Corporate Governance Structure

Corporate Governance Structure

The Company has adopted the Company with an Audit & Supervisory Committee structure in order to strengthen strategy formulation and its supervisory function, while at the same time raising the agility of business execution. The Company intends to promote the delegation of authority to Executive Directors in relation to decisions on important matters of business execution, and to expedite and streamline such decisions, while strengthening the supervisory function by granting Directors who are Audit & Supervisory Committee Members the right to vote at meetings of the Board of Directors. In these ways, the Company aims to strengthen and enhance its corporate governance structure and internal control system, thereby further improving corporate value.
Furthermore, the Company has voluntarily established a Nomination Committee and Remuneration Committee in order to strengthen the fairness, transparency, and objectivity with regard to the nomination and remuneration of Directors, and to ensure the independence and accountability of functions of the Board of Directors.
In addition, to clarify management responsibilities during a given fiscal year and increase shareholders’ confidence, the term of Directors who are not Audit & Supervisory Committee Members is one (1) year.

Initiatives to Strengthen Corporate Governance

2001 Introduction of Operating Officers System 2019 Three Outside Directors
(Bringing the ratio of Outside Directors to one-third (1/3) or more)
2006 One Outside Director 2020 Utilization of an outside organization to evaluate the effectiveness of the Board of Directors
2008 Two Outside Directors
Term of Directors changed to one year
2021 Revision of corporate governance structure (Internal Control Committee repositioned under executive functions; Sustainability Committee established)
2010 Establishment of voluntary Nomination Committee and Remuneration Committee 2023 Appointment of a Non-Executive Director as the Chair of the Board of Directors
2013 Establishment of Standards for the Independence of Outside Directors/Outside Audit & Supervisory Board Members 2024 Transition to a Company with an Audit & Supervisory Committee
Five Outside Directors (Bringing the ratio of Outside Directors to 50%)
Three female Directors (Bringing the ratio of female Directors to 30%)
2015 Establishment of Basic Policy for Corporate Governance
2016 Start of implementation of evaluation of Board of Directors’ effectiveness
2018 Formulation of successor plan of the Chief Executive Officer, etc.

Governance Structure

Governance Structure