Bandai Namco Holdings Inc.TSE: 7832

Overview of Evaluation Results of Effectiveness of the Company’s Board of Directors for the fiscal year ending March 31, 2026PDF114.8 KB

· Issued by Bandai Namco Holdings Inc.


February 25, 2026

Name of listed company: Bandai Namco Holdings Inc.

Name of representative: Yuji Asako,

President and Representative Director (Code Number: 7832 TSE Prime Market) Contact: Takashi Tsuji, Director, CFO

Overview of Evaluation Results of Effectiveness of the Companyʼs Board of Directors for the fiscal year ending March 31, 2026

Bandai Namco Holdings Inc. (the "Company") conducts regular evaluation of the effectiveness of the Board of Directors in the aim of enhancing the effectiveness of the Board of Directors and increasing the corporate value of the Company and reports an overview of the evaluation's results.

The Company has conducted an evaluation of the effectiveness of the Board of Directors for the fiscal year ending March 31, 2026, and accordingly announces an overview of these results.

  1. Method and process of evaluation

    The questionnaire for evaluating the effectiveness of the Board of Directors for the fiscal year ending March 31, 2026 was partially revised based on the previous fiscal year's evaluation results and initiatives. Under the framework of the functions of the Board of Directors, the foundation to support functions of the Board of Directors, and effectiveness of Directors, free responses were added to promote deeper discussion among Directors.

    1. At the Board of Directors Meeting (October 2025), the chairperson of the Independent Directors Committee explained the objective and content of the evaluation of the Board of Directors' effectiveness. Subsequently, a questionnaire with a total of 37 questions(Note) was distributed to all 15 Directors, and their responses were obtained.

    2. The details of response from each Director were compiled by a third-party specialist organization, and based on those results, result-based analysis and examination were conducted at a meeting of the Company's Independent Directors Committee (November 2025), which is comprised of five Independent Outside Directors.

    3. At the Board of Directors Meeting (December 2025), the chairperson of the Independent Directors Committee shared the results of the current evaluation and the issues raised and made suggestions.

    4. At the Board of Directors Meeting (February 2026), confirmation was reached concerning the future direction of discussions and initiatives in light of suggestions offered by the Independent Directors Committee.

  2. Overview of evaluation results of the effectiveness of the Board of Directors for the fiscal year ending March 31, 2026

< Evaluation and issues raised >

For the Company's Board of Directors for the fiscal year ending March 31, 2026, it was recognized that the foundation supporting its functions and the effectiveness of the Directors were generally sufficient, with a high regard for its Board culture and the role, etc. of the chairperson. However, Independent Outside Directors, in particular, expressed the opinion that there are issues to be addressed in long-term management policies, such as the flexible revision of business strategy, and risk management.

< Suggestions >

During the current Mid-term Plan period, the following discussions should be conducted to ensure the sustainable enhancement of corporate value.

  • Review the current status of the IP axis strategy and its future direction, and, from a medium- to long-term perspective, engage in discussions aimed at evolutionary development in line with changing times.

  • Examine the medium- to long-term issues identified through these discussions from a perspective that is both "offensive (new opportunities)" and "defensive (areas that may become vulnerable in the future)."

    < Responses to suggestions >

    In addition to the Board of Directors, the Company will utilize the Vision Meeting(Note), which is a forum for discussion based on the diverse perspectives of each Director, to engage in ongoing discussions among all Directors through the following process. Opinions and issues raised through these discussions will be reflected in various future initiatives and measures, while matters requiring swift action will be addressed promptly, taking their priority into account.

  • Organize the Group's IP axis strategy and its constituent elements to deepen shared understanding.

  • Share the initiatives and issues related to the IP axis strategy from a long-term perspective at each business Unit.

  • Based on the above, conduct discussions on the scope for further evolution of the IP axis strategy and on potential future vulnerabilities.

(Note) Questions (major items) in the Board of Directors questionnaire

  • Functions of the Board of Directors

    Oversight of long-term management policies (5 questions), compliance with laws and regulations and risk management (3 questions), oversight of CEO and senior management (4 questions), and stakeholder engagement (1 question)

  • Foundation to support functions of the Board of Directors

    Composition of the Board of Directors (3 questions), administration of the Board of Directors (3 questions), and Board culture (2 questions)

  • Effectiveness of Directors

    Role of the chairperson (3 questions), individual Director performance (6 questions)

  • Free response (7 questions)

Oversight of business execution at business companies, oversight of overseas business execution, the Mid-term Plan, personnel strategy, deepening of discussions among Directors, effective actions taken by other Directors, and desired state of evaluation of the Board of Directors

(Note) Vision Meetings are top management meetings attended by all Directors to discuss the Group's key medium- to long-term themes.

- This document is a translation of the original Press Release in Japanese. Bandai Namco Holdings Inc. provides this translation for your reference and convenience only and without any warranty as to its accuracy or otherwise. In the event of any discrepancy, the original Press Release in Japanese shall prevail.

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