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Kao Sustainability Data Book 2020 102-22, 102-23, 102-26 Corporate Governance 2019 Our Initiatives

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Kao Sustainability Data Book 2020 102-22, 102-23, 102-26 Corporate Governance 2019 Our Initiatives Kao Sustainability Data Book ➡ The ESG activities implemented in line with Kao’s Kirei Lifestyle Plan ESG strategy are outlined on the following webpage. Kao Sustainability Data Book Kirei Lifestyle Plan Progress Report 2020 www.kao.com/global/en/sustainability/pdf/ Report content Making my everyday more beautiful: Making the world healthier & cleaner: Walking the right path: Kirei Lifestyle Plan KPI definitions Improved quality of life Decarbonization Effective corporate governance External recognition CEO Message Habits for cleanliness, beauty & health Zero waste Full transparency Independent assurance report Kao’s Corporate Philosophy Universal product design Water conservation Respecting human rights GRI Standards table Message by Dave Muenz Safer healthier products Air & water pollution prevention Human capital development ISO 26000 table Kirei Lifestyle Plan—Kao’s ESG Strategy Inclusive & diverse workplaces TCFD Index Stakeholder Engagement Product lifecycle and environmental impact Employee wellbeing & safety Making thoughtful choices for society: Environmental accounting Responsible chemicals management Realization of the Kao Corporate Philosophy Sustainable lifestyle promotion Purpose driven brands Transformative product innovation Responsibly sourced raw materials ➡ This PDF reports on the following content: Corporate governance …………… 2 Advanced Digital Technology Strategy… 39 Corporate citizenship activities…… 69 Risk and crisis management ……11 Intellectual property ……………… 43 Main corporate citizenship activities of worksites and group companies …… 89 Responsible care activities ………17 Tax strategies ……………………… 47 Process Safety and Disaster Prevention … 94 Product quality management ……26 Biodiversity ………………………… 49 Major sustainability indicators …… 99 Information security ………………31 Communication with consumers… 59 Kao Sustainability Data Book 2020 102-22, 102-23, 102-26 Corporate governance 2019 Our initiatives Kao is able to respond promptly to change, and implements efficient management that is sound, fair and highly transparent; in order to realize ongoing enhancement of corporate value, Kao has set up and operates an appropriate management structure and internal control system, implements necessary measures in a timely manner and demonstrates accountability. Corporate Governance with the Basic Approach to Corporate Corporate Philosophy at Its Core Governance At Kao, we practice corporate governance that places the Our vision by 2030 is to make Kao a company with a corporate philosophy, the Kao Way, at its core and with a global presence. In addition to financial strategies and ➡ Report Concerning Corporate Governance www.kao.com/content/dam/sites/kao/www-kao-com/ consistent focus on Innovation, which is one of Values of initiatives including financial results, non-financial global/en/about/pdf/governance_001.pdf the Kao Way. Putting in place systems for organizational strategies and initiatives should be strengthened. It is design and the executive team, as well as effectively important that the fruits from those strategies and implementing them, are key to maintaining an effective initiatives are used as investments for sustainable growth. governance structure. To do this, we revise our system of We have announced that we recognize ESG initiatives as corporate governance as necessary to address changes in an investment for the future, not as a cost, and are the business and management environment and pursue promoting them. We consider good corporate governance the most optimum structure for realizing sustained as a prerequisite and a driving force for strongly growth. promoting the achievement of such a goal. Our basic We have also taken actions in the past to this end, stance on measures related to corporate governance is to including changing the number of Directors to activate set up and operate a management structure and an discussions by the Board of Directors, introducing internal control system, timely implement the necessary performance-based compensation for executives to measures and achieve accountability so that we can increase awareness for contributing to mid- to long-term swiftly respond to changes, realize efficient management business performance improvements and enhanced that is sound, fair and highly transparent, and corporate value, and establishing committees on a continuously enhance corporate value. We view voluntary basis. In FY2019, to achieve greater diversity in accomplishing such tasks as one of our most important our Board of Directors and further strengthen its management issues. We have been actively engaging in supervisory function, we increased our Outside Directors activities to listen to stakeholders’ voices and based on by one to make their number equal to the number of input from stakeholders and social trends, we conduct inside Directors and appointed a woman as an Outside reviews of our corporate governance and implement the Director. We will continue to implement corporate necessary measures and improvements, as needed, in an governance able to advance corporate management in appropriate manner. both offensive and defensive ways. Kao Sustainability Data Book 2020 2 Corporate governance 102-22, 102-23, 102-26 Corporate Governance Reform Evolution of Kao’s corporate governance 1999‒ 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 Committee for the Established the Committee for the Examination of Nominees for 2014 Established the Committee for the Examination of Nominees for Directors and Executive Officers Examination of 2003 We have also practiced Innovation, which is one of Values Nominees for Chairman of the Board and the President and Chief Executive Officer 2015 Established the Committee for the Examination of Nominees for Directors of the Kao Way, in the area of corporate governance from Directors Board of Directors 199920002002 2004 2012 2014 2016 an early stage. We have pursued creation of the most (Numbers in solid circles are the number of Directors) Management supervision/auditing 2 2 18 11 13 7 3 4 optimal structure to respond to changes in the business Inside environment as well as social demands, and will continue Outside 2002 2012 2019 to take steps to reform our governance. 2 3 4 Audit & Supervisory Board Members (Numbers in solid circles are the 1999 number of Directors) Full-time 2 Outside 1999 2001 2013 1 2 3 2015 Evaluation of the effectiveness of the Board of Directors Evaluation of Evaluation of the effectiveness of the Audit & Supervisory Board the effectiveness 2016 2019 Evaluation of the effectiveness of the Committee for the Examination of Nominees for Directors and the Compensation Advisory Committee 2000 2002 Established the Advisory Committee 2002 Introduced the Outside Director system 2006 Commenced meetings to exchange opinions between Representative Directors and Audit & Supervisory Board Members 2010 Established Standards for Independence of Outside Directors /Outside Audit & Supervisory Board Members 2014 Appointed an Independent Outside Director as Chairman of the Board of Directors 2018 Began meetings to exchange opinions between Audit & Supervisory Board Members and Outside Directors Compensation for Executives Compensation 2003 Established the Compensation Advisory Committee Advisory 2015 Participation of Outside Audit & Supervisory Board Members Committee ® ® Short-term 2000 Introduced an EVA performance-based bonus 2006 Introduced EVA /sales and ordinary income indicators incentive compensation Mid- to long-term 2001 Introduced a stock option plan 2006 Introduced share remuneration type stock options 2017 Introduced performance-based share incentive plan incentive compensation 2001 Abolished retirement benefits 2016 Revised the Outside Director compensation system to not link to business performance Execution system 2002 Introduced the Executive Officer system 2003 Appointed the president and lower positions as Executive Officers 2013 Delegation agreement with Executive Officers 2003 Established the Department of Internal Audit 2006 Established the Internal Control Committee 2010 Established the Sustainability Committee 2018 Established the ESG Committee 2019 Established the ESG External Advisory Board Kao Sustainability Data Book 2020 3 Corporate governance 102-18, 102-22, 102-24, 102-26 Corporate governance structure Corporate governance structure Shareholders Meeting Kao has chosen to be a company with an Audit & Supervisory Board. In company with Appointment/dismissal Appointment/dismissal Appointment/dismissal 4 the Audit and Supervisory Board, the Audit and Supervisory Board Members are 9 1 2 Opinion Committee for the Audit & Supervisory Board Members Directors Examination of obligated to participate in meetings of the Board of Directors, but they do not possess Nominees for Directors Collaboration Audit The Board consists of 3 Independent Outside The Board consists of 4 Independent Outside 7 Independent Outside Directors voting rights. Therefore, the Company believes that this allows them to objectively audit Audit & Supervisory Board Directors and 4 Inside Directors Independent Outside Audit & Supervisory Board Members Report Members and 2 Full-time the decisions made by the Board of Directors and business execution of individual Audit & Supervisory Board Members Board of Directors Chairman: Independent Outside Director Opinion 5 Compensation Advisory Directors without being bound by past decisions or adopting a conservative approach. Audit & Supervisory Board Directors and Audit & Supervisory
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