Our company and Showa Shell Sekiyu K.K. merged on April 1, 2019. Starting in FY2019, the compensation structures for the Directors (excluding Outside Directors) and Executive Officers will be based on new arrangements, with the emphasis being placed on contributing to the maximization of synergy creation, business portfolio rearrangement, and enhancement of initiatives for the environment, society and governance, which in turn will lead to further improvement of corporate value, and will consist of (1) fixed compensation, (2) performance-based bonuses (shift from performance linked monetary compensation (periodic equal pay) to performance-based bonuses for the purpose of clarifying the incentive structure), and (3) performance-linked stock compensation.
The ratios of fixed compensation, performance-based bonuses, and performance-linked stock compensation at the time of standard payment are set at approximately 70%, 15%, and 15%. Compensation for Outside Directors consists solely of fixed compensation from the perspective of objectively assessing the appropriateness of business execution and ensuring appropriate supervisory functions.
Our company uses net income and consolidated operating income as indicators to share value with shareholders and investors, and believes that they are appropriate indicators to strengthen profitability and increase our corporate value.
The weight of each indicator is determined in accordance with the duties of each director.
Category | People (number) |
Fixed Compensation (1 million yen) |
Performance-linked compensation(1 million yen) |
Other Compensation (Response to the transition to the new company system) (1 million yen) |
Total compensation (1 million yen) |
|
---|---|---|---|---|---|---|
Cash Compensation (periodic equal pay) |
Stock compensation |
|||||
Directors (excluding Outside Directors) |
7 | 393 | 136 | 132 | 472 | 1,135 |
Audit & Supervisory Board Members (excluding Independent Outside Audit & Supervisory Board Members ) |
3 | 59 | 4 | - | 12 | 77 |
Outside Directors and Independent Outside Audit & Supervisory Board Members |
6 | 69 | - | - | 9 | 78 |
Total | 16 | 522 | 141 | 132 | 494 | 1,290 |