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Investor Relations:Corporate Governance

Basic Views on Corporate Governance

<Basic Views>

The Company considers “transparency of management,” “enhancement of accountability” and “improvement of management efficiency” for its stakeholders, including shareholders, as bases of corporate governance. Therefore, the Company is focusing on the establishment of a highly transparent governance system and timely and appropriate disclosure by proactively appointing Outside Directors and Outside Audit & Supervisory Board Members.

<Basic Policies>

(1) Securing of rights and equality of shareholders

The Company discloses and provides information in a timely and appropriate manner, regardless of positive or negative information, in consideration of securing of actual equality of all shareholders and in a bid to contribute to appropriate exercise of rights by shareholders.

(2)Proper cooperation with stakeholders other than shareholders

The Company recognizes that cooperation with all stakeholders, including shareholders, is necessary for its sustainable growth and medium- and long-term improvement of corporate value, and aims to be a company trusted by stakeholders by proactively working on the solution of various social issues with customers, while all employees, including officers, act in compliance with the code of conduct of the Company.

(3)Proper disclosure and securing of transparency

The Company quarterly discloses financial information, including its financial conditions and business results, pursuant to laws and regulations. It will also proactively send out non-financial information that is judged to be important for all stakeholders, including shareholders, through appropriate methods, including its website and news releases, in a timely and appropriate manner.

(4)Responsibilities of the Board of Directors, etc.

To achieve sustainable growth of the Company and improve its corporate value from medium- and long-term perspectives, the Company formulates a medium-term management plan as corporate strategies every three years in principle. Performance of duties by executive Directors is evaluated and supervised through the establishment of a neutral, objective and highly effective supervision structure comprising Outside Directors and Outside Audit & Supervisory Board Members, and other measures.

(5)Dialogues with shareholders

For its sustainable growth and medium- and long-term enhancement of its corporate value, the Company will strengthen the investor relations structure and proactively respond to requests from shareholders and investors for interviews and dialogues, aimed at not only provision of information by the Company, but also increased exchanges of opinions with shareholders and investors.

Corporate Governance Structure

The Company has adopted an Audit & Supervisory Board member system, under which two of the four Audit & Supervisory Board Members are full-time Audit & Supervisory Board Members. Of the Audit & Supervisory Board Members, four are Outside Audit & Supervisory Board Members and three are Independent Officers. At monthly meetings of the Board of Directors, reports are received on decision-making concerning matters stipulated by laws and regulations and important managerial matters as well as on other important matters and the status of execution of business. The Board of Directors comprises seven Directors, of whom two are Outside Directors who represent opinions from the viewpoints of shareholders or customers, and one is an Independent Officer. Separately from the Board of Directors, the status of business execution at each division is confirmed through monthly reviews by Representative Directors, which help speed up execution of business and enhance the function to check management.


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