Updated on July 22, 2019

Nominating Committee

Members: 5 Directors including 4 outside Directors (as of June 18, 2019)

Name Position
Shuzo Sumi Chairman of the Nominating Committee (Outside Director)
Koichi Miyata Nominating Committee Member (Outside Director)
John V. Roos Nominating Committee Member (Outside Director)
Yoshihiko Hatanaka Nominating Committee Member (Outside Director)
Kenichiro Yoshida Nominating Committee Member (Director)

Purpose/Authority

  • To determine the content of proposals to be submitted for approval at the General Meeting of Shareholders regarding the appointment and dismissal of Directors
  • To evaluate management succession plans, which the CEO develops, for the CEO and other executives designated by the Nominating Committee

The Nominating Committee determines the content of proposals regarding the appointment and dismissal of Directors, considering the policy on composition of the Board, the qualifications for Directors and the limitation of re-election of Directors. Please refer to the page below for more details.

Policy of Composition of the Nominating Committee

The Nominating Committee must consist of at least three Directors, the majority of whom must be outside Directors. In addition, under the Board Charter, at least one Director of the Nominating Committee shall be a Corporate Executive Officer and the chair is to be selected from among the outside Directors. In determining whether to appoint or remove a member of the Nominating Committee, continuity of the Nominating Committee shall be duly taken into account. As of June 18, 2019, the Nominating Committee is comprised of five Directors, four of whom are outside Directors.
To enhance collaboration between the Nominating Committee and the Compensation Committee, some of the outside Directors become members of both Committees, and as such the evaluation results made by the Compensation Committee of executives who are subject to succession plans are shared with the Nominating Committee. This collaboration allows the Nominating Committee to effectively judge the appropriateness of appointment and removal of the subject executives and allows the Compensation Committee to effectively determine the amount and contents of his/her individual compensation.

Management Succession Plans

The Nominating Committee evaluates the succession plans for the CEO and other executives designated by the Nominating Committee and the implementation of such plans, and reports its evaluation results to the Board, as appropriate.
For such evaluations, the CEO periodically reports the draft succession plans to the Nominating Committee and the Nominating Committee reviews such plans. As a part of such review, the Nominating Committee considers the development or promotion of the next generation’s management and evaluates whether such plan is prepared in a reasonable manner in light of Sony’s purpose to create sustainable social value and to enhance the corporate value over the mid- to long-term.

Page Top