Messages from Outside Directors
Chairperson of the Board
Takuko SawadaOutside Director, Chairperson of the Board
On appointment as Chairperson of the Board
On assuming the position of Chairperson of the Board of Directors in june 2025, I reaffirm my commitment to enhancing the effectiveness of governance to guide Konica Minolta's corporate value—underpinned by its cultivated technological expertise—toward the next stage of growth.
The corporate business environment is facing unprecedented uncertainty, driven by heightened geopolitical risks, supply chain disruptions, climate change challenges, and the diversification of societal values and behaviors. In these times, the role of the Board of Directors—as both a supervisory body and a forum for strategic discussion—is more important than ever. Throughout my career, I have been engaged in management and R&D across a diverse range of industries, including pharmaceuticals, chemicals, and digital technologies. I will leverage this experience to foster constructive and transparent discussions to contribute to Konica Minolta’s sustainable growth and the enhancement of its corporate value over the medium to long term.
Assessment of the executive management
Under the Medium-term Business Plan 2025, which commenced in fiscal 2023, the executive management has steadily implemented management reforms that required tough decisions, especially in reviewing capital efficiency and profit structure, and in thoroughly carrying out the selection and concentration of businesses.Completion of management reforms by fiscal 2024 was a prerequisite for making fiscal 2025, the final year of the Medium-term Business Plan, the year we steer toward growth, so I commend the executive management for their efforts over the past two years.
On the other hand, no dividend was paid in fiscal 2024 due to a net loss, and we ask our shareholders for their continued patience. As the Company’s PBR remains below 1.0, it is imperative to achieve a return that exceeds the cost of shareholders’ equity (ROE of 8% or more) at the earliest possible stage to restore market confidence.
Following the selection and concentration of businesses undertaken in fiscal 2024, the Board of Directors will deepen its assessment of the intrinsic strengths and competitiveness of each business, as reflected in its market value. Particular attention will be given to the Industry Business, which is expected to play a central role in the Company’s growth story. In addition to verifying the feasibility of its medium-term quantitative targets, it is important that the executive management takes appropriate risks for growth and that decision-making and monitoring of these risks are adequately conducted. We will further enhance the function of the Board of Directors as a forum for agile and strategic discussions on management strategies that consider both risks and opportunities. Furthermore, we monitor whether management decisions are made with a clear awareness of capital costs, whether resources are appropriately allocated to support the medium- to long-term growth, and whether the Company possesses the necessary capabilities to effectively execute its strategies.
It is also essential to further deepen discussions on the fundamental nature of the cost structure in the Business Technologies Business. In areas such as professional print and healthcare, we will continue to clarify the sources of the Company’s competitive advantage.
Board of Directors Operations Policy for Fiscal 2025
To clarify the Company’s future vision for medium- to long-term growth, fiscal 2024 was positioned as an “extraordinary year” during which the executive management committed itself to resolving legacy issues. In response, the Board of Directors aligned its priority accordingly, urging the same focus from management. The Board deliberately prioritized providing advice and engagement aimed at enhancing execution capabilities.
In contrast, in fiscal 2025, we aim to return to the Board of Directors’ fundamental role: identifying and deepening discussions on Konica Minolta’s sustainable competitive advantages as a manufacturing company. It will be essential to deepen constructive discussions on medium- to long-term growth strategies centered on technology and customer value,build consensus between executive management and the Board on the equity story that emerges through this process, and monitor the agreed-upon KPIs and milestones. We also recognize our responsibility to communicate a clear and consistent message to all stakeholders, including the capital markets. The capital markets are unlikely to grant us any further leeway.
Expectations for growth strategies grounded in experience and technological expertise
Over the years, I have served as a bridge between R&D divisions and management. Innovation is not merely a technological achievement;the key lies in how effectively it can be translated into value for the market and society. From this perspective, Konica Minolta’s advanced fundamental technologies in areas such as imaging and materials hold significant potential to contribute to solving social issues such as the shrinking workforce and resource constraints.
Looking ahead, co-creation and collaboration with external partners will become increasingly vital to bring these technologies into real-world application. Drawing on my external perspective and understanding of how technologies are valued in ecosystem development, I will strive to serve as a driving force in converting Konica Minolta’s strengths into market value. At the same time, I will aim to help the Company achieve true growth by fostering a corporate culture in which our people and organization can stay ahead of the rapidly evolving scientific and technological advances and environmental changes while proactively driving innovation with a sense of excitement.
Chairperson of the Nominating Committee
Masumi MinegishiOutside Director
Chairperson of the Nominating Committee
Nominating Committee supervision in selecting a successor to the President and CEO
Since 2003, Konica Minolta has adopted the governance structure of a Company with Committees (now a Company with Three Committees), under which the chairpersons of all three statutory committees are selected from among Outside Directors. The Nominating Committee, composed of a majority of Independent Outside Directors, leads the succession planning for Outside Directors to ensure that the Board of Directors, which decides on executive officer appointments, is not biased by internal logic.
In supervising and advising on the selection of a successor to the President and CEO, we place importance on ensuring transparency and objectivity. The Nominating Committee begins its supervision and advice by redefining the ideal leadership profile with a view to the future business environment and portfolio. The President and CEO is then asked to clarify the qualities required of candidates, and the Skills Matrix is used to visualize their experience and capabilities. The Nominating Committee receives reports from the President twice a year on the process of selecting and training candidates, and provides ongoing supervision and advice. The candidate list is reviewed flexibly in response to changing circumstances, while intensive training and evaluation are conducted in parallel, with consideration given to the timing of succession.
In addition, we evaluate the qualities essential for a top executive, such as a strong commitment to results and the ability to articulate a future vision, and link these to the compensation system. Background, experience, and qualitative assessments (such as the ability to empower talent and unify teams, and the capability to respond effectively on-site in overseas operations)are also emphasized. By creating opportunities for interaction between Outside Directors and potential successors, we strive to ensure that the Board of Directors is able to pass a resolution on the selection of the President and CEO based on multifaceted understanding and shared conviction.
Through this series of processes, the Nominating Committee fulfills its supervisory function in a strategic and consistent manner.
Assessment by the supervision side of President Taiko’s reappointment
The reappointment of President Taiko was comprehensively assessed from the following three key perspectives.
The first is the ability to implement key measures. In fiscal 2024, President Taiko was highly evaluated for fulfilling his accountability by carefully communicating the necessity of special measures that temporarily adversely affected profits both internally and externally, and for successfully completing management reforms such as global workforce optimization and business selection and concentration.
Second is the continuity of management reforms. We have determined that the continued leadership of the president—who has consistently led the Medium-term Business Plan since fiscal 2023—is essential from the standpoint of ensuring both continuity and execution of these reforms.
Third is his leadership and organizational influence. Mr. Taiko has shifted toward a management approach that sets challenging yet achievable goals and steadily delivers results, earning trust both internally and externally. Over the past three years since assuming the presidency, he has led a transformation that has clearly marked a break from the past, and his approach has been positively received by employees. However, from fiscal 2025 onward, the Company will shift from resolving legacy issues to entering a new phase focused on establishing a foundation for growth. Going forward, President Taiko’s ability to steer the Company onto a path of sustainable growth will be put to the test, and his true value as a leader will once again be evaluated as he leads the launch of new businesses, a challenge even greater than clearing past burdens.
Assessment of the Executive Management
Since assuming the presidency in fiscal 2022, President Taiko has addressed multiple structural issues. In April 2024, the Company transitioned from its previous multilayered executive structure to a new framework that consolidates responsibilities under the direct supervision of the President. This shift has clarified management functions and accelerated decision-making.
Through the Board of Directors and its committees, I have consistently advocated for the clear delineation of responsibilities across all levels of execution and for rigorous evaluation based on that clarity. Although it will take some time for this approach to permeate the entire Group, I have observed a clear shift in the President’s management style regarding responsibility and evaluation at the Executive Officer level compared to when I joined the Board in 2022. As a global company, Konica Minolta will be further strengthened as this management approach becomes firmly embedded throughout the organization.
From another perspective, themes such as the promotion of globally competitive talent, building a pipeline of female executives,and appointing individuals based on merit rather than seniority have been repeatedly discussed by the Nominating Committee. In particular, for female talent in the engineering field, where the recruitment pool is limited, not only system development but also transformation of the corporate culture itself is essential for nurturing future leaders over the medium to long term.
A company or organization is never a finished product. In a constantly changing environment, we must position ourselves as a perpetually evolving entity and continuously adapt and advance our governance framework. We believe that this is the essential mission entrusted to the supervisory function, including our Nominating Committee.