Basic philosophy and basic policy regarding corporate governance
Aiming to realize our management philosophy, our company considers improving corporate value through efficient and fair business activities to be the most important management priority.In order to achieve this, we recognize that achieving highly effective corporate governance is one of the important elements, and strive to increase management transparency and enhance internal control mechanisms and compliance systems. We will continue to do so.
- To ensure the legality and appropriateness of all management activities, such as prompt management decision-making and efficient business execution, as well as strengthen the supervisory function of management validity and ensure the transparency of corporate activities based on corporate ethics. Through these measures, we will ensure the soundness of our management.
- Regarding business execution, we have adopted an executive officer system, in which executive officers are dedicated to carrying out the duties delegated to them under the policies and supervision of the Board of Directors, and strive to improve the effectiveness and efficiency of business execution. We aim to develop our business and improve our business results.
Our company will work to enhance corporate governance in accordance with the following philosophy.
-
We respect the rights of shareholders and ensure equality.
-
We will strive to cooperate appropriately with shareholders and other stakeholders.
-
We will appropriately and proactively disclose information about our company and ensure transparency.
-
The Board of Directors strives to ensure the effectiveness of the business execution supervisory function from an objective standpoint, based on its fiduciary responsibility and accountability to shareholders.
-
We will engage in constructive dialogue with shareholders whose investment policies are consistent with medium- to long-term shareholder interests.
System overview
The board consists of five directors and three auditors.
Monitoring and supervision function
-
Board of directors
As a general rule, the Board of Directors meets once a month to decide on matters stipulated by laws and regulations, the Articles of Incorporation, etc., as well as important matters regarding management, as well as supervise the execution of business.The term of office of directors is one year.
-
Audit & Supervisory Board
Our Board of Corporate Auditors consists of three members.
The priority auditing policy of the Board of Corporate Auditors is to primarily audit the execution of duties by directors, the establishment and operation of internal controls, the risk management system, etc.Specific activities include attending important meetings such as the Board of Directors and the Management Committee, viewing important documents, on-site inspections of each division and subsidiary of the company, exchanging opinions with the representative director, and meeting with the internal audit department and accounting auditor. We are exchanging information, etc.The term of office for corporate auditors is four years.
-
Internal audit department
We have established the Audit Department as an internal audit department, and in order to ensure the soundness of operations, we conduct internal audits from the viewpoints of the effectiveness of internal controls and the legality and appropriateness of operations, and make improvements based on the results. We have a system in place to do this.In addition, we collaborate with corporate auditors as appropriate to exchange information and opinions.
-
Business execution function
In June 2002, we introduced an executive officer system to separate business execution and management decision-making and strengthen the governance system. We have a system in place that allows us to focus on execution, thereby developing our business and improving our business performance.Additionally, we have established a management committee consisting of representative directors, executive officers, and others to deliberate and consider important issues related to business execution.
-
Strengthening internal controls