News Releases 2017

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Corporate
Japan
February 21, 2017

Notice Concerning Management Changes and Transition to a Company with an Audit and Supervisory Committee

TOKYO, Japan, February 21, 2017 - Honda Motor Co., Ltd. (the “Company”) hereby announced that the Board of Directors meeting held on February 21, 2017, has decided on changes in its Operating Officers as of April 1, 2017. Also, the Company resolved to transition from a company with a board of corporate auditors to a company with an audit and supervisory committee. The changes in its Directors as of June 2017 are subject to approval at the Ordinary General Meeting of Shareholders of the Company scheduled to be held in June 2017 and/or decision at the meeting of the Board of Directors to be held immediately thereafter.

Particulars:

1. Planned Changes in Operating Officers

<As of April 1, 2017>
Operating Officers to be Newly Appointed

Name Current Title New Title
Katsuhisa Okuda General Manager, 
Business Administration Office, 
Power Product Operations
Operating Officer
Katsuhide Moriyama General Manager, 
Marketing Planning Office, 
Automobile Operations
Operating Officer

2.  Transition to a Company with an Audit and Supervisory Committee

<As of Ordinary General Meeting of Shareholders to be held in June 2017>
(1)Purpose of the Transition
Based on our Fundamental Beliefs, Honda strives to enhance corporate governance in order to further strengthen the trust of our shareholders/investors, customers and society; seek sustainable growth and the enhancement of corporate value over the medium to long term; and in order that we become “a company that society wants to exist.” As such, corporate governance is one of the most important management issues.

In order to further strengthen the supervisory function of the Board of Directors and enable faster decision-making, the Company decided to transition to a company with an audit and supervisory committee that allows increased segregation between the supervisory function and the execution of duties and further delegation of executive authority to directors from the board of directors.

(2)Transition Schedule
The Company plans to transition to a company with an audit and supervisory committee after gaining approval for requisite amendments to the Articles of Incorporation at the Ordinary General Meeting of Shareholders, scheduled for June 2017.

3.  Planned Changes in Directors

<As of Ordinary General Meeting of Shareholders to be held in June 2017>
With the transition to a company with an audit and supervisory committee, new Directors are nominated as below.

Candidates for Directors to be Newly Appointed
(Excluding Directors who are Audit and Supervisory Committee Members)

Name Current Title New Title
Toshiaki Mikoshiba Senior Managing Officer Senior Managing Director

Candidates for Directors, Audit and Supervisory Committee Members to be Newly Appointed

Name Current Title New Title
Masahiro Yoshida Corporate Auditor Director (Audit and Supervisory Committee Member)
Masafumi Suzuki General Manager, Accounting Division, Business Management Operations Director (Audit and Supervisory Committee Member)

Toshiaki Hiwatari

Corporate Auditor Director (Audit and Supervisory Committee Member)
Hideo Takaura Corporate Auditor Director (Audit and Supervisory Committee Member)
Mayumi Tamura Corporate Auditor Director (Audit and Supervisory Committee Member)

Mr. Toshiaki Hiwatari, Mr. Hideo Takaura, and Ms. Mayumi Tamura are the candidates for the External Directors defined under the provision of the Ordinance for Enforcement of the Companies Act.
Mr. Masafumi Suzuki will be in his current position until March 31, 2017.

Directors to Retire

Name Current Title New Title
Takashi Sekiguchi Managing Officer and Director Managing Officer
Shinji Aoyama Operating Officer and Director Operating Officer
Noriya Kaihara Operating Officer and Director Operating Officer
Kazuhiro Odaka Operating Officer and Director Operating Officer
Masayuki Igarashi Operating Officer and Director Operating Officer

4. Planned Changes in Corporate Auditors

<As of Ordinary General Meeting of Shareholders to be held in June 2017>
Corporate Auditors to Retire

Name Current Title
Masahiro Yoshida Corporate Auditor
Kunio Endo Corporate Auditor
Toshiaki Hiwatari Corporate Auditor
Hideo Takaura Corporate Auditor
Mayumi Tamura Corporate Auditor

Mr. Masahiro Yoshida, Mr. Toshiaki Hiwatari, Mr. Hideo Takaura, and Ms. Mayumi Tamura are the candidates (as mentioned above) to be newly appointed Directors, Audit and Supervisory Committee Members, subject to approval at the Ordinary General Meeting of Shareholders scheduled to be held in June 2017.

5. Planned Changes in Directors

<As of Ordinary General Meeting of Shareholders to be held in June 2017>
Operating Officers to Retire

Name Current Title New Title
Takahiro Hachigo President, Chief Executive Officer and Representative Director President and Representative Director
Seiji Kuraishi Executive Vice President, Executive Officer and Representative Director Executive Vice President and Representative Director
Yoshiyuki Matsumoto Senior Managing Officer and Director Senior Managing Director
Toshiaki Mikoshiba Senior Managing Officer Senior Managing Director
Yoshi Yamane Senior Managing Officer and Director Senior Managing Director
Kohei Takeuchi Senior Managing Officer and Director Senior Managing Director

Mr. Toshiaki Mikoshiba is the candidate (as mentioned above) to be a newly appointed Director (excluding Directors who are Audit and Supervisory Committee Members), subject to approval at the Ordinary General Meeting of Shareholders scheduled to be held in June 2017.

<For Reference>

1. Directors and Corporate Auditors

Name As of April 1, 2017 As of June 2017 (Ordinary General Meeting of Shareholders)
Takahiro Hachigo President, Chief Executive Officer and Representative Director
Chief Executive Officer
President and Representative Director

Chief Executive Officer
Seiji Kuraishi Executive Vice President, Executive Officer and Representative Director
Chief Operating Officer
In charge of Strategy, Business Operations and Regional Operations
Executive Vice President and Representative Director

Chief Operating Officer
In charge of Strategy, Business Operations and Regional Operations
Yoshiyuki Matsumoto Senior Managing Officer and Director
In charge of Research Development
(Research & Development, Intellectual Property and Standardization)
Senior Managing Director

In charge of Research & Development
(Research & Development, Intellectual Property and Standardization)
Toshiaki Mikoshiba Senior Managing Officer
In charge of Sales and Marketing
Senior Managing Director*1
In charge of Sales and Marketing
Yoshi Yamane Senior Managing Officer and Director
In charge of Production
(Production, Purchasing, Quality, Parts and Service)
Senior Managing Director

In charge of Production
(Production, Purchasing, Quality, Parts and Service)
Kohei Takeuchi Senior Managing Officer and Director
Chief Financial Officer
(Finance, Accounting, Human Resources, Corporate Governance and IT)
Senior Managing Director

Chief Financial Officer
(Finance, Accounting, Human Resources, Corporate
Governance and IT)
Hideko Kunii Director*2 Director*2
Motoki Ozaki Director*2 Director*2
Takanobu Ito Director and Advisor Director and Advisor
Masahiro Yoshida Corporate Auditor Director (Audit and Supervisory Committee Member)*1
Kunio Endo Corporate Auditor -
Masafumi Suzuki (General Manager, Accounting Division, Business Management Operations)*4 Director (Audit and Supervisory Committee Member)*1
Toshiaki Hiwatari Corporate Auditor*3 Director*2 (Audit and Supervisory Committee Member)*1
Hideo Takaura Corporate Auditor*3 Director*2 (Audit and Supervisory Committee Member)*1
Mayumi Tamura Corporate Auditor*3 Director*2 (Audit and Supervisory Committee Member)*1
  • *1To be newly appointed
  • *2External Directors
  • *3External Corporate Auditors
  • *4Mr. Masafumi Suzuki remains in his current position until March 31, 2017

2. Operating Officers

Name As of April 1, 2017 As of June 2017 (Ordinary General Meeting of Shareholders)
Toshihiko Nonaka Managing Officer Managing Officer
Takashi Sekiguchi Managing Officer and Director Managing Officer
Soichiro Takizawa Managing Officer Managing Officer
Michimasa Fujino Managing Officer Managing Officer
Naoto Matsui Operating Officer Operating Officer
Mitsugu Matsukawa Operating Officer Operating Officer
Shinji Aoyama Operating Officer and Director Operating Officer
Noriya Kaihara Operating Officer and Director Operating Officer
Tetsuo Suzuki Operating Officer Operating Officer
Issao Mizoguchi Operating Officer Operating Officer
Toshihiro Mibe Operating Officer Operating Officer
Yusuke Hori Operating Officer Operating Officer
Tomomi Kosaka Operating Officer Operating Officer
Noriaki Abe Operating Officer Operating Officer
Toshiyuki Shimabara Operating Officer Operating Officer
Yasuhide Mizuno Operating Officer Operating Officer
Kazuhiro Odaka Operating Officer and Director Operating Officer
Masayuki Igarashi Operating Officer and Director Operating Officer
Hiroyuki Kachi Operating Officer Operating Officer
Soichi Yamamoto Operating Officer Operating Officer
Katsushi Inoue Operating Officer Operating Officer
Kimiyoshi Teratani Operating Officer Operating Officer
Asako Suzuki Operating Officer Operating Officer
Katsuhisa Okuda Operating Officer Operating Officer
Katsuhide Moriyama Operating Officer Operating Officer

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