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Report: Governance committee to recommend leaving Nissan chairman seat empty

Nissan Motor Co. Ltd.'s independent governance reform committee is expected to publish a list of proposals on March 27 that includes a recommendation to keep the company's chairman seat vacant, the Nikkei Asian Review reported March 18, without disclosing where it obtained the information.

The committee, which is led by lawyer Seiichiro Nishioka and former Toray Industries Inc. President Sadayuki Sakakibara, will also propose to remove the chairman's power to lead board meetings, and to instead assign the role to an outside director, the report said.

In addition, it will recommend the formation of three-member committees for appointments, oversight and compensation in order to improve transparency in leadership and pay decisions, the newspaper added. An outside director reportedly will head each committee.

It was reported in December 2018 that the company was looking to add more external board members and form a compensation committee to improve the company's governance. Most recently, the Nikkei said independent directors are expected to make up the majority of Nissan's board.

The development comes after former Nissan Chairman Carlos Ghosn's release from detention in Tokyo on March 6. Nissan and its automotive alliance partners, Renault SA and Mitsubishi Motors Corp. decided to establish a new alliance board shortly after Ghosn's release, replacing the former decision-making structure that focused power in the hands of Ghosn. The Nikkei said the proposed committees will not touch on the alliance's new alliance master agreement.

Nissan removed Ghosn as chairman in November 2018 following his arrest over allegations of financial misconduct. The company has yet to name a new chairman since Ghosn's arrest.

The proposals will be adopted at Nissan's annual shareholder meeting in June, the newspaper said.

In a statement to S&P Global Market Intelligence, a Nissan spokesperson said that the company is looking forward to receiving the committee's recommendations, and that its focus "is on addressing the shortcomings in governance that failed to prevent misconduct."