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Business Overview Governance Structure Board of Directors Ownership Structure Financial Performance .

HQ in Tokyo  Game & Network Services  Imaging Products & Solutions • Annual Revenues: over $75 billion  Home Entertainment & Sound • Share Price: ¥3.00  Devices • One of the leading manufacturers of  Pictures electronic products for the consumer  Music and professional markets.3 11.2 21.000  Mobile Communications • Founded in 1946. Company information Business Segments • Employees: 125.8 28.328.6 Japan USA 6.  Financial Services • 76th most valuable brand (2016)  All Others Revenues from geographical areas Key Executives 8.7 Europe China Asia-Pacific Kazuo Hirai Osamu Nagayama 23.4 Other Areas CEO Chairman .

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sony.html .net/SonyInfo/CorporateInfo/Data/organization.https://www.

Board of Directors • Elected at annual shareholders’ meeting • Board Size (between 10 and 20) • Outside Directors • Primary Role • Selection • Directors’ qualifications Nominating Committee Audit Committee Compensation Committee .

sony. Shareholders’ Meeting Oversees Make proposals to Appointment/Dismissal of Directors Make proposals to appoint/dismiss Directors appoint/dismiss Directors Monitor performance Monitor performance Nominate potential Board of Directors directors Appoints Appoints Determine Appoints Compensation Nominating Compensation Audit Committee Committee Committee Management Determine Compensation Corporate Executive Appointment/Dismissal Monitor performance Officers of Directors Delegates Executive Directors https://www.net/SonyInfo/csr_report/governance/framework/ .

NN E+N E+N E+N E+N E+N E+N E+N E+N N NNN NN E+NE+N N E+N E+N N EE NN E NNN NN A N AA A E N 2012 N 2011 2005 2006 2007 2008 2010 2013 2014 2015 2016 2009 N NCN A A N AA A EA A N N+C NC N A A N C E N N AA AA E +C AA C C NNC N E +C C A NC E+N C A CA C C A CA C C NA E+N N C +C A+C CCCC AC E+C C +C E: Executive Director N: Nominating Committee C: Compensation Committee A: Audit Committee .

AVERAGE AGE OF THE COMMITTEE MEMBERSHIP BOARD Nominating Compensation Audit 68 66 66 10 65 65 8 8 8 8 66 64 64 8 7 7 7 64 63 63 6 62 62 6 5 5 60 60 4 4 60 59 33 33 33 33 33 33 33 33 33 33 33 33 4 58 56 2 54 0 Percentage of Japanese Percentage of Independent Directors Directors 90% 100% 85% 83% 83% 85% 81% 82% 80% 79% 80% 80% 79% 80% 80% 86% 87% 85% 83% 83% 82% 80% 71% 79% 80% 80% 60% 80% 71% 75% 40% 50% 70% 65% 20% 60% 0% .

Publish detailed 5 new board compensation plan New CEO members for the board and Big drop in age executive directors 2006 2008 2010 2012 2014 2015 New requirements Increase in size of New CEO of the size of the nominating End of CEO Duality nominating committee committee .

• Good percentage of foreign ownership. • New CG Code in Japan (2015).Sony has always been a pioneer in Corporate Governance • Number of directors on the board. Sony has always had at least 50% of independent directors on the board . one board member is from Sony’s leading bank. Common practice in Japan (20-40 directors). However. changed the number from 40 to 10. Sony is not a keiretsu. • First to increase the number of outside directors. have at least 2 independent directors on the board For the past 12 years. Sony in 1997.

10% 50.50% 0.10% 54.90% 2.10% 27% 20. 2005 2015 3.70% 20.80% 18.50% Foreign Institutions and Individuals Foreign Institutions & Individuals Japanese Financial Institutions Japanese Financial Institutions Japanese Financial Individuals &Others Japanese Financial Individuals & Others Other Japanese Corporations Other Japanese Corporations Japanese Securities Firms Japanese Securities Firms .30% 2.

8 % Receipt Holders Japan Trustee Services Bank. Name Percentage of Shares Citibank as Depositary Bank for Depositary 8.2 % State Street Bank and Trust Company 2. 5.5 % JPMorgan Chase Bank 3.2 % Mitsubishi UFJ Trust and Sumitomo Mitsui Trust Banking Corporation Holding . Ltd. Ltd. 4.3 % The Master Trust Bank of Japan.

To the knowledge of Sony Corporation. by any foreign government or by any other natural or legal person either severally or jointly. at a subsequent date. there were no significant changes in the percentage of ownership held by any other major beneficial shareholder during the past three fiscal years. there are no arrangements the operation of which may. Major shareholders of Sony Corporation do not have different voting rights from other shareholders. it is not directly or indirectly owned or controlled by any other corporation. .To the knowledge of Sony Corporation. result in a change in control of Sony Corporation. As far as is known to Sony Corporation.

34% likely to improve even 20.00% 0.00% Sony’s performance is 30. Sony has substantially improved its margins which are now above the average Looking forward.90% 1.00% 22.Over the years.60% 3.30% competitive position. 40.00% more 10.80% 1.00% Gross Margin Operating Margin Pretax Margin Net Margin -10.40% 1. with strong governance and Margins – peer comparison 36.80% -1.00% Sony Peer Average .00% 3.

Returns compared to Nikkei index – rebased to 100 175% Sony has slightly 150% underperformed 125% 100% +14% compared to 75% -30% the broad 50% 25% Japanese 0% market index Nikkei Sony However. Returns compared to peers – rebased to 100 compared to its 175% peers its 150% +55% performance 125% has been on 100% -12% 75% -30% par with the 50% -54% industry 25% -87% -91% average 0% Hitachi Panasonic Sharp Mitsubishi Pioneer Sony .

2006: New CEO. end of CEO duality Increasing financial performance 2014: Younger Board . increasing financial performance 2008: Financial crisis 2012: New CEO.