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December 17, 2018updated 22 Feb 2022 9:20am

Nissan Motor establishes special governance committee

Nissan Motor directors today (Monday 17 December) approved the establishment of a special committee for improving governance but has yet to name a new chairman to replace the ousted Carlos Ghosn.

By Olly Wehring

Nissan Motor directors today (Monday 17 December) approved the establishment of a special committee for improving governance but has yet to name a new chairman to replace the ousted Carlos Ghosn.

The board also acknowledged ongoing discussions regarding the nomination for the position of chairman of the board and reaffirmed its ongoing efforts to fully inform its alliance partners Renault and Mitsubishi Motors Corporation.

Establishment of special committee

On 22 November, the board approved the study of the creation of a committee to receive advice from an independent third party regarding governance management and enhanced governance of director compensation. Following that mandate, the three independent outside directors – Masakazu Toyoda, Keiko Ihara and Jean-Baptiste Duzan – led the study.

The board has now resolved to establish the special committee, incorporating external independent experts based on the recommendations of the independent outside directors.

Taking into account the results of the investigation into acts of serious misconduct by the former Nissan chairman Carlos Ghosn and former representative director Greg Kelly, the committee aims to find the root causes and provide recommendations for the enhancement of the company’s governance, including proposals to improve approval processes and governance for determining director compensation and to provide recommendations for creating a healthy state of governance as the foundation for sustainable business in a leading global company.

Appointment of chairman of the board

Also on 22 November, the board approved the establishment of an advisory committee that will propose nominations from the board for the position of chairman. The committee is composed of Masakazu Toyoda who chairs the committee, Keiko Ihara and Jean-Baptiste Duzan.

The board has now received and acknowledged the report from the committee that the committee will continue its discussions so no immediate replacement for the sacked Ghosn has been named as yet.

Alliance partners

Nissan said it “continues its efforts to keep its alliance partners fully informed.

Today at the board meeting of Mitsubishi Motors, Nissan presented a full briefing of the conduct of the former Nissan chairman and representative director and reaffirms to Renault its readiness at any time to provide a full briefing at a Renault board meeting in order to maintain an equal understanding among the alliance partners.

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