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Corporate Governance

Executive Compensation

Policy for directors' compensation decisions

Basic policy

The remuneration of the Company's Directors consists of basic remuneration as a fixed amount and performance-linked amount (both are monetary remuneration). The payment amount is determined within the limit of remuneration approved at theAnnualGeneral Meeting of Shareholders. After consulting the Nomination and Remuneration Advisory Committee, the Board of Directors determines the details based on the committee's report.Remuneration for Outside Directors will be limited to basic remuneration.

Policy for determining the content and amount of basic remuneration

The basic remuneration shall be determined within the range of amounts determined in consideration of the position, grade, role, etc.

Policy on determination of performance-linked remuneration

Performance-linked remuneration shall be funded from a certain percentage of the operating profit for each fiscal year andshall be determined for Directors in charge of business execution, taking into consideration their performance and the degree of their contribution for the relevant fiscal year.

Other remuneration policies

In the event that other non-monetary remuneration is to be paid, the Board of Directors will determine the policy regarding the content, calculation method of such remuneration in accordance with laws and regulations.

Amount of Executive Compensation

Classification Number of issued members Amount of compensation
Director who is NOT the Audit and Supervisory committee members 5 293 million yen
(Outside) (2) 36 million yen
Director who IS the Audit and Supervisory committee members 3 19 million yen
(Outside) (2) 8 million yen
Total 8 312 million yen
(Outside) (4) 44 million yen

* The performance-based remuneration within the monetary remuneration is zero yen.

stock option system

Stock options are granted based on CyberAgent's consolidated sales with the objective of further boosting the motivation and morale, raising corporate value, and further strengthening corporate management.