The Company believes that building good relationships with stakeholders of the Group such as shareholders, clients, business partners and employees and winning their confidence are essential for maximizing its corporate value. For this purpose, the Company regards strengthening corporate governance as one of its most important management issues. Based on this recognition, we endeavor to operate with a focus on transparency and soundness while improving management efficiency.
The Company has adopted a system that includes a board of corporate auditors based on the judgment that combining the supervisory function of the Board of Directors, including outside directors, with the audit function of the corporate auditors, including outside corporate auditors, effectively provides a monitoring function for overall management. In addition, to respond promptly to changes in the business environment surrounding the Group, the Company has adopted the executive officer system for the purpose of accelerating both management and corporate governance by enabling business to be executed in a flexible manner.
The Board of Directors meets each month and at other times as required to decide on important matters and supervise the execution of business by the directors and the executive officers according to laws, regulations, the Articles of Incorporation, the Board of Directors Regulations and other company regulations. The Board of Directors consists of nine directors, including three independent outside directors to strengthen its supervisory function. Three corporate auditors also attend meetings of the Board of Directors.
The Board of Corporate Auditors consists of three corporate auditors (including two outside corporate auditors) and meets each month and at other times as required to audit the execution of duties by the directors. The corporate auditors determine the Company's circumstances and audit whether its business activities comply with laws, regulations, the Articles of Incorporation and company regulations by attending meetings of the Board of Directors and checking the process of making important decisions and the status of business execution, and through the attendance of full-time corporate auditors at important meetings including the Executive Committee and their checking of internal requests for managerial decision. Corporate auditors also make efforts to prevent inappropriate accounting treatment, through audits in cooperation with the accounting auditor.
Executive officers execute the operations in their area of responsibility based of the authority given to directors to execute the duties delegated to them within the scope of authorization resolved by the Board of Directors.
The Executive Committee comprises the President and persons designated by the President. It meets once a week, in principal, with full-time corporate auditors attending. The Executive Committee is positioned as an advisory board for the President to decide on important matters within the scope authorized to the executive officers by resolution of the Board of Directors. It also functions effectively as a forum for information sharing and discussions among the executive officers.
The Company has appointed PricewaterhouseCoopers Aarata as its accounting auditor and has entered into an audit agreement with PricewaterhouseCoopers Aarata to undergo appropriate auditing. The corporate auditors seeks to cooperate closely with the accounting auditor through meetings held regularly and when needed to receive reports, as well as by exchanging opinions when appropriate.
