Yamaha Motor Integrated Report 2022

Basic Views on Corporate Governance To ensure the implementation of the Company’s growth strategies for the future, Yamaha Motor’s Board of Directors establishes an environment that supports appropriate risk-taking and decisive decision-making by manage-ment, and it multilaterally understands and appropriately oversees issues and risks associated with the implementation of the Company’s management strategies from the viewpoint of fulfilling responsibilities to various stakehold-ers, including shareholders and investors.743183217321732093208320832074407441644164415552430History of Strengthening the Corporate Governance SystemAs a Kando Creating Company, our corporate mission is to offer new excitement and a more fulfilling life for people all over the world. To achieve this mission, Yamaha Motor aims to enhance corporate value through sustained growth attained via its medium- and long-term strategies and measures. To this end, the Company has put into place systems and frameworks that enable rapid decision-making and the proper supervision and monitoring of business execution. 2009201020112012111110201620172018201911111310202020212022111010102001: Introduction of Executive Personnel Committee (Nomination / Remuneration Committee) Improvement of operating structure2001: Introduction of executive officer system2007: Appointment of outside directorsDelegation agreement with executive officersExecutivestructureNumber of directorsNumber of internal directorsNumber of outside directorsIndependent outside directorsOf whom, women directorsExecutive remuneration systemMedium-Term Management PlanOperation of Board of Directors + Management Discussion meetingAppointment of women directors and Audit & Supervisory Board membersIntegration of stock options into stock compensation planStabilization of a profitable structure (V-shaped recovery in results)Establishment of Corporate Governance GuidelinesToward sustainable growth (expansion of business scale and enhancement of profitability) This structure is designed to implement speedy and decisive decision-making as well as appropriate, transparent, and fair supervision and monitor-ing as the Company’s corporate governance. Accordingly, we have formulated Corporate Governance Guidelines and put them into practice in an appropriate manner.For more details, please see the Corporate Governance Guidelines.https://global.yamaha-motor.com/ir/governance/pdf/corporate_governance_guidelines-e.pdf201320142015101211Implementation of the Board evaluationAbolition of takeover defense measuresAppointment of non-Japanese executive officersSeparation of chairman of the Board of Directors and chief executive officer (CEO)Overall revision of the system (compensation further linked to performance and for long-term incentives)A unique company that continues to achieve dynamic milestones (management emphasizing ROE and cash flows)Taking on the renewed challenge of achieving net sales of ¥2 trillion Strengt-hening of sustaina-bility measures 69Corporate Governance

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