Activities for Sustainable Management Corporate Governance Regarding the amount and method of determining the remuneration of corporate officers, the  Company’s policy is to pay a level of remuneration commensurate with each corporate officer’s  duties in order to meet shareholders’ expectations. In accordance with this policy, annual remuneration amounts are determined with consider- ation to each corporate officer’s responsibilities and with reference to the remuneration levels of  other companies. Regarding representative directors and the executive directors (hereinafter  referred to as the “Executive Officers”), part of the annual remuneration amount is performance- based remuneration (salaries linked to Company income), and is calculated as follows. We pay Executive Officers holding positions at the end of each fiscal year remuneration linked to  the Company’s business performance of up to one thousandth of the Group’s consolidated net  income (but limited to a maximum of ¥60 million) for that fiscal year. This remuneration is calcu- lated for each individual Executive Officer by dividing that individual Executive Officer’s base  annual salary by the total base annual salary for all of the Executive Officers, and multiplying that  percentage by the total remuneration to be paid. Method of Calculating Performance-based Remuneration (Salaries Linked to Company Income) Exemptions From Liability for Directors and Auditors Based on the provisions in the Corporate Law, Article 426, Paragraph (1), the Articles of Incor- poration of the JS Group Corporation stipulate regarding the liability of a director (including a  former director) or an auditor (including a former auditor) for compensatory damages resulting  from neglect of his/her duties, that an exemption from liability may be given through a resolution  of the Board of Directors, within the limits of the law, in order to ensure that the directors and  auditors can sufficiently fulfill the roles expected of them in the execution of their duties. Policy for Determining the  Amount and Method of  Calculation of Corporate  Officers’ Remuneration and  Decision-making Method Directors and Corporate Auditors  (As of June 17, 2010) Board of Directors Corporate Auditors Masahiro Takasaki, Tetsuo Shimura and Fumio Sudo are outside directors as  stipulated by the Corporate Law of Japan. Fumio Sudo is an independent director as stipulated by the Tokyo Stock Exchange. Yoshifumi Ohno and Noritaka Shimizu are outside auditors as stipulated by the  Corporate Law of Japan. Noritaka Shimizu is an independent corporate auditor as stipulated by the  Tokyo Stock Exchange. JS Group Corporation Annual Report 2010 41 Yoichiro Ushioda Chairman and Chief Executive Officer Masahiro Sugino President and Chief Operating Officer Takashi Tsutsui Director Yoshizumi Kanamori Director Keiichiro Ina Director Masahiro Takasaki Outside Director Tetsuo Shimura Outside Director Fumio Sudo Outside Director Masakazu Nishimura Standing Auditor Satoshi Koshida Standing Auditor Yoshifumi Ohno Outside Auditor Noritaka Shimizu Outside Auditor