4
ChapterFoundation for Realizing
Our Mission
Message from the CFO

40

A Management Structure That Supports Sustainable
Growth: Corporate Governance
Board Members and Executives

41
42

A Management Structure That Supports Sustainable
Growth: Risk Management

43

Approach to Human Rights

44

Approach to Diversity, Equity and Inclusion/
Approach to Environmental Management

45

40

Foundation for Realizing Our Mission

Message from the CFO

Sustainable corporate growthis essential for achieving asustainable society, and thelinchpin of this growth is people.
Ohno Shunichi
CFO
Link and Motivation Inc.

Three Goals of Our Management Policy
The first goal is “Management with Integrity.” The Group aims to conductbusiness with no illegality or dishonesty with regard to any of its stakeholders,1

2

3Management with
Integrity

Management in Which
Every Employee Plays a
Leading RoleManagement with Good
Reflexes

People Are the Linchpin of Sustainable Growth
Human capital management has been attracting attention lately. This concept
is virtually synonymous with the message that the Link and Motivation Grouphas been communicating to society since its founding—a message thatmanagement driven by employee motivation will be the dominant force in ourera. The Group believes that sustainable corporate growth is essential forachieving a sustainable society, and that the linchpin of this growth is people.
From its position at the forefront of human capital management in Japan, theLink and Motivation Group intends to lead by example, practicing what itpreaches in conducting its own management and proactively disclosing thestatus of its initiatives. We will continue working to improve the corporate valueof the Group as we help to resolve social issues through our businesses inorder to achieve a sustainable society.

Chapter 4

The Link and Motivation Group has set forth its mission: “Through Motivation
Engineering, we provide opportunities to transform organizations and individuals
and create a more meaningful society.” Helping to create a sustainable society
is an indispensable theme for the Group in carrying out this mission, and we
consider it an issue we must address in a straightforward and responsible
manner. For the Group, sustainability means using our businesses to help
resolve a variety of social issues that arise in working to create a sustainable
society, while also establishing connections so that conducting those businesses
also contributes to the sustainable growth of the Group.
In working to achieve sustainability, we share the three unwavering goals of
the Link and Motivation Group’s management policy with all employees, andaddress key issues as we monitor constantly changing social trends.

IR BOOK 2023

Approach to Sustainability

including customers, business partners, employees and shareholders. This
goal has been deeply ingrained in the Group as the most important factor inachieving good governance and fulfilling our social responsibilities. Next,
based on our belief that human resources are a company’s greatest, mostpowerful type of capital, our second goal calls for “Management in Which
Every Employee Plays a Leading Role.” As business shifts from goods toservices, the intangible power of ideas, motivation, hospitality and otherqualities held by human capital determine the fate of a company. We
therefore believe it is important to be an organization in which each of ourdiverse human resources can work with strong motivation toward a common
goal. The third goal is “Management with Good Reflexes.” As the pace ofchange in the operating environment accelerates, the ability to adapt will
become crucial for companies in their ongoing efforts to resolve social issues.
We believe that taking a stance of making swift management decisions toaddress changes in markets and laws as well as generating change ourselves
is essential for sustainable corporate growth.

41Foundation for Realizing Our Mission

A Management Structure That Supports Sustainable Growth: Corporate Governance
Link and Motivation Inc. (the “Company”) has adopted the format of a company with an Audit & Supervisory Board. The Board of Directors makes important management
decisions and supervises the execution of business, while the Audit & Supervisory Board and its members, who are independent from the Board of Directors, audit thestatus of execution of business, among other matters. We work to upgrade and strengthen our corporate governance system to continue to conduct fair and transparent
management activities.

Governance Format

Corporate Governance Structure
General Meeting of Shareholders

MissionAppoint/Dismiss

Appoint/Dismiss

Audit &
Supervisory Board

Board of Directors
Appoint/
Dismiss

Cooperate

Cooperate

Audit &
Supervisory
Board audit

Cooperate

Representative
Directors

Three Goals of the Link andMotivation Group’s Management Policy

Management with Integrity
Management in Which Every Employee
Plays a Leading RoleManagement with Good Reflexes
Current
Governance
FormatCompany with an
Audit & Supervisory Board

Business Divisions

Accounting audit

Internal audit

Board of Directors

Audit & Supervisory Board

Business Divisions

The Board of Directors is composed offive directors (including two outside
directors) and has ultimate authority for
determining fundamental management
policies and high-priority issues. In
principle, it meets once a month, withother meetings held as appropriate whenimportant items arise.

The Audit & Supervisory Board iscomposed of three members (including
two outside members). In principle, it
meets once a month to exchange
opinions on confirming the proper
operation of the Board of Directors,
monitoring the business execution of
directors, and issues related tocompliance and other matters.

The Group Management Committee
meets twice each month. It is attended
by presidents of Group companies
and other related parties other thandirectors and Audit & Supervisory Board
members, as necessary, to report on
matters related to the execution of duties.

Chapter 4Internal Audit & Supervisory
Board Members

Independent Auditor
IR BOOK 2023

Through Motivation Engineering, we provide
opportunities to transform organizations andindividuals and create a more meaningful society

Appoint/Dismiss

42Foundation for Realizing Our Mission

Board Members and Executives
The three internal directors make management decisions that link business and organizational strategies using their extensive experience as organizational and personnel consultants.
The two outside directors leverage a high level of insight gained from corporate management and expert knowledge of industrial and organizational psychology, which has ahigh degree of affinity with the business fields of the Link and Motivation Group, among their other attributes.
In addition, the Company has introduced a corporate officer system to execute management based on prompt decision-making that accurately grasps both the businessenvironment and changes in it.

Directors

Ohno Shunichi

Yuasa Tomoyuki

Kakuyama Takashi

President andRepresentative Director

Director

Outside Director

Outside Director

1986 Joined Recruit Co., Ltd.
2000	Established the Company, andassumed the position of President
and Representative Director
2013	Chairman and Representative
Director (to present)

1991 Joined Recruit Co., Ltd.
2000	Established the Company, and assumed
the position of Director
2013	President and Representative Director(to present)2017	Director, Link Corporate Communications
Inc. (to present), Director, Link Event
Produce Inc. (to present)

1992	Joined Aoyama Audit Company(Price Waterhouse)
1998	Joined PwC Consulting Co., Ltd.
(currently IBM Japan, Ltd.)
2002 Joined the Company
2008 Director (to present)2015	Outside Director, Youji Corporation(to present)

2000	Joined Andersen Consulting, Ltd.
(currently, Accenture Japan Ltd.)2005 Joined Revamp Corporation2010 Director, Revamp Corporation2013	Representative Director, Revamp	Outsourcing Corporation (currently,
Revamp Academy Corporation)(to present)2016	Outside Director, the Company (topresent), President, Representative
Director and CEO, Revamp Corporation,
Outside Director, K’s Holdings Corporation2018	President and Representative Director,
Chief Executive Officer, Revamp
Corporation (to present)

1991 Professor, Tokyo International University
1992	Visiting Researcher, Michael G. Foster Schoolof Business, University of Washington
2003	Dean of Faculty of Human and Social Studies,Tokyo International University
2009	Dean of Graduate School of Sociology, Tokyo
International University
2011	Professor and Director of Motivation Laboratory,
Tokyo Future University
2012	Dean of School of Motivation and Behavioral
Sciences, Tokyo Future University
2018	President, Tokyo Future University (to present),
Director, Sanko Gakuen (to present)
2020 Outside Director, the Company (to present)

Note: Concurrently serves as chairman ofseven consolidated subsidiaries andpresident and representative directorof Phoenix Co., Ltd., an asset
management company.

Audit & Supervisory Board
Kuriyama Hiromi

Note: C oncurrently serves as director of sevenconsolidated subsidiaries and Audit &Supervisory Board member of OpenWork Inc.

Tominaga Kenji

Matsuoka Yasumasa

Audit & Supervisory Board Member (Full-Time)

Outside Audit & Supervisory
Board Member (Part-Time)

Outside Audit & Supervisory
Board Member (Part-Time)1986	Joined Nippon Telegraph and Telephone Corporation (NTT)2005	Joined a2media Corporation as Director, General Manager
in charge of Strategy Promotion
2006	Director, Business Support Department (Accounting, Legal,
Personnel, General Affairs), a2media Corporation2013	Audit & Supervisory Board Member, Japan REIT Inc.
(currently, Prop Tech plus Inc.)
2015	Director, Brainpress Inc. (currently, Inbound Tech Inc.)
2019	Director, Company Administrator, a2media Corporation
2022	Audit & Supervisory Board Member, the Company(to present)

1979	Joined Japan Recruit Center Co., Ltd.
(currently Recruit Co., Ltd.)
1999	Established Career Plan Co., Ltd.,
President and Representative Director(to present)
2000	Outside Audit & Supervisory Board
Member, the Company (to present)
2001	Established Career Design Co., Ltd.,
President and Director

1986 Joined Recruit Co., Ltd.
2000	Executive Officer, General Manager
of Human Resources and General
Affairs Department, Fast RetailingCo., Ltd.
2003	Executive Officer, General Manager
of Marketing and Communications
Department, Fast Retailing Co., Ltd.
2004	Manager, Brand Strategy Office,
SoftBank Corp.
2005	President and Representative
Director, Fukuoka SoftBank HAWKS
Marketing Corp. (currently, Fukuoka
SoftBank HAWKS Corp.), Director,
Fukuoka SoftBank HAWKS Corp.

2007	Representative Director, Career Firm
Co., Ltd.
2011 Outside Director, Onionnews Inc.
2014	President and Representative Director,
Motivation Japan (to present)
2023	Outside Audit & Supervisory Board
Member, the Company (to present)

Click here for entire management team including corporate officers

Chapter 4

Sakashita Hideki

Chairman and
Representative Director

IR BOOK 2023

Ozasa Yoshihisa

43Foundation for Realizing Our Mission

A Management Structure That Supports Sustainable Growth: Risk Management
To facilitate deliberation on various risks related to Group management, the Link and Motivation Group regularly monitors, evaluates and analyzes the status of major risks.
We work to provide necessary instructions and supervision to each Group company, and have established a system for regularly reporting relevant matters to the Boardof Directors.

Risk Management Structure
Board of Directors

Instruct/Supervise

Audit

Audit & Supervisory Board

Demarcate the scope of impact of 1) changes in customer behavior andpreferences, 2) measures to strengthen policies, laws and regulations,
3) requests from investors, 4) new market entrants, and 5) other factors in
the Group’s operating environment.

ReportStep 2(Analyze)• Degree of impact of risks and opportunities (Large/Medium/Small)(1) Depth of impact
Rate of decrease/increase in sales or costs and impact on assets(2) Breadth of impact
Affected department’s sales/costs as a percentage of the Group total• Likelihood of manifestation of risks and opportunities (High/Medium/Low))
High: Already manifested/predicted in the future
Medium: Partially manifested/possible
Low: Latent/low possibility

Click here for more information on business and other risks

Step 3(Assess)

Based on the degree of impact and likelihood of manifestation, comparewith established risk criteria to decide whether or not to respond

Step 4(Respond)

Respond to risks

Chapter 4

Organize risks and opportunities based on degree of impact andlikelihood of occurrence

Internal Audit Office(Risk analysis/evaluation)

IR BOOK 2023

Identify presumed risks and opportunities for
the Group, for each division, and for each business

ReportReportManagement committees ofGroup companies

Determine scope of impact and identify risks
Step 1(Identify)

ReportGroup Management Committee

Instruct/Supervise

Risk Management Process

44

Foundation for Realizing Our Mission

Approach to Human Rights
The Link and Motivation Group conducts businesses that provide organizations and individuals with opportunities for transformation in order to create a more meaningfulsociety. Respect for fundamental human rights is the bedrock of the society we envision, and we consider respect for human rights to be a key element of our effort todevelop and expand business. We have therefore established a human rights policy as a guideline for promoting initiatives to respect human rights, and the Board of
Directors approved its content in March 2024.
Basic Approach

Human Rights Due Diligence

Understanding that the Group’s business activities may have an impact on human rights, we
support and respect the International Bill of Human Rights (including the Universal Declarationof Human Rights), the International Labour Organization’s Declaration on Fundamental
Principles and Rights at Work and other international norms regarding human rights, andpromote initiatives to respect human rights.

To ensure the effectiveness of this policy, we will identify and strive to prevent or mitigate
any adverse impacts on human rights that our business activities may have. We will also workto establish human rights due diligence mechanisms for the ongoing implementation ofthese processes.

Scope of Application

We have established various contact points for employee consultation and reporting on humanrights issues. To address adverse impacts on human rights, we will confirm the facts, consider
ways to resolve the problem and prevent recurrence, and respond by providing remedy tothose who have suffered human rights violations.

This policy applies to all officers and employees of the Group. We also expect our stakeholders
to understand and comply with this policy.

Dialogue with Stakeholders/Information Disclosure
We will disclose the status of our initiatives to respect human rights in the Group’s integrated
report and other materials, and promote initiatives to respect human rights by engaging in
dialogue and consultation with internal and external stakeholders.

Chapter 4

The director in charge of compliance is responsible for oversight regarding respect for humanrights, and the department in charge of compliance plays a central role in coordinating with
relevant departments of each Group company to promote initiatives to respect human rights.
The relevant departments regularly compile information on the status of initiatives and issue
instructions as necessary.

Human Rights Issues
Under our current business structure, risks in the supply chain are low, and we conduct managementwith consideration given to risks at the head office, especially the human rights of workers.

Equal Opportunity and Prohibition of Harassment
We respect all people as individuals regardless of their political beliefs, ideology, religion, gender,
gender identity, sexual orientation, physical characteristics, health status, age, nationality, race,
ethnicity or other attributes. We prohibit all forms of discrimination, disadvantageous treatment
and harassment, and strive to prevent such behavior by conducting regular training for officers
and employees, among other methods. In addition, we provide equal opportunities in hiring,evaluation, training, placement, increases in salary or rank, appointment to positions and othertreatment to promote the creation of a workplace environment where all of our diverse humanresources can thrive.
Payment of Fair Wages and Proper Management of Working Hours
We comply with applicable laws and regulations, pay fair wages and manage working hours
appropriately.

IR BOOK 2023

Promotion System

RemedyInformation Management
We are aware that due to advances in computerization and rising awareness of privacy
in recent years, there are strong demands for the appropriate handling of personal
information. Under our personal information protection policy, information security policy,
and internal regulations, we properly protect personal data and information assets andtake the utmost care to ensure that they are not compromised. In addition, we treat all
customers fairly and equitably, and provide safe and highly convenient services.
Promoting Health and Safety
Health and safety are indispensable for our daily activities. We work to promote healthand safety in the belief that it is of the utmost importance to ensure that our stakeholders
can act safely at all times.
Freedom of Expression and Consideration for Privacy
We respect freedom of expression and privacy in communications on social media andother platforms, and take the utmost care to ensure that there is no violation of such rights.

45

Foundation for Realizing Our Mission

Approach to Diversity, Equity and Inclusion/Approach to Environmental Management
To create new value, the Link and Motivation Group considers it essential to recognize each person’s individuality and maximize their potential without regard to their specificattributes, and is committed to providing impartial opportunities. Our policy for environmental management, an issue which currently has minimal impact on our business, is tocontinuously monitor risks and opportunities and take appropriate measures.

Approach to Diversity, Equity and Inclusion

Women
23.8%
Men

76.2%

* Calculated as the percentage of all management positions (excluding officers) held by women, based on definitions
established by the Ministry of Health, Labour and Welfare.

Approach to Environmental Management

We provide impartial evaluation and promotion opportunities for all employees under apolicy of promoting individuals based on their performance and growth, regardless of
specific attributes such as gender or nationality. The gender ratio in management positions
as of December 31, 2023 is shown in the graph on the upper right. We believe that thereason why women account for 23.8% of the total, or about one-third the amount of men, isbecause fewer women are in career paths that lead to managerial positions, and women are
more likely to take maternity and childcare leave, and for longer periods than men. As aresult, promotion to a managerial position takes a longer time for women.
The Group provides support for life events through systems for balancing childcare andwork. We emphasize an approach of redefining the relationship between the company andthe employee as a way to reevaluate mutual expectations in response to changes inpersonal circumstances, such as marriage, childbirth, childcare and nursing care.
Specifically, our work style option system allows for reduced working hours. Employees canchoose the work style that best suits them from a wide range of options within the parametersof between six to eight hours a day and three to five days a week. In addition, although
Japanese law requires that reduced hours and leave for childcare be available until the child’s
third birthday, we make it available until the child’s graduation from junior high school.
By setting and applying various employment classifications like these, we enable flexible
work styles that respect employee intentions and desires.

Due to the nature of the Group’s business, we consider ourselves to be relatively unaffectedby risks and opportunities related to climate change. Although we prioritize the topics ofgovernance and human capital in responding to mandatory disclosure of non-financial
information, discussions of medium- to long-term management strategies, including risks
214change, are held at meetings of the Board of Directors
and opportunities related to climate
and in the Group Management Committee. Our policy is to continually monitor risks andopportunities and to act at the appropriate time.
CO2 emissions (Scope 2)■ Market based CO2 emissions■ Location-based CO2 emissions(t-CO2)

1,800
1,600
1,400
1,200
1,000
800
600
400
200
0

2022

2023

Chapter 4

Promoting the Active Participation of Female Employees

IR BOOK 2023

We believe that diversity, equity and inclusion cannot be uniformly measured across companies,
but should be appropriately defined according to business content and strategy. For the Group toachieve sustainable business growth and create new value, it is critical that our human resources,
with their diverse talents, personalities and strengths, recognize each other’s strengths and makethe most of their abilities. We need to provide them with opportunities to demonstrate theircapabilities based on a high level of motivation. In other words, it is important to acknowledge theindividuality of each person and their different backgrounds, rather than specific attributes such as
gender or nationality.
Based on this approach, we treat each person equally as a professional without making
judgments based on specific attributes such as gender or nationality, and strive to maximize each
person’s potential.

Gender Ratio in Management Positions*