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Corporate Governance

Corporate Governance

Corporate Governance

MHR shall have at least one executive director and at least two supervisory directors (or, at least one more than the number of the executive directors), and the board of directors shall be comprised of the executive directors and supervisory directors.
In addition to a general meeting of unitholders, which shall be composed of unitholders, MHR’s structure consists of one executive director, two supervisory directors, the board of directors and an accounting auditor.

Management Fees, etc.

Remuneration to Directors

The criteria for payment of remuneration to directors of MHR and the timing of such payments shall be as follows:

(1)
MHR shall pay monthly remuneration to executive directors at an amount decided by the board of directors that it determined reasonable in light of general price and wage trends, etc., up to an amount equivalent to one million (1,000,000) yen per month for each executive director, no later than the last day of the relevant month.
(2)
MHR shall pay monthly remuneration to supervisory directors at an amount decided by the board of directors that it determined reasonable in light of general price and wage trends, etc., up to an amount equivalent to fifty-hundred thousand (500,000) yen per month for each supervisory director, no later than the last day of the relevant month.

Structure of Asset Management for the Investment Corporation

MHR entrusts the management of its assets to its asset management company.
The following is the organizational structure of MHR’s asset management company.

Criteria for Electing Directors

Directors of MHR are elected based on the following criteria and on the condition that they are not disqualified per the stipulations in the Act on Investment Trusts and Investment Corporations, and related laws. Directors are appointed as a result of the resolution of a General Meeting of Unitholders.

Title Name Reasons for Election Attendance during the 22nd period ended July 31, 2017
Executive
Director
Hideyuki
Isobe
Mr. Isobe was elected with the expectation that he would be able to undertake business management as Executive Director based on his knowledge and experience, etc. in the real estate financing business from a broad perspective. 7/7 times
Supervisory
Director
Masakuni
Tamura
Mr. Tamura was elected with the expectation that he would be able to oversee the Company’s management based on his knowledge and experience, etc. as a Real Estate Appraiser from a broad perspective. 7/7 times
Supervisory
Director
Koji
Nishimura
Mr. Nishimura was elected with the expectation that he would be able to oversee the Company’s management based on his knowledge and experience, etc. as a lawyer from a broad perspective. 4/4 times (Note)
(Note)
This describes the attendance at the Board of Directors after Mr. Nishimura’s inauguration.

Dialogue with Unitholders

MHR continues to seek to maximize unitholder value through further improvements in profitability and stability. To achieve this we will strive to improve the IR system and strive to explain its management policy to unitholders precisely and promptly.

For the basic policy of IR, please refer to IR Policy.