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Message from Corporate Officer in Charge of Governance (G)

We Will Streamline Business Management and Ensure the Transparency and Soundness of Our Operations
Message from Corporate Officer in Charge of Governance (G)

Based on our purpose of supporting the enrichment of society through innovation and communication, we have pursued better corporate governance1 with the goal of building good relationships with all of the stakeholders surrounding the BellSystem24 Group and continuing to maximize our corporate value.

For that purpose, an important part of the management of our business is continuously reinforcing our corporate governance mechanisms. As a company with a board of auditors, we are supervised by the board of auditors and appoint multiple outside directors to reinforce the function to supervise the management of our business. We introduced a corporate officer system to swiftly address changes in our business environment and strive to ensure the agility of our operations. Currently, at least one third of our Board of Directors are independent outside directors. In the appointment of independent outside directors and independent outside auditors, we take into consideration the Tokyo Stock Exchange's independence criteria and our own criteria for independence that we have established. This ensures that we place importance on ensuring the independence2 of our directors and auditors. The Board of Directors and Board of Auditors each perform effectiveness evaluations every year.3 Within their respective meetings, all of the directors and auditors participate in discussions about the improvements necessary to ensure their effectiveness. The non-statutory Nominating Committee and Remuneration Committee have been established to enhance the transparency of our decision making in personnel and remuneration matters. Further, we have introduced a performance-and stock-based remuneration system to increase our performance and corporate value over the mid- and long-term.

We have also established the Internal Control Committee to regularly discuss internal control system4 issues and organizationally reinforce our internal check functions through the Corporate Ethics Hotline, our system for whistle-blowing. For compliance, we also reinforce our efforts to ensure the transparency of our corporate activities. For example, we have established our Basic Policy for the Prevention of Bribery.5 

Additionally, we place importance on disclosing information to stockholders, investors and other stakeholders in a timely and proper manner. We will continue to encourage dialogues with our many diverse stakeholders via opportunities such as explanatory meetings for investors.

Through these dialogues," we would like to better increase our corporate value from a long-term perspective.

Toyohisa Tsuji
Director and Corporate Officer SVP
BELLSYSTEM24 Holdings, Inc.