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Policy and Basic Concept

Targets and Action Plan

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Materiality	SDGs Targets	Impact Classification	Issues to address	Business area	Commitment	Specific approach	Performance indicators	Degree of Progress
Maintain Rigorous Governance Structures		Governance	Maintaining and reinforcing a governance system for achieving sustainable growth	Corporate governance	We will implement highly effective supervision over the management from an independent and objective standpoint and ensure the appropriate and efficient execution of business operations by improving the transparency of our decision-making, aiming to our sustainable growth as well as the medium- and long-term improvement of our corporate value.	Appoint several outside Directors, who have a high level of independence that fulfills our independence criteria and are expected to contribute to the company management with a high level of knowledge in their respective fields. Maintain a highly transparent and objective Directors’ and officers’ remuneration system, which can increase their motivation to contribute to our medium- and long-term improvement of our company’s performance and the improvement of our corporate value.	Continue to implement measures to strengthen the supervising function of the Board of Directors, through an annual evaluation of the Board of Directors.	We have maintained the diversity of the Board of Directors (always appointing one third or higher percentage of outside Directors- four outside Directors out of 11 Directors, two female Directors out of 11 Directors, two female Audit & Supervisory Board Members, and an outside Director and an outside Audit & Supervisory Board Member with a wide range of sufficient experience in corporate management). The majority (four out of seven members) of the Governance, Nomination and Remuneration Committee and its chair continue to be outside Directors. The chair of the Women’s Advancement Committee continues to be a female outside Director; half of the members are outside Directors and outside Audit & Supervisory Board Members, and half of the members are female (3 out of 6 in each case).

Structures and Systems

• Corporate Governance System
• Overview of ITOCHU's Corporate Governance and Internal Control System

Board of Directors

• Organization
  • Member of the Board
  • Skills Matrixs
  • Ensuring Diversity of Officers
• Appointing Executive Officers
  • Policy and Process for Appointing Executive Officers, Candidates for Directors and Candidates for Audit & Supervisory Board Members
  • Independence Criteria for Outside Directors and Outside Audit & Supervisory Board Members
  • Outside Directors & CAO Roundtable from Integrated Report 2024
• Remuneration
  • Corporate Officer Remuneration System
  • Formulas for Performance-linked Bonuses and Stock Remuneration, Formulas for Share price-linked Bonuses
  • Disclosure Status of Compensation for Individual Directors：Corporate Governance Report
• Results of Board Evaluation
  • Results of Board Evaluation
• Advisory Committees
  • Advisory Committees to the Board of Directors
  • Composition of the Governance, Nomination and Remuneration Committee
  • Composition of the Women’s Advancement Committee

Audit & Supervisory Board

• Organization
  • Audit & Supervisory Board Members
• Appointing Candidates for Audit & Supervisory Board Members
  • Policy and Process for Appointing Executive Officers, Candidates for Directors and Candidates for Audit & Supervisory Board Members
  • Independence Criteria for Outside Directors and Outside Audit & Supervisory Board Members
• Remuneration
  • Corporate Governance Report

Principal Internal Committees

Internal Control System

• Management Internal Control Report (PDF 103KB)