hisayuki Suekawa Director of Shiseido Academy Kimie Iwata Carsten Fischer External Director Shoichiro Iwata External Director Taeko Nagai External Director Tatsuo Uemura Corporate Auditor (Full time) Toshio Yoneyama Outside Corporate Auditor of Kirin Holdings Company, Limited Chairman & CEO of Shiseido Americas Corporation Chairman & CEO of Shiseido America, Inc. Chairman of Zotos International, Inc. President & Chief Executive Officer of ASKUL Corporation Vice President of Setagaya Arts Foundation Outside Director of Mitsui Chemicals, Inc. Chairman of International Theatre Institute Professor, School of Law, Waseda University Professor, Waseda Law School Governor of Board of Governors and Auditor of Audit Committee of Japan Broadcasting Corporation (NHK) Auditor of Shiseido Academy Auditor of Shiseido Social Welfare Foundation - 31 -
Page 1 and 2: [Translation: AGM 2012] Business Re
Page 3 and 4: 2) Operational Review by Business S
Page 5 and 6: In the core Chinese market, we face
Page 7 and 8: Moreover, the Shiseido Group provid
Page 9 and 10: Notes: 1. Annual cash dividends per
Page 11 and 12: Customer-First Strategy This strate
Page 13 and 14: Emerging Countries We will strength
Page 15 and 16: 1.2 Outline of the Shiseido Group (
Page 17 and 18: Laboratoires Decléor S.A.S. [Trans
Page 19 and 20: holdings (Percentage of shareholdin
Page 21 and 22: 4. Matters Concerning Stock Acquisi
Page 23: Issue Date of Stock Acquisition Rig
Page 27 and 28: External Directors External Corpora
Page 29 and 30: Position Name Major Activities Exte
Page 31 and 32: 3. Corporate officers who were desi
Page 33 and 34: 3. The medium-term incentives remun
Page 35 and 36: 6.Matters Concerning Accounting Aud
Page 37 and 38: In addition to the above, corporate
Page 39 and 40: appropriateness of business. The re
Page 41 and 42: Incorporation and other regulations
Page 43 and 44: (including an external director), e
Page 45 and 46: Overview of Shiseido’s CSR Activi

Business Report - Shiseido group website

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