Summary of Results of Evaluation of the Effectiveness of Tokyo Electron's Board of Directors
Based on the Tokyo Electron Corporate Governance Guidelines, Tokyo Electron (TEL) has discussed and evaluated the effectiveness of the Company's Board of Directors from June 2015 to April 2016. A summary of the results of this evaluation is provided below.
1．Method of evaluation of effectiveness
We conducted a survey of all Corporate Directors and Audit & Supervisory Board Members regarding the effectiveness of the Board of Directors, the Nomination Committee, and the Compensation Committee, and received responses. By compiling the results of this survey and discussing them at a meeting of the Board of Directors, we conducted an evaluation regarding the effectiveness of the TEL's Board of Directors.
2．Results of analysis and evaluation of effectiveness of Board of Directors
TEL's Board of Directors concluded that the Board is appropriately fulfilling the role of the Board of Directors, namely, "Setting the direction of the management strategy and vision" and "Making major operational decisions based on strategic direction," as prescribed in the TEL Corporate Governance Guidelines, and functioning effectively. Moreover, in terms of the effectiveness of decision-making, the Board of Directors has been able to engage in open-minded exchanges of opinions and constructive debate. For example, after sufficiently discussing draft proposals put forward by executive management based on the opinions of Outside Directors within the Board of Directors, the Board has approved revised proposals, as required.
3．Challenges and policies going forward
The Board of Directors will strive to improve management for further enhancing the effectiveness of the Board of Directors, in light of the issues identified through this effectiveness evaluation. For example, we will ensure that more time is secured for debate regarding important strategic issues.
Furthermore, in regard to important themes that contribute to the enhancement of TEL's governance, including discussion regarding the composition of the Board of Directors and developing successors to the executive management, we will continue to discuss and investigate the appropriate vision for TEL.