(Issued in August 2023)

Overview of corporate governance

For the Group to remain an indispensable presence even 100 years from now, we continue to press ahead with a transformation aimed at realizing SOMPO’s Purpose. Our corporate governance spearheads and supports this transformation.

Under a “company with committees” structure, we have established a system in which considerable authority is delegated to the executive divisions under the oversight of the Board of Directors, comprised by a majority of independent directors*. Also, of the statutory committees that are critical to ensuring the Board engages in effective oversight, both the Nomination Committee and Compensation Committee are comprised only of independent directors. This guarantees an appropriate tension between the Board of Directors and the executive divisions, along with a high level of transparency and fairness.

The executive divisions are based on the Business Owner and Group CxO systems, executive officers appointed by the Board work together to hone their respective expertise, and in doing so, make prompt business decisions and dynamically execute the Group’s strategies with a view to achieving SOMPO’s Purpose.

In addition, in order to further drive the transformation of our business lines and generate sustained growth, we are designing a succession plan and executive compensation structure that will reliably and effectively produce talented personnel from different backgrounds.