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Key features of new governance structures available in Japan:

	Old Large Corporations	Reformed Large Corporation	Sony-type Corporation	New Large Corporation
Number of outside directors	No requirement for outside directors according to law No outside directors in practice	One outside director required by law	No outside directors required by law 2 to 3 outside directors in practice	2 outside directors required by law
Number of directors	3 directors required by law 20 to 40 directors in practice	At least 10 directors required by law	3 directors required by law 10 directors in practice	2 outside directors required by law 3 directors required by law
Targets of shareholder class-action law suits	Directors and Statutory Auditors	Directors and Statutory Auditors	Directors and Statutory Auditors However, many of the decision makers are officers (shikko yakuin) but not subject to derivative actions	Directors and Officers (shikko yaku) Note: Officers are subject to derivative actions
Statutory auditors	4 statutory auditors required by law At least half of the statutory auditors are required by law to be outsiders	4 statutory auditors required by law At least half of the statutory auditors are required by law to be outsiders	4 statutory auditors required by law At least half of the statutory auditors are required by law to be outsiders	statutory auditors prohibited by law

Source: Luke Nottage, “Japan, Inc Goes Global: Elective Corporate Governance Reform”, CCH Asiawatch Newsletter, (No 57 April 2003)