Nippon Telegraph and Telephone : Corporate Governance Report (April 1, 2024)

Note: This document has been translated from the Japanese original for reference purposes only.

In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail.

Last Update: April 1, 2024

Nippon Telegraph and Telephone Corporation

Representative: Akira Shimada, President and Chief Executive Officer

Contact:https://group.ntt/en/ir/contact/index.html

Securities Code: 9432https://group.ntt/en/ir/

The corporate governance of Nippon Telegraph and Telephone Corporation (the "Company" or "NTT") is described below.

I. Basic Views on Corporate Governance, Capital Structure, Corporate Profile and Other Basic Information

1. Basic Views

NTT believes that raising the effectiveness of corporate governance is an important management issue for meeting the expectations of various stakeholders, including shareholders and other investors, as well as customers, business partners, and employees, and for maximizing corporate value. Accordingly, NTT is working to strengthen corporate governance based on the purpose of the principles of the "Corporate Governance Code" by: (1) ensuring sound management; (2) executing appropriate decision-making and business activities; (3) clarifying accountability; and (4) maintaining thorough compliance as basic policies.

(1) Ensuring sound management

NTT, in order to strengthen functions for appropriately supervising and auditing business operations, ensures sound management by appointing outside Members of the Board and outside Audit & Supervisory Board Members as independent officers for implementing the supervision and auditing through the meetings of the Board of Directors and Audit & Supervisory Board. In addition, through its adoption of an executive officer system, NTT intends to clearly separate management-related decision-making and supervisory functions from business execution functions and improve its management flexibility.

(2) Executing appropriate decision-making and business activities

Decisions at NTT are made based on an authority policy setting forth the responsibilities and authorities for the president, the senior executive vice presidents, senior vice presidents and the officers of each organization under the supervision of the Board of Directors. Furthermore, in order to convene discussions regarding fundamental policies and other important business execution-related matters, and to smoothly execute matters delegated by the Board of Directors, NTT established Executive Officers Meetings comprising the senior vice presidents, to enhance deliberations on matters decided at Board of Directors' meetings, consultations are held in Executive Officers Meetings ahead of time, committees are formed for each type of significant business execution-related matters under the Executive Officers Meetings, in which relevant senior vice presidents and others also participate, to enable discussions towards the resolution and appropriate decision-making of matters. NTT implements appropriate business execution with respect to matters resolved and determined at Board of Directors' meetings or during Executive Officers Meetings, through the autonomous business operations of the major organizations, based on NTT's organization policy, for which each major organization is responsible.

(3) Clarifying accountability

NTT is making efforts to disclose information in an appropriate, fair and timely manner, as it considers receiving the appropriate market ratings with respect to this area as important. Therefore, NTT strives to clarify accountability through various channels; NTT hosts presentations of financial results conducted by

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related officers, including the president, explains matters such as NTT Group's business progress and trends via a variety of press conferences and press releases, and swiftly discloses information via NTT's website.

(4) Thorough compliance

In order to comply with applicable rules and regulations, NTT formulated the NTT Group Corporate Ethics Policy ,which applies to all officers and employees of NTT Group, lays out the basic principles of corporate ethics and provides specific guidelines for ethical behavior. Based on this policy, NTT engages in business while maintaining high ethical standards. NTT believes that in order to make this effective, it must conduct on-going educational activities. NTT conducts corporate ethics and CSR and other training for its employees, and also conducts surveys to assess corporate ethics awareness of its employees. Furthermore, in order to foster a more open group-wide corporate culture, NTT has established a "Corporate Ethics Help Line" across the group as an internal and external point of contact for making whistleblower reports, which may be made on an anonymous or identified basis. NTT shall ensure that whistleblowers do not suffer disadvantages as a result of using these help lines. In addition, NTT Group has established and operates an independent reporting route to Audit & Supervisory Board Members as a contact point that is independent from management.

[Reasons for Non-compliance with the Principles of the Corporate Governance Code]

NTT Group has implemented all principles of the "Corporate Governance Code" as revised in June 2021.

[Disclosure Based on the Principles of the Corporate Governance Code]

■ Cross-Shareholdings (Principle 1-4)

NTT does not hold shares for the purpose of creating stable shareholders, and has no plans to hold such shares in the future. Conversely, NTT's business policy is to promote open innovation and collaboration with partners in a variety of industries with the aim of enhancing corporate value over the medium to long term. Based on this policy, at the Investment Strategy Committee, the Company verifies whether an individual holding will contribute to medium- to long-term enhancements in financial results and holds or sells shares accordingly. Among the comprehensive list of factors taken into consideration by the Investment Strategy Committee are the contribution to the medium- to long-term results of NTT, the progress of business collaborations, future considerations concerning business collaborations, trends in performance at investment targets and future business strategies of NTT. In addition, we apply the same policy to the strategic shareholdings of our Group companies, verifying every year whether individual holdings are appropriate, and taking steps to sell or take other actions accordingly.

Details of the status of NTT's holdings of such shares are as described in NTT's Annual Securities Report.

•  IR Library:https://group.ntt/en/ir/library/

With respect to exercising voting rights of strategic shareholdings, NTT exercises voting rights acquired through share ownership, as it sees fit and appropriate and upon determining whether it is an initiative that would contribute to the improvement of medium- and long-term corporate value, from the perspective of sustainable growth of the companies NTT invests in and improving corporate value for both NTT and the companies.

■ Related Party Transactions (Principle 1-7)

Transactions with directors and other important transactions must be approved by the Board of Directors in advance. NTT sets out fair and appropriate terms and conditions for all transactions considering market prices and other factors so as not to harm the interests of the company and the shareholders.

Transactions between directors and major shareholders are examined by persons in charge of legal affairs, among others, in accordance with internal regulations and other procedures and are regularly reported at Board of Directors' meetings attended by outside independent Members of the Board and outside independent Audit & Supervisory Board Members.

Furthermore, NTT approves all transactions according to the size and importance of each transaction based on internal regulations. NTT has a system in which Audit & Supervisory Board Members and the internal auditing department check the details of approvals.

■ Ensuring Company Diversity (Supplementary Principle 2-4-1)

(1) Views on Ensuring Diversity, Implementation of Measurable Targets and Disclosure of Current Progress

As of the filing date of this report, NTT's Board of Directors, Audit & Supervisory Board and Executive Officers are each least 30% composed of women. NTT Group has been working to ensure, develop and nurture a climate for diverse personnel in order to reflect a diversity of opinions in its business operations. NTT has set targets for female and mid-career hires, as set forth in the table below. NTT has been working to actively recruit foreigners and will work to increase their recruitment and promotion for the future.

Furthermore, across NTT Group as a whole, outside of Japan there are approximately 150,000 personnel working across 80 countries and regions worldwide (as of March 2023). NTT, Nippon Telegraph and Telephone East Corporation and Nippon Telegraph and Telephone West Corporation are prohibited by law (Article 10, Paragraph 1 of the "Act on Nippon Telegraph and Telephone Corporation, etc.") from appointing non-Japanese Members of the Board. Accordingly, amongst the main companies, one non-Japanese board member has been appointed at NTT DATA Corporation and five non-Japanese board members have been appointed at NTT DATA, Inc.

In addition, through the job-based personnel system for high-ranking managers, it will be possible to secure a broad range of personnel, not limited to personnel within the company.

* The table above provides the targets and current status at the six main companies (Nippon Telegraph and Telephone Corporation, NTT DOCOMO Inc., Nippon Telegraph and Telephone East Corporation, Nippon Telegraph and Telephone West Corporation, NTT Communications Corporation and NTT DATA Corporation).

* As of the date of submission of the Corporate Governance Report, the ratios of female Members of the Board, Audit & Supervisory Board Members, and Executive Officers at the Company were 30.0%, 40.0%, and 40.0%, respectively.

(2) Policies for Personnel Development and Improving the Environment for Ensuring Diversity, and Status of Implementation

NTT Group will strengthen its support for personnel development through its employees' autonomous career development. In particular, in order to improve expertise in the 18 specialized fields that have been identified across the group, NTT Group is enhancing its training menu, including support for receiving external qualifications, and is preparing approximately 700 courses in FY2023. In addition, NTT Group is enhancing its career consulting functions to support employees in designing their own careers. Furthermore, NTT Group is working to develop DX personnel with sophisticated data utilization skills in order to promote NTT Group's DX, and had approximately 2,000 such personnel as of the end of March 2023. NTT Group also operates "NTT University," a program whose purpose is to develop NTT Group executive candidates, and dispatches approximately 40 managers of domestic companies to overseas operating companies each year in order to develop leaders who have a global perspective.

In order to ensure diversity, NTT Group continuously aims to develop female core management personnel. In addition to ensuring that at least 30% of the eligible employees at NTT University are women, NTT Group has also set a target ratio of at least 30% women amongst newly appointed managers, and conducts trainings for female employees at all levels, as well as trainings for employees returning from childcare leave, their managers and others.

With respect to its work environment, NTT Group has established an environment that enables flexible workstyles, including remote work, flextime without fixed work times and split-shift work, in order to achieve work-in-life. Furthermore, NTT Group has also begun introducing a remote work-standard system that allows employees to live wherever they want, and is working to eliminate unaccompanied job transfers and to create an environment where work relocations are unnecessary. In addition, in order to create a work environment that is comfortable for all minorities including women, persons with disabilities and LGBTQ persons, and for employees with circumstances such as childcare or nursing care, NTT Group is building networks of personnel and conducting trainings to develop knowledge from surrounding personnel (particularly managers), change mindsets and cultivate a corporate culture, and is also actively promoting the participation of men in childcare.

At NTT Group, a "D&I Statement" has been formulated in order to promote D&I (diversity and inclusion). Please refer to NTT's website for details on specific initiatives, including ensuring diversity and developing personnel.

•  Sustainability Charter:https://group.ntt/en/newsrelease/2021/11/10/211110d.html

•  Human Rights Policy:https://group.ntt/en/newsrelease/2021/11/10/211110c.html

•  IR Library:https://group.ntt/en/ir/library/

•  NTT Group Diversity and Inclusion:https://group.ntt/en/diversity/index.html

■ Roles of Corporate Pension Funds as Asset Owners (Principle 2-6)

Based on the fact that management of corporate pension funds affects the stability of employee assets, and also has an effect on the company's financial condition, NTT Group is working to allocate and develop personnel with the necessary experience and qualifications to be able to conduct monitoring and other appropriate activities with respect to the organization in charge of the corporate pension.

■ Full Information Disclosure (Principle 3-1)

(1) Please see NTT's website for a discussion of company objectives (e.g., business principles), business strategies and business plans.

•  Medium-Term Management Strategy:https://group.ntt/en/ir/mgt/managementstrategy/

(2) Please see "1. Basic Views" of "I. Basic Views on Corporate Governance, Capital Structure, Corporate Profile and Other Basic Information" in this report for a discussion of basic views and guidelines on corporate governance.

(3) Please see "Disclosure of Policy on Determining Remuneration Amounts and Calculation Methods" under "Director Remuneration" in "1. Organizational Composition and Operation" of "II. Business Management Organization and Other Corporate Governance Systems regarding Decision-making, Execution of Business, and Oversight in Management" in this report for a discussion of board policies and procedures in determining the remuneration of senior management and directors.

(4) Please see "Composition of the Board of Directors, Nomination Procedures of Directors, etc. (Supplementary Principle 4-11-1)" of "1. Basic Views" of "I. Basic Views on Corporate Governance, Capital Structure, Corporate Profile and Other Basic Information" in this report for a discussion of board policies and procedures in the appointment/dismissal of the senior management and the nomination of directors and kansayaku candidates.

(5) Since the fiscal year ended March 31, 2016, reasons for individual nominations and appointments when Member of the Board and Audit & Supervisory Board Member candidates are appointed have been explained in General Meeting of Shareholders reference documents. Please refer to NTT's website for details.

•  Shareholders' Meetings:https://group.ntt/en/ir/shares/shareholders_meeting/

■ Initiatives Regarding Sustainability, Human Resources and Investments in Intellectual Property Resources (Supplementary Principle 3-1-3)

Through the promotion of the IOWN concept, which is based on high ethical standards and cutting-edge technology and innovation, NTT Group is working towards (1) co-existence with nature (Earth) (responses to environmental issues), (2) joint prosperity of cultures (groups, societies and countries) (responses to social issues) and (3) the maximization of well-being (happiness) (responses to human rights/Diversity & Inclusion). Through these initiatives, NTT Group will simultaneously achieve both corporate growth and the resolution of social issues, contributing to the achievement of a sustainable society.

In addition, in May 2023, NTT Group announced its new Medium-Term Management Strategy, "New Value Creation & Sustainability 2027 Powered by IOWN." NTT is aiming to be a creator of new value and accelerator of a global sustainable society, and advancing a wide variety of other initiatives.

NTT Group considers the promotion of sustainability to be an important management issue, and particularly important matters are determined based on discussions with members of the board.

As a supervisory system of members of the board, NTT Group has established a Sustainability Committee (with the President as the chairperson) directly under the Board of Directors to manage group-wide activity policies and their progress. Policies related to sustainability (the establishment, revision or abolitionof the charter and related policies, and the determination of particularly important indicators) are determined by the Board of Directors after going through the Sustainability Committee.

With respect to the matters that have been chosen as important issues and activities amongst all sustainability-related issues, in FY2021, NTT Group discussed, selected and identified issues that NTT Group should address on a global scale after comprehensively considering new issues that surround sustainability, with reference to third-party organizations, ISO 26000, GRI Standards and other evaluation organizations, SDGs, global trends, internal workshops, the materiality of other companies and other factors. In addition, the level of priority for addressing these issues was assessed based on their impact on both "growth as a company" and "resolution of social issues," aiming for management that simultaneously achieves the resolution of social issues and business growth, while also incorporating opinions from external experts.

The issues identified as described above and the appropriateness of their determined level of priority are reviewed periodically (once a year) by the Board of Directors after deliberation by the Sustainability Committee and are reassessed as needed. At the meeting of the Board of Directors held on April 20, 2023, after reviewing the level of priority, (1) climate change, (2) human resources, (3) new value creation and (4) new value creation were selected as the four important sustainability matters for FY2023.

Risks and opportunities related to climate change are disclosed in NTT's Integrated Report in accordance with TCFD.

Initiatives with respect to human resources are as set forth in Supplementary Principle 2-4-1. With respect to intellectual property, NTT Group is promoting strategic acquisitions, intellectual property asset risk management and leveraging of owned intellectual property, as an intellectual property strategy that is integrated with NTT Group's business strategy and research and development strategy. NTT Group believes that the appropriate protection and utilization of intellectual property that is created through research and development is important for the continuous growth of NTT Group and, therefore, for NTT Group's continuous contributions to customers and society.

In addition to the above, please refer to the company's website, Annual Securities Report, and Integrated Report for details on specific initiatives regarding sustainability, human resources and intellectual property initiatives.

•  Sustainability Charter:https://group.ntt/en/newsrelease/2021/11/10/211110d.html

•  Human Rights Policy:https://group.ntt/en/newsrelease/2021/11/10/211110c.html

•  New Environment and Energy Vision, "NTT Green Innovation towards 2040":https://group.ntt/en/newsrelease/2021/09/28/210928a.html

•  IR Library (Annual Securities Report, Integrated Report):https://group.ntt/en/ir/library/

•  NTT Group Sustainability:https://group.ntt/en/csr/

•  NTT Research and Development:https://www.rd.ntt/e/

■ The Roles and Responsibilities of the Board of Directors (Supplementary Principle 4-1-1)

The Board of Directors decides on matters set forth in a policy of the Board of Directors," including statutory items as well as important matters related to corporate management and Group management and supervises the status of the execution of Members of the Board and senior vice presidents through quarterly reports received from the Members of the Board and senior vice presidents. Furthermore, an appropriate range of delegation has been established for executing business related to matters that do not require decisions by the Board of Directors. For further details, please see "(1) Corporate Governance System" under "2. Matters on Functions of Business Execution, Auditing, Oversight, Nomination and Remuneration Decisions (Overview of Current Corporate Governance System)" of "II. Business Management Organization and Other CorporateGovernance Systems regarding Decision-making, Execution of Business, and Oversight in Management" in this report.

■ Succession Plan (Supplementary Principle 4-1-3)

With respect to successor candidates for positions such as the CEO, NTT views it as important to secure successor candidates who can respond to the speed of changes in technological innovation, market trends, and business environment. By securing the diversity of candidates through offering experience of a broad range of jobs and appointments to important posts, NTT is cultivating personnel for promotion who, in addition to possessing integrity and insight, are exceptionally well-suited to the times. Decisions regarding appointments are made by the Board of Directors after they have been presented for deliberation to the Nomination Committee, a preliminary review institution of the Board of Directors which consists of five Members of the Board, including three outside independent Members of the Board.

For future management candidates, NTT selects various people of any age, gender, or field of expertise. Through education at " NTT University," which was started as a program for developing management candidates, NTT targets diverse people who are full of desire to lead NTT's transformation.

■ Independence Standards and Qualification for Independent Directors (Principle 4-9)

NTT designates outside Members of the Board and Audit & Supervisory Board Members that fulfill both the independence criteria stipulated by the Tokyo Stock Exchange as well as NTT's own independence standards as independent Members of the Board or independent Audit & Supervisory Board Members. For details on NTT's independence standards, please see "Matters relating to Independent Directors/Kansayaku" under "Independent Directors/Kansayaku" in "1. Organizational Composition and Operation" of "II. Business Management Organization and Other Corporate Governance Systems regarding Decision-making, Execution of Business, and Oversight in Management" in this report.

■ Use of Optional Approach (Supplementary Principle 4-10-1)

Please see "2. Directors" in "1. Organizational Composition and Operation" of "II. Business Management Organization and Other Corporate Governance Systems regarding Decision-making, Execution of Business, and Oversight in Management" in this report.

■ Composition of the Board of Directors, Nomination and Dismissal Procedures for Directors, etc. (Supplementary Principle 4-11-1)

In terms of the composition of NTT's Board of Directors, the nomination of executives is based on the NTT Group Personnel Policy, and personnel with the skills to resolve issues recognized by NTT Group are nominated broadly from inside and outside of the Group. Outside Members of the Board and outside Audit & Supervisory Board Members are elected with the expectation that they can provide opinions based on a broad management perspective or as an expert. Furthermore, both non-outside and outside Members of the Board are elected in line with NTT Group's promotion of diversity. The Board of Directors consists of 10 Members of the Board, including five independent outside Members of the Board (two of whom are women), such that the ratio of outside Members of the Board is 50%. Pursuant to applicable law (Article 10(1) of the Act on Nippon Telegraph and Telephone Corporation, etc.), NTT is not permitted to appoint non-Japanese Members of the Board.

NTT Group Personnel Policy

[Basic Policy]

NTT Group strives to contribute to the resolution of social issues and the realization of a safer, more secure, and more affluent society. To accomplish this goal, the Group acts as a trusted "Your Value Partner" that customers continue to select in order to provide them with new value on a global basis. NTT has established the policy of positioning individuals that share these ideals in the upper ranks of NTT Group's management, and NTT is electing such individuals from both inside and outside the Group.

[Nomination of Candidates for Members of the Board]

In regard to Member of the Board candidates, individuals are elected based on the broad-ranging perspective and experience, superior management skill and leadership, business sense and motivation necessary to contribute to the overall development of NTT Group in order to facilitate the improvement of NTT Group's corporate value. The Board of Directors is of a size appropriate to the Group's business, and the composition of the Board of Directors takes into account a balance of specialties and diversity.

From the perspective of strengthening the function of supervising business execution, for outside independent Members of the Board, NTT elects individuals who present no risk of a conflict of interest with general shareholders. In principle, NTT appoints several outside independent Members of the Board.

[Nomination of Candidates for Audit & Supervisory Board Members]

NTT has the policy of electing candidates for Audit & Supervisory Board Members that have the capacity to provide audits based on specialized experience and insight.

From the perspective of guaranteeing fair audits of the execution of duties by Members of the Board, for outside independent Audit & Supervisory Board Members NTT elects individuals who present no risk of a conflict of interest with general shareholders. In accordance with the Companies Act, NTT ensures that outside independent Audit & Supervisory Board Members make up half or more of the Audit & Supervisory Board.

With regard to the nomination of Members of the Board, NTT has established the Nomination Committee, which consists of five Members of the Board including three outside independent Members of the Board. The Nomination Committee discusses candidates and then makes proposals to be approved by the Board of Directors and presented for voting at the General Meeting of Shareholders.

With regard to the nomination of Audit & Supervisory Board Members, nomination involves Members of the Board proposing Audit & Supervisory Board Member candidates based on the nomination policy described above. These proposals are then discussed by the Audit & Supervisory Board, which consists of half or more of outside independent Audit & Supervisory Board Members, and consent is granted if appropriate. The candidates are then approved by the Board of Directors and presented for voting at the General Meeting of Shareholders.

Ref. Skill Matrix for Directors/Audit & Supervisory Board Members

The fields considered especially important by NTT Group for realizing its Medium-Term Management Strategy have been defined as: (1) business management; (2) marketing/global business; (3) IT/DX/R&D; (4) legal/risk management/public policy; (5) HR; and (6) accounting/finance. The skills of individual Members of the Board are also well-balanced and appropriately distributed. A list is presented in the table below.

Members are particularly high are listed. The above table is not an exhaustive list of the knowledge and experience possessed by each Member of the Board or Audit & Supervisory Board Member.

■ Concurrent Positions Held by Members of the Board and Audit & Supervisory Board Members (Supplementary Principle 4-11-2)

Members of the Board and Audit & Supervisory Board Members execute the work necessary to fulfill their roles and responsibilities, and the number of the significant concurrent positions held by Members of the Board and Audit & Supervisory Board Members is considered to be within a reasonable range. Please refer to NTT's website for details relating to the status of significant concurrent positions held by Members of the Board and Audit & Supervisory Board Members.

•  Details of Shareholders' Meetings:https://group.ntt/en/ir/shares/shareholders_meeting/

■ Evaluation of the Effectiveness of the Board of Directors (Supplementary Principle 4-11-3)

The Board of Directors of the Company, which is a pure holding company, plays the role of monitoring the specific business operations of the Group companies based on the medium- to long-term business strategy of the entire Group.

The Board of Directors of the Company decides important items related to the Group's management that have passed the Executive Officers Meeting, which is made up of the Executive Officers and others, as well as the review of the various committees chaired by the President or a Senior Executive Vice President and attended by the relevant Executive Officers, while also monitoring the status of the execution of the duties of the individual Members of the Board and Executive Officers.

At meetings of the Board of Directors, based on the authority of the individual Members of the Board, current issues in group management and the initiatives being taken to resolve them, as well as initiatives for growing the business, such as investments and partnerships, are reported and reviewed. During the fiscal year ended March 31, 2023, active discussions were held centering on important matters related to company and group management, such as realignment aimed at strengthening global business at NTT Group, and the formulation of policies to further strengthen governance under the Medium-Term Management Strategy "Your Value Partner 2025." Furthermore, in addition to the advance explanations of agenda items to be discussed at Board of Directors meetings, explanations of matters such as issues of immediate concern and the status ofconsiderations were also given to the outside independent Members of the Board by Representative Members of the Board. By striving to clarify the focus of execution of duties and the purpose of initiatives, we are creating an environment in which the supervisory function of the Board of Directors can be fully exercised.

Furthermore, to allow the outside independent Members of the Board to more deeply understand the Company's business, meetings were held between the outside independent Members of the Board and Representative Members of the Board to exchange ideas and opinions on the Company's management strategies, and they received explanations on topics such as the results of cutting-edge research and introduction of lectures using the latest ICT technologies at exhibitions of research and development where the Company is focusing its efforts. Additionally, ideas and opinions on issues in NTT Group management were exchanged among the outside independent Members of the Board, the Audit & Supervisory Board Members of the Company, and the outside independent Members of the Board of the major Group companies and other members.

At these meetings, the outside independent Members of the Board and the Audit & Supervisory Board Members assess that adequate information is provided by NTT's Board of Directors, and Members of the Board engage in active discussions, thereby ensuring the Board's effectiveness.

In addition, NTT implements an evaluation of the effectiveness of the Board of Directors annually for the purpose of strengthening the governance of the top management through continuous improvement of effectiveness of the Board of Directors. During the fiscal year ended March 31, 2023 also, NTT implemented an evaluation of its effectiveness as a Board of Directors, with the support of a third-party organization, getting all Members of the Board and Audit & Supervisory Board Members to complete a questionnaire survey concerning the Board of Directors. Questions were asked with regard to the role and responsibilities of the Board of Directors, its composition, its operation, and its satisfaction level. The results, which were compiled at the third-party organization, confirmed that the Board was sufficiently fulfilling its important role and responsibilities, with a majority of positive opinions for all of the questions.

In addition, as a result of holding opinion-exchange meetings to simulate strategic discussions, and enhancement of discussions on important matters related to company and group management, such as realignment aimed at strengthening global business, and important issues such as the formulation of policies to further strengthen governance, all members expressed positive opinions. Therefore, we have evaluated that the effectiveness of the Board of Directors is being ensured.

■ Training for Members of the Board and Audit & Supervisory Board Members (Supplementary Principle 4-14-2)

NTT Group works to cultivate candidates suitable for top management who are able to respond to the rapidly changing management environment, by creating a range of training opportunities in areas including domestic and overseas economic and social issues, compliance, and risk management, and by allowing employees to accumulate new job experiences. Additionally, outside independent Members of the Board can gain a deeper understanding of NTT's group businesses through opportunities to deepen their understanding of the business trends of Group companies and of the latest R&D results at the research facilities of NTT.

■ Policy for Constructive Dialogue with Shareholders (Principle 5-1)

NTT promotes management that prioritizes discussions with shareholders, which not only includes discussions at General Meetings of Shareholders, but also involves senior management, including the president, actively promoting discussions with shareholders about medium-term management strategies, corporate governance, business performance trends, and other topics through one-on-one meetings with institutional investors and briefings targeting individual investors.

The opinions received from shareholders through such discussions are shared in the Company. NTT considered and formulated the "New Value Creation & Sustainability 2027 Powered by IOWN" Medium-Term Management Strategy (as announced in May 2023) in light of shareholder opinions.

During discussions with shareholders, insider information is strictly controlled, and information is proactively disclosed with due consideration to fair disclosure (timely, public and fair information disclosure).

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NTT - Nippon Telegraph & Telephone Corporation published this content on 01 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 April 2024 06:27:04 UTC.