Striving for better corporate governance to raise Takefuji's corporate value

Seeking to maximize revenues and profits, Takefuji works proactively to improve corporate governance, in which the General Shareholders' Meeting takes a leading role. Takefuji endeavors to achieve a highly transparent corporate governance system by, for example, the selection of outside directors, high attendance rates at Board of Directors' meetings and the website disclosure of its Articles of Incorporation. Takefuji's world-class corporate governance has been highly rated by Corporate Governance Quotient (CGQ^®), a corporate governance rating system that is closely watched by the majority of overseas institutional investors.

Director's term of office: 1 year [Held 13 times with an attendance rate of 96.8% in FY2010]	·Number of Directors: 13
	·June 2004: Executive officer system introduced
	·June 2004: Outside directors appointed
	·June 2009: Outside directors increased by one to two outside directors
	·Creates structure to ensure the efficient execution of directors' duties   Establishes job authority and decision-making rules Establishes Executive Committee composed of directors, corporate auditors and executive officers Sets performance objectives and budgets, and implements monthly and quarterly performance monitoring using IT tools Implements monthly Board of Directors' performance reviews and improvement measures

Held weekly [Held 58 times in FY2010]	·Attended by Representative Directors, directors serving as heads of relevant departments, executive officers, and corporate auditors
	·Discusses issues prior to meetings of the Board of Directors
	·Discusses and decides important matters related to the business and execution of duties based on decisions reached at meetings of the Board of Directors
	·Non-managerial employees and part-time employees participate to directly explain proposals of each department for some propositions.

Held monthly [Held 12 times in FY2010]	·Attended by directors, executive officers, and executive management
	·Draws up specific plans for execution of duties and checks progress
	·Ensures compatibility with laws, regulations and Company rules and verify effectiveness of internal checks across divisions

* The Board of Directors and Board of Corporate Auditors have been established under the General Shareholders'Meeting.
* The Compliance Committee, which includes four outside experts, convenes every two months.
* Takefuji has chosen to be a company with a Board of Corporate Auditors as stipulated in Companies Act. Although lacking a Corporate Governance Committee, Takefuji's Board of Corporate Auditors and the Compliance Committee oversee the Board ofDirectors and review corporate governance in its entirety.

 We have established a Board of Corporate Auditors composed of four corporate auditors, two of whom are from outside. In FY2010, the Board of Corporate Auditors convened 13 times with an average attendance rate of 100%.

 The Inspection Department, which serves as an independent internal auditing arm, audits the Company's administration and operation systems, covering all management activities from the viewpoint of legality and effi ciency. In FY2010, audits of branch offi ces were conducted 578 times in aggregate.

 The Risk Management Committee has been established under the Board of Directors in order to realize a firm risk management system and fair and appropriate business activities.
 Takefuji's Risk Management Committee comprises three subcommittees. In FY2010, the Risk Management Committee convened a total of 32 times.

The Internal Control Office, in accordance with the financial reporting system of the Financial Instruments and Exchange Act, evaluates the appropriateness of the internal rules and implementation in order to ensure the appropriateness of related operations and published data.

 Corporate Governance Quotient is a comparative assessment of corporate governance provided by Institutional Shareholder Services (ISS), the world's largest proxy voting services company, whose assessments cover more than 7,500 companies throughout the world. Most overseas investors refer to CGQ^® when making investment decisions. More than 600 Japanese companies are said to have obtained a CGQ^® rating.
 The assessment rating (dated March 31, 2010) received by Takefuji places it in the top 3.4% of Japanese companies; this ranks Takefuji among the top 20 companies, a position unrivaled in the consumer finance industry.

 Maximum total remuneration to Directors: ¥470 million/year
 Maximum total remuneration to Corporate Auditors: ¥60 million/year
 Remuneration to Directors and Corporate Auditors is approved at the General Shareholders'Meeting
 April 2009 to March 2010
 Directors: 13; total remuneration: ¥153 million
 Corporate Auditors: four; total remuneration: ¥40 million
 (Outside directors and auditors: three; total remuneration: ¥32 million)
 Including provisions for retirement benefits of directors and corporate auditors of ¥38million and remuneration of ¥4million by stock options