Corporate Governance Structure

The Board of Directors of Daiichi Life Group is responsible for making important decisions on the Group’s management strategy, management plan, etc. and supervises the execution of business operations. The Board of Directors consists of inside directors with knowledge and experience necessary to perform management in an accurate, fair, and efficient manner and outside directors with the deep insight, rich experience, and independence necessary to fully demonstrate supervisory functions. The number of outside directors makes up one-third or more, in principle. In terms of the constitution of the Board of Directors, its diversity is taken into account, such as gender, nationality and so forth. Furthermore, the meeting of the Board of Directors shall be held no less than once in every three months and may also be held on an ad-hoc basis as necessary.
To improve management transparency, the Nominations Advisory Committee and the Remuneration Advisory Committee, each composed of the Chair of the Board, President, and external appointees, have been established under the Board of Directors. The Nominations Advisory Committee is responsible for assessing the qualifications of director candidates and deliberating on the appointment and dismissal of directors, and also for assessing the independence of outside directors appointed by the company based on the independence criteria. The Remuneration Advisory Committee is responsible for deliberating on the remuneration system for directors and executive officers. The composition and principal matters deliberated by each committee are disclosed in the Corporate Governance Report.
Furthermore, the Advisory Board has been established as a voluntary organization composed of corporate executives and external experts, with the aim of further strengthening and enhancing governance and increasing corporate value by obtaining extensive advice from a medium- and long-term perspective on a wide range of management issues, taking into account the external environmental changes.

The Company defines knowledge and experience necessary for directors as follows in order to fulfill its supervisory function as a holding company and to appropriately implement its medium term management plan.
Specifically, the Company defines 1 to 7 below as knowledge and experience required for directors of an insurance holding company based on the characteristics of the life insurance business, and 8 to 11 as knowledge and experience regarding important future business strategies and management issues based on the medium-term management plan.
A skill matrix of the Directors of the Company is as follows.

• *The relevant item is checked if a director has expertise and experience or has a background as a business manager in the respective field.

Name	Title	① Corporate Management	② Global	③ Insurance Business	④ Finance / Asset Management	⑤ Capital Policy / Financial Accounting	⑥ Legal Affairs / Compliance	⑦ Risk Management	⑧ IT / Digital / DX	⑨ M&A / New Business	⑩ Sustainability	⑪ Human Resources Management
Seiji Inagaki	Director, Chair of the Board
Tetsuya Kikuta	Representative Director, President Group Chief Executive Officer
Hitoshi Yamaguchi	Representative Director, Senior Managing Executive Officer Group Chief Human Resources Officer
Takako Kitahori	Director, Managing Executive Officer Group Chief Customer Experience Officer (Japan)
Toshiaki Sumino	Director
Kiyoto Matsuda	Director
Yasushi Shingai	Outside Director
Bruce Miller	Outside Director
Ichiro Ishii	Outside Director
Etsuko Shakespeare	Outside Director
Takahiro Shibagaki	Director (Audit & Supervisory Committee Member (Full-Time))
Kenji Yamakoshi	Director (Audit & Supervisory Committee Member (Full-Time))
Satoshi Nagase	Outside Director (Audit & Supervisory Committee Member)
Ayako Makino	Outside Director (Audit & Supervisory Committee Member)
Junko Ogushi	Outside Director (Audit & Supervisory Committee Member)

To underpin the effectiveness of decision-making by the Board of Directors, the board uses self-evaluation and other techniques to undertake an annual review of the efficiency of its meeting practices and effectiveness of its decision-making, and reports a summary of the results.
For the FY2025 evaluation, a third-party organization conducted a one-hour interview with all Directors individually, after conducting an anonymous survey of all Directors in advance. The advance survey consists of a total of 49 questions in 8 categories, which include “Overall Evaluation,” “Structure,” “Preparation in Advance, etc.” “Operation,” “Contents of Discussion” “Each Committee,” “Execution Monitoring” and “Culture.” The third-party organization evaluated that the effectiveness of the Board of Directors is generally at a high level.
An ongoing program is in place to improve the effectiveness of the Board of Directors by working through the PDCA improvement cycle, including by third-party evaluation to further improve the activities and deliberations of the Board of Directors.

An executive officer system has been adopted to separate decision-making and supervision from the conduct of business and to strengthen functions. Executive officers are appointed by the Board of Directors and conduct business in accordance with the authority delegated to them by the Board of Directors. The Executive Management Board, composed of the President and Executive Officers appointed by the President, meets monthly in principle to discuss important management issues and business decisions.