Executive Officers | PCA CORPORATION Corporate Website

Directors

Number of directors under the Articles of Incorporation: 15

Term of office of directors under the Articles of Incorporation: 2 years

Chairman of the Board of Directors: President

Number of directors: 8

Appointment of outside directors: Appointed

Number of outside directors: 4

Number of outside directors designated as independent officers: 3

Information on outside directors

Name	Independent officer	Supplementary explanation on applicable items	Reason for appointment
Kumiko Arai	○	Designated as an independent officer.	To ensure that her abundant business experience and knowledge in the financial divisions and audit firms of operating companies is utilized in the management of the Company from an objective standpoint.
Hiroshi Kumamoto		-	Because, based on his in-depth understanding of the Company's business as a business executive of our major business partner, we can expect that he will use his experience and knowledge in management in the information service industry in which we operate in our company management from an outside perspective.
Satoru Hori	○	Designated as an independent officer.	Based on his experience as the manager of operating companies, many years of involvement in the ERP business, extensive experience in the industry, and overseas work experience, he is expected to utilize his excellent insights and perspectives in the management of the Company.
Satoko Hamaguchi	○	Designated as an independent officer.	She is expected to utilize her extensive business experience and knowledge, including her experience in managing sales, operations, human resources, and compliance divisions of operating companies, in the management of the Company from an objective standpoint.

Regarding remuneration for directors, etc., the resolution of the Board of Directors following a report from the Compensation Advisory Committee ensures the transparency and objectivity of remuneration decisions for directors, etc. The Compensation Advisory Committee is chaired by Independent Director Kumiko Arai, who is an independent outside director, Member of the Board of Directors Hiroshi Kumamoto, an outside director, and Director Yutaka Mizutani, an internal director.

Auditors

Board of Auditors: Established

Number of auditors under the Articles of Incorporation: 4

Number of auditors: 4

Appointment of outside auditors: Appointed

Number of outside auditors: 3

Number of outside auditors designated as independent officers: 3

Information on outside auditors

Name	Independent officer	Supplementary explanation on applicable items	Reason for appointment
Kimihito Fukasawa	○	Designated as an independent officer.	He has been appointed as an outside auditor to provide appropriate audits and advice from the perspective of a tax expert. In addition, he is appointed as an independent officer because we can expect independent management oversight based on his professional knowledge and experience as a tax accountant.
Miyako Ikuta	○	Designated as an independent officer.	She has been appointed as an outside auditor to provide appropriate audits and advice from the perspective of a lawyer. In addition, she is appointed as an independent officer because we can expect independent management oversight based on her professional knowledge and experience as a lawyer.
Naruo Korome	○	Designated as an independent officer.	He has been appointed as an outside auditor to provide appropriate audits and advice from the perspectives of finance, accounting and taxation. In addition, he has been designated as an independent officer as he is expected to provide independent management oversight based on his professional knowledge and experience as an accountant and as a tax accountant.

Auditors monitor the independence of the accounting auditor, receive the results and explanation of the audit results, etc., and examine the financial statements. In addition, they accompany the audits of subsidiaries and sales offices by the accounting auditor and inventories. In addition, auditors have the opportunity to meet with the accounting auditor as needed to exchange information. Auditors hear the status of business execution from the internal audit department and conduct audits of the overall business. In addition, auditors have the opportunity to meet with the internal audit department as needed to exchange information.

Independent officers

Number of independent officers: 6

Regarding transactions between independent officers and the Company, the minimum criteria for judging that there is no risk of affecting the decisions of shareholders on exercising voting rights is 3 million yen or less per year. The Company has designated all outside officers who qualify as independent officers as independent officers.

Incentives

Implementation of measures to provide incentives to directors: Introduction of performance-linked remuneration system

Grantees of stock options: -

Regarding the "Status of implementation of measures to provide incentives to directors," we introduced two stock remuneration systems in this period: Short-term performance-linked monetary remuneration, so-called officers' remuneration, and ex post restricted stock.

Director compensation

Disclosure status of individual director remuneration: Individual remuneration is not disclosed

Whether there is a policy for determining the amount of remuneration or its calculation method: Yes

The remuneration for directors, etc. is determined by a resolution of the Board of Directors following a report from the Compensation Advisory Committee. The remuneration for auditors is determined through discussions with auditors, taking into account the business content, the number of business days and the remuneration levels of other companies. For the remuneration of the accounting auditor, the audit firm makes a draft considering the content of the audit and the number of days, and after negotiations, the Representative Director makes the decision with the consent of the Board of Auditors.

Support system for outside directors (outside auditors)

The General Affairs Department supports outside directors, and provides support such as schedule adjustments for the meetings of the Board of Directors, distribution of meeting materials in advance, provision of requested materials, creation of minutes, and creation of a database. The Board of Auditors Secretariat supports outside auditors, and provides support such as schedule adjustments for the meetings of the Board of Auditors, distribution of meeting materials in advance, provision of requested materials, creation of minutes, creation of a database, arranging accommodation, etc. for visiting local bases, and preparing reports for the Board of Auditors.