CORPORATE GOVERNANCE

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Corporate Governance Polices and Structure

The Company changed its trade name from “NISSIN FOOD PRODUCTS CO., LTD.” to “NISSIN FOODS HOLDINGS CO., LTD.” on October 1, 2008, and made a transition to a holding company system effective the same date. While providing safe and secure foods, and promoting businesses to maximize benefits to all stakeholders including shareholders, consumers, employees, business partners, local communities, and local residents, the Company recognizes enhanced and strengthened corporate governance as one of the top priorities for management and therefore strives for highly objective and transparent management.

Board of Directors

Koki Ando

President & Representative Director, CEO
Noritaka Ando

Executive Vice President & Representative Director, COO President & Representative Director, NISSIN FOOD PRODUCTS CO., LTD.
Yukio Yokoyama

Director, CSO, and Managing Executive Officer

Ken Kobayashi

Outside Director
Masahiro Okafuji

Outside Director
Masato Mizuno

Outside Director (Independent)
Yukiko Nakagawa

Outside Director (Independent)
Eietsu Sakuraba

Outside Director (Independent)
Yuka Ogasawara

Outside Director (Independent)

Audit & Supervisory Board

Masahiko Sawai

Full-Time Audit & Supervisory Board Member
Naohiro Kamei

Full-Time Outside Audit & Supervisory Board Member
Chisugi Mukai

Outside Audit & Supervisory Board Member

Skills Matrix

As of June 28, 2022

				Composition					Experience and Skills
Name	Title	Independent Officer	Years in Office	Board of Directors	Management Advisory Committee Meetings	Audit & Supervisory Board Meeting	Attendance at Board of Director Meetings^*	Attendance as Audit & Supervisory Board Meetings	Business Management	Brand Strategy	Food Technology	Sustainability	Structural Reform	Finance and Accounting	Risk and Legal
Koki Ando	President & Representative Director, CEO	-	48 years	◎	○	-	10/10 times	-	○	○	○	○	-	-	-
Noritaka Ando	Executive Vice President & Representative Director, COO President & Representative Director, NISSIN FOOD PRODUCTS CO., LTD.	-	14 years	○	○	-	10/10 times	-	○	○	○	-	○	-	-
Yukio Yokoyama	Director, CSO, and Managing Executive Officer	-	12 years	○	Observer	-	10/10 times	-	-	-	-	-	○	○	○
Ken Kobayashi	Outside Director	-	11 years	○	-	-	9/10 times	-	○	-	-	○	-	-	○
Masahiro Okafuji	Outside Director	-	11 years	○	-	-	10/10 times	-	○	○	-	-	-	-	○
Masato Mizuno	Outside Director	○	6 years	○	◎	-	10/10 times	-	○	○	-	○	-	-	-
Yukiko Nakagawa	Outside Director	○	3 years	○	○	-	10/10 times	-	-	-	-	○	○	-	-
Eietsu Sakuraba	Outside Director	○	2 years	○	○	-	10/10 times	-	-	-	○	○	-	-	-
Yuka Ogasawara	Outside Director	○	New	○	○	-	-	-	-	-	-	○	-	○	-
Masahiko Sawai	Full-Time Audit & Supervisory Board Member	-	4 years	○	-	◎	10/10 times	11/11 times	-	-	-	-	-	○	-
Naohiro Kamei	Full-Time Outside Audit & Supervisory Board Member	○	3 years	○	Observer	○	10/10 times	11/11 times	-	-	-	-	-	○	○
Chisugi Mukai	Outside Audit & Supervisory Board Member	○	7 years	○	Observer	○	10/10 times	11/11 times	-	-	-	-	-	-	○

Note:The ◎ symbol indicates chairperson or committee chairperson.

* Attendance status for FY 3/2022

Officer Skills Matrix [PDF]

Corporate Governance Structure

The Company ensures objectivity and transparency in management by appointing outside directors and outside members of the Audit & Supervisory Board to monitor and supervise business execution from an independent and fair standpoint. We have also introduced an executive officer system to encourage prompt business execution, and we adopted a company with a board of company auditors, rather than a company with a nominating committee, etc./board with an audit committee structure to ensure objectivity and transparency in company management.

From the standpoint of strengthening governance, the Company reduced the number of internal directors from six to three in accordance with a resolution at the 68th Ordinary General Meeting of Shareholders held June 28, 2016. Based on a resolution passed at the 74th Ordinary General Meeting of Shareholders held June 28, 2022, we increased the number of outside directors by one to six. The Company will strengthen management supervision and accelerate decision-making further by operating under a majority of outside directors.

Major Initiatives for Strengthening Corporate Governance

Changes in the Composition of the Board of Directors

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