Nippon Steel Corporation (“Nippon Steel”) established the Basic Policy on the Composition of Persons to Control the Decision-Making over the Financial and Business Policies.
“The Basic Policy on the Composition of Persons to Control the Decision-Making over the Financial and Business Policies of the Company.”
Under the corporate philosophy that the Nippon Steel group will pursue world-leading technologies and manufacturing capabilities, and contribute to society by providing excellent products and services, the Nippon Steel group aims to improve its corporate value, and further the common interests of its shareholders, by enhancing its competitiveness and profitability through the planning and execution of management strategies.
Nippon Steel believes that in the event a third party proposes the acquisition of substantial shareholdings in Nippon Steel (a “Takeover Proposal”), the ultimate decision as to whether or not to accept the Takeover Proposal should be made by the then shareholders of Nippon Steel. On the other hand, Nippon Steel believes that such Takeover Proposals could include those with the potential to cause clear damage to the corporate value of Nippon Steel or the common interests of the shareholders of Nippon Steel or those with the potential to practically coerce shareholders into selling their shares of Nippon Steel.
Consequently, Nippon Steel will pay close attention to the status of trading of shares of Nippon Steel and changes of its shareholders in order to prepare for such disadvantages to the shareholders of Nippon Steel in the event a Takeover Proposal is made by a third party, and, for the occasions where a Takeover Proposal is actually made, will make efforts to enable its shareholders to make an appropriate informed judgment based on sufficient information and with a reasonable time period to consider such proposal.
If a Takeover Proposal is reasonably judged to damage the corporate value of Nippon Steel, which could result in harm to the common interests of shareholders of Nippon Steel, Nippon Steel will aim to protect its corporate value and the common interests of its shareholders by taking prompt and appropriate measures to the extent permitted under the then applicable laws and regulations.