Fujitsu Announces New Corporate Governance,
Business Management Structures
Tokyo, March 7, 2002-Following a meeting today of its Board of Directors, Fujitsu Limited announced that it would undertake a reform of its corporate governance structure, including the streamlining of the Board, and the introduction of Corporate Executive Officers and a new Business Group organization. Details are as follows.
| 1. |
Reorganization of Board of Directors; Introduction of Corporate Executive Officers (Following Annual Shareholders Meeting scheduled for late June) |
- In order to separate management oversight and operational execution functions, the Board will be reorganized and a system of Corporate Executive Officers introduced.
- To maximize shareholder value and that of the group as a whole, a streamlined Board of Directors will concentrate on carrying out management oversight functions. The number of directors will be reduced from the current 32 to seven, including five directors from inside the company and two from outside. Together with two standing auditors and three external auditors, the new Board of Directors will comprise 12 members.
- Seeking to achieve more responsive management, the new Corporate Executive Officers will be assigned wide authority to speed business management decisions. At the same time, responsibility for business execution will be clarified through business performance evaluations.
- Decisions regarding business execution will be made at meetings of the Management Committee, which is headed by the CEO and will include the presidents of the new Business Groups and heads of the new Corporate Center and Group Support entities.
| 2. |
Introduction of New Business Group Organization (From April 1, 2002) |
- Pursuing an "organic management" style based on Fujitsu's comprehensive strengths, the company will introduce a new Business Group organization that places emphasis on dynamic, complementary horizontal links across the company. This will enable resources to be allocated more flexibly within the Business Groups and encourage greater synergy among their constituent Business Units.
- Specifically, Fujitsu and its group affiliates will be reorganized into four Business Groups covering sales, software & services, platforms, and electronic devices. Of special note, the new "Platforms Business Group" will integrate the current telecommunications and information processing groups, speeding the development of products combining network and computing technologies.
- In addition, responsibility for common corporate matters will be reorganized into two new entities, "Corporate Center" and "Group Support," to strengthen corporate strategy and improve services across the group.
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Based on the creation of the new corporate governance and business management structures described above, Fujitsu today also announced the following personnel changes.
| 3. |
Group Presidents and Heads of New Entities (As of April 1, 2002) |
- Corporate Center
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Head: Takashi Takaya, Senior Executive Vice President
- Group Support
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Head: Akira Takashima, Executive Vice President
- Sales Group
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Group President: Masaru Takei, Executive Vice President (Domestic Sales)
Group President: Kazuto Kojima, Executive Vice President (Overseas Sales)
- Software & Services Business Group
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Group President: Yuji Hirose, Executive Vice President
- Platforms Business Group
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Group President: Tadayasu Sugita, Senior Executive Vice President
- Electronic Devices Business Group
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Group President: Masamichi Ogura, Member of the Board
| 4. |
New Board of Directors and Corporate Executive Officers
(Following Annual Shareholders Meeting scheduled for late June) |
| (1) |
Board of Directors Based on New Corporate Governance Structure |
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- Chairman of the Board:
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Tadashi Sekizawa, Chairman
- Representative Directors:
-
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Naoyuki Akikusa, President (CEO and COO)
- Tadayasu Sugita, Corporate Senior Executive Vice President
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(CTO and President, Platforms Business Group)
- Takashi Takaya, Corporate Senior Executive Vice President
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(CFO and Head of Corporate Center)
- Directors:
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Akira Takashima, Corporate Executive Vice President
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(Legal & External Affairs, Head of Group Support)
- Kunihiko Sawa, Member of the Board
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- Currently President & CEO, Fuji Electric Co., Ltd
- Toshihiko Fukui, Member of the Board*
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- Currently Chairman, Fujitsu Research Institute
* New appointment; all others currently members of the Board.
Concurrently with their positions as members of the Board, Naoyuki Akikusa, Tadayasu Sugita, Takashi Takaya and Akira Takashima are expected to hold posts as Corporate Executive Officers. Toshihiko Fukui will be nominated as a new Member of the Board, subject to ratification at the Annual Shareholders Meeting planned for late June.
Profile of New Board Member Candidate
Toshihiko Fukui
Date of Birth: September 7, 1935
Education: Graduated 1958 from Law Department of Tokyo University
| Career: | 1958 Joined Bank of Japan |
| 1989 Executive Director, Bank of Japan |
| 1994 Deputy Governor, Bank of Japan |
| 1998 Chairman, Fujitsu Research Institute (current position) |
| 2001 Vice Chairman, Japan Association of Corporate Executives (current position) |
| (2) |
Resignations (excluding those assuming Corporate Executive Officer positions) |
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- Akio Moridera, Senior Executive Vice President
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Becomes Member of the Board on April 1, 2002. Following retirement from the Board will continue as President of Fujitsu System Integration Laboratories Limited.
- Kazunari Shirai, Executive Vice President
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Becomes Member of the Board on April 1, 2002. To serve as Technology Advisor to Fujitsu Limited following retirement from the Board.
- Tatsushi Miyazawa, Executive Vice President
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Becomes Member of the Board on April 1, 2002. To be nominated as President of Fujitsu Kiden Ltd. following retirement from the Board.
- Noboru Ogi, Senior Vice President
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Becomes Member of the Board on April 1, 2002. To serve as Standing Advisor to Fujitsu Limited following retirement from the Board.
- Taketoshi Ishii, Member of the Board
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To be nominated as Executive Vice President, Fujitsu Support and Services Inc. following retirement from the Board.
- Toshihiro Nishimura, Member of the Board
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To serve as Standing Advisor to Fujitsu Limited following retirement from the Board.
| (3) |
Planned Corporate Executive Officer Appointments (including Members of the Board) |
| Corporate Executive Officers |
New Title |
Current Position |
| Naoyuki Akikusa | President, CEO & COO | President & CEO* |
| Corporate Center |
| Takashi Takaya | Corporate Senior Executive Vice President & CFO
Head of Corporate Center | Senior Executive Vice President* |
| Takahiko Okada | Corporate Vice President | Member of the Board |
| Kazuhiko Kato | Corporate Vice President | Member of the Board |
| Group Support |
| Akira Takashima | Corporate Executive Vice President
Legal & External Affairs
Head of Group Support | Executive Vice President* |
| Kuniaki Nozoe | Corporate Vice President | General Manager |
| Haruki Okada | Corporate Vice President | President, Procurement Group |
| Sales Group |
| Masaru Takei | Corporate Executive Vice President
President, Sales Group (Domestic Sales) | Executive Vice President* |
| Kazuto Kojima | Corporate Executive Vice President
President, Sales Group (Overseas Sales) | Executive Vice President* |
| Kazuo Murano | Corporate Senior Vice President | Senior Vice President* |
| Hirohisa Yabuuchi | Corporate Senior Vice President | Member of the Board |
| Kuniaki Suzuki | Corporate Senior Vice President | Member of the Board |
| Michiyoshi Mazuka | Corporate Vice President | Member of the Board |
| Yasushi Tajiri | Corporate Vice President | Member of the Board |
| Tetsuo Urano | Corporate Vice President | General Manager |
| Takashi Igarashi | Corporate Vice President | President, Sales Group, Industries |
| Software & Services Business Group |
| Yuji Hirose | Corporate Executive Vice President
President, Software & Services Business Group | Executive Vice President* |
| Hiroya Madarame | Corporate Senior Vice President | Senior Vice President* |
| Hiroaki Kurokawa | Corporate Senior Vice President | Senior Vice President* |
| Michio Atarashi | Corporate Vice President | Member of the Board |
| Platforms Business Group |
| Tadayasu Sugita | Corporate Senior Executive Vice President & CTO
President, Platforms Business Group | Senior Executive Vice President* |
| Junji Maeyama | Corporate Senior Vice President | Senior Vice President* |
| Koichi Ohta | Corporate Senior Vice President | Senior Vice President* |
| Hiroaki Takeichi | Corporate Vice President | Member of the Board |
| Takashi Aoki | Corporate Vice President | Member of the Board |
| Ichiro Komura | Corporate Vice President | Member of the Board |
| Chiaki Itoh | Corporate Vice President | General Manager |
| Takashi Nakamura | Corporate Vice President | SVP, Network Systems Group |
| Electronic Devices Business Group |
| Masamichi Ogura | Corporate Senior Vice President
President, Electronic Devices Business Group | Member of the Board |
| Toshihiko Ono | Corporate Vice President | Member of the Board |
| Nobutake Matsumura | Corporate Vice President | General Manager |
|
| * Also current Member of the Board |
[Press Contacts]
Yuri Momomoto or Robert Pomeroy
Fujitsu Limited, Public Relations
Tel: +81-3-3215-5236 (Tokyo)
Fax: +81-3-3216-9365
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