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Appointment of Senior Management and Nomination of Candidates for Directors and Auditors

Basic Approach

To respond to the rapidly changing restaurant market, we nominate director candidates with diverse knowledge, experience, and capability, regardless of whether they are from inside or outside the Company.
For internal director candidates, after considering the balance of their knowledge and achievements in areas such as overall family restaurant management, financial strategy, and marketing strategy, we nominate individuals who can demonstrate leadership to contribute to society through the restaurant business and continuously enhance corporate value.
For outside director candidates, we appoint those who have extensive experience in diverse companies and organizations, including the restaurant industry.
For director candidates who are Audit and Supervisory Committee members, we appoint individuals who can appropriately audit the execution of duties by directors, based on their knowledge of corporate management and their knowledge and experience in areas such as accounting, finance, law, and risk management. Under this nomination policy, we strive to ensure diversity—including gender, race or ethnicity, nationality or country of origin, and cultural background—taking into account the skills required by the Board of Directors.
We are particularly proactive in promoting the appointment of female directors. Our policy is to actively appoint female candidates as directors if they possess the skills necessary to serve on the Board of Directors. Specifically, we have set a target for the ratio of women on the Board of Directors to be 30% or more by 2030, and the ratio of women on the Board of Directors in 2026 is 23%.

Director Skill Matrix

 

Procedures for Appointment of Senior Management and Nomination of Candidates for Board of Directors

In nominating candidates for directors, the Nominating Committee, the majority of whose members are independent outside directors, deliberates on the nomination of candidates for representative directors, directors, and executive officers from the perspective of maximizing the corporate value of the Group and submits proposals to the Board of Directors, thereby taking advantage of the knowledge and advice of outside officers and ensuring objectivity and transparency in the decision-making process for nominating officers. This ensures objectivity and transparency in the decision-making process regarding the nomination of directors and executive officers, as well as the knowledge and advice of outside officers.

Training Policy for Directors

The Group provides the necessary training and information as appropriate to enable directors to properly fulfill their roles and responsibilities.
As part of this effort, lectures and training sessions by experts on legal matters and corporate governance are held at least once a year for directors. To date, we have conducted study sessions on insider trading prevention, branding, risk management, crisis management, and ESG and corporate value enhancement.