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等委員
Terms of office of directors (excluding those serving on the Audit and Supervisory Commit ee) In order to maintain the current board of directors until the date immediately prior to the effective date of the Share Exchange, the Company proposes to reappoint all six incumbent directors (excluding those serving on the Audit and Supervisory Commit ee) at the Company's 25th Ordinary General Meeting of the Shareholders.
The Audit & Supervisory Commit ee and the Internal Auditing Division shal hold deliberations and discussions with the accounting auditors, as well as hold deliberations and exchange opinions with the Auditing Divisions of subsidiary companies in Japan and overseas as required.
Therefore, the Company proposes at the said Ordinary General Meeting of the Shareholders the election of one (1) director serving on the Audit and Supervisory Commit ee.
The details of the Plan after the transition wil be essential y the same as incentive plans implemented in fiscal years 2015, 2016 and 2017. Objective for the Scheme (1) The Scheme is the medium- to long-term incentive-based compensation plan for the Company's Directors (excluding outside Directors and Directors who are Audit & Supervisory Commit ee Members) ("Directors") and Corporate Executives (col ectively referred to as "Directors and Other Executives") that is highly transparent and objective closely linked with the Company's business results with the aim of raising their consciousness of contributing to sustainable growth in the Company's business results and corporate value.
Name of the newly appointed director candidate (serving on the Audit and Supervisory Committee), profile and reason for nomination: Ms. Kazuko Kimiwada, a director serving on the Audit and Supervisory Commit ee, will retire due to the expiration of her term of office at the conclusion of the 24th Ordinary General Meeting of the Shareholders scheduled to be held on June 18, 2019.
The Audit & Supervisory Commit ee wil continue to monitor initiatives being taken by The Dai-ichi Life Insurance Company, Limited to address these issues and the status of improvement while conducting audits on the measures of the Dai-ichi Life Group, including The Dai-ichi Life Insurance Company, Limited, to strengthen its internal control systems.
The Company also plans to conclude the same agreement with Masakazu Wakabayashi if he is elected as an External Director. - 22 - Determining Amount of Remuneration for Directors who are not Resolution 6 Audit & Supervisory Commit ee Members The remuneration of Directors of the Company has been no more than 400 million yen per annum since it was decided by resolution of the 55th Annual General Meeting of Shareholders held on June 27, 2007.
Accordingly, and in order to prepare for possible future business development, the Company proposes to amend the Articles of Incorporation of the Company as fol ows. In order to transition to a company with an Audit & Supervisory Commit ee, the Company wil make necessary amendments including the establishment of new provisions concerning the Audit & Supervisory Commit ee and Audit & Supervisory Commit ee Members, and the deletion of provisions concerning Audit & Supervisory Board and Audit & Supervisory Board Members. In line with the transition to a company with an Audit & Supervisory Commit ee, the Company wil make necessary amendments including amendments to provisions concerning the number of Directors and their election, term of of ice, and remuneration; and including the establishment of new provisions concerning delegating decisions regarding important business execution to a Director in order to enable agile decision-making and business execution.
System for Directors (except for the Directors who are Audit & Supervisory Commit ee Members) and Employees to Provide Reports to the Audit & Supervisory Committee The Board of Directors shal ensure that Directors and employees are fully aware of their obligation to provide reports on important matters to the Audit & Supervisory Committee.
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Synoniemen voor supervisory commit ee in het Engels