April5,2024
Kobe Steel, Ltd.
Kobe Steel, Ltd. announces that it has revised its remuneration system for directors, excluding independent directors and directors who are Audit & Supervisory Committee YY易游平台mbers, and executive officers (hereinafter collectively referred to as “executives”), effective April 1, as follows.
According to this revision, proposals to revise the payYY易游平台t limit equivalent to the maximum amount of performance-based compensation, as well as the maximum amount to be contributed as funds for acquiring the Company’s shares to the Board Benefit Trust (BBT) will be submitted to the General Meeting of Shareholders scheduled for June.
The Company's executive remuneration consists of basic remuneration, performance-based compensation, and YY易游平台dium- to long-term incentive compensation (hereinafter referred to as “stock compensation”). Among them, performance-based compensation and stock compensation will be revised as follows.
The ratio of performance-based compYY易游平台sation to basic compYY易游平台sation will be increased as follows in order to increase incYY易游平台tives for executives to improve business performance.
Position | Ratio of each compYY易游平台sation category (Basic : Performance-based : YY易游平台dium- to long-term incentive) |
|
---|---|---|
CurrYY易游平台t | After YY易游平台vision | |
PresidYY易游平台t, CEO and represYY易游平台tative director | 100:30:30 | 100:60:30 |
Executive vice presidYY易游平台t and represYY易游平台tative director | 100:30:30 | 100:50:30 |
DiYY易游平台ctor and executive officer | 100:25:25 | 100:40:25 |
In addition, we will YY易游平台duce the amount of basic YY易游平台muneration for specific positions, taking into account the balance with similar-sized companies based on survey data on executive YY易游平台muneration levels from external specialized organizations.
We will use ESG indices as a non-financial YY易游平台tric for executive remuneration. This will allow executives to actively pursue solutions to various ESG issues, including taking on the challenge of realizing carbon neutrality, in an effort to enhance our Group's corporate value over the YY易游平台dium to long term.
ESG indices will be used to determine payYY易游平台t coefficients for stock compensation, with the aim of sharing the interest in corporate value improveYY易游平台t with shareholders.
Specifically, we will use major global ESG rating agencies’ indices as a metric to evaluate all aspects of E (environYY易游平台tal), S (social), and G (governance) in a comprehensive and objective manner.
ESG rating agYY易游平台cies |
Indices | Base value* | ReferYY易游平台ce: Our company’s latest scoYY易游平台s |
---|---|---|---|
CDP | Climate change scoYY易游平台s |
A | A- |
FTSE | ESG scoYY易游平台s | 3.9 or higher | 4.2 |
MSCI | ESG ratings | AAA | AA |
* When the base values are met, the payYY易游平台t coefficients reach their maximum.
Category | Description | ||
---|---|---|---|
Basic YY易游平台muneration | Fixed amount will be paid in cash according to position and compYY易游平台sation rank. | ||
Performance-based compYY易游平台sation | Portion linked to division performance | The payYY易游平台t amount will be determined by multiplying the standard pay amount for each position and remuneration rank by a coefficient ranging from 0 to 200% based on the performance manageYY易游平台t indicators* for the company and each business division. PayYY易游平台t will be made in one lump sum after the fiscal year has ended. *The base value of the performance manageYY易游平台t indicator for fiscal 2021–2023 is an ROIC of 5%, which is defined as a business manageYY易游平台t indicator under the medium-term manageYY易游平台t plan. |
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Portion linked to individual evaluation | The payYY易游平台t amount will be determined by multiplying the basic remuneration for each position and remuneration rank by a coefficient ranging from -5 to 5%, which is determined by comprehensively taking into account individual performance and the status of ESG-related initiatives. PayYY易游平台t will be made in one lump sum after the fiscal year has ended. | ||
Stock compYY易游平台sation | The total of following points will be granted each year. The Company’s shaYY易游平台s will be provided on a fixed date every thYY易游平台e years according to the cumulative number of points granted.
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