Corporate Governance Organization

Organization Structure

The Company selected the framework of a company with an Audit & Supervisory Board to set up a double-checking structure, with the Board of Directors providing supervision and the Audit & Supervisory Board members performing audits of legality and appropriateness. The Board of Directors functions as the highest decision-making body for management and, through organic collaboration with all components of the corporate governance framework, strives to maintain and improve management transparency, fairness, and speed to ensure its effectiveness.

Corporate Governance Changes

① Board of Directors

Please see this page for an introduction to the Board of Directors.

② Audit & Supervisory Board Members

The Audit & Supervisory Board consists of four members, of whom two are full-time directors and two external directors. The Company has also selected one deputy member, who will join the Audit & Supervisory Board if the number of members falls below the statutory requirement.
The Audit & Supervisory Board meets once a month ahead of meetings of the Board of Directors. It also holds special meetings as required. At these meetings, members pass resolutions on audit policies, plans, and methods, and related items, and discuss audit reports, survey results, and other matters relating to proposals to be submitted to the Board of Directors.
One way the Company ensures the effectiveness of Audit & Supervisory Board audits is by maintaining and strengthening the Group-wide internal reporting system, providing protection for people who report issues, and ensuring effective information management. Audit & Supervisory Board members attend important meetings and can receive briefings from various stakeholders. In addition to the development of these systems, the Company has assigned employees to assist Audit & Supervisory Board members in their duties.
Internal audits are the responsibility of the Audit Department, which regularly provides Audit & Supervisory Board members with briefings and reports regarding audit plans, the status of audit activities, and audit results. In addition to ensuring a constant flow of information through the exchange of data, the Company is also endeavoring to improve cooperation in order to improve the reliability and validity of audits.

③ Executive Management Committee

The Executive Management Committee comprises directors (excluding external directors), general managers and other key members engaged in business execution. It is positioned as a body for decision-making, consultation, and communication pursuant to the authorities it has been assigned in the execution of business relating to important management matters, and as such is structured to facilitate and ensure speedy execution of important management issues.

④ Personnel Remuneration Committee

The Personnel Remuneration Committee is a voluntary committee in the same manner as the Nominating Committee and Remuneration Committee. It receives requests for advice from the Board of Directors, and reviews and reports to the Board on matters listed below to enhance transparency and objectivity in election, dismissal and determination of officer remuneration.

• - Matters related to election, reappointment, and dismissal of directors and Audit & Supervisory Board members
• - Matters related to independence standards of external officers
• - Matters related to appointment and removal of representative directors and directors with operational responsibilities
• - Formulation and revision or repeal of succession plans for the Company’s President, selection and development of succession candidates under recent and future plans, and other matters related to plan implementation
• - Matters related to directors’ areas of responsibility
• - Matters related to remuneration of directors, Audit & Supervisory Board members, and managing officers
• - Matters related to treatment of directors and Audit & Supervisory Board members after their retirement
• - Other matters for which requests for advice are received from the Board of Directors

To increase transparency and objectivity of the procedures, and from the point of view of strengthening the supervisory function of management, the committee chair is an external director, and the majority of committee members are external directors.

⑤ Internal Control Committee

The Internal Control Committee is working to build an internal control system for the entire group and maintain and improve its effectiveness. For more information, please click here.

⑥ Sustainability Committee

The Sustainability Committee formulates the basic policies for the Group's sustainability activities, discusses specific initiatives, problem-solving, and other issues, and promotes various initiatives. For more information, please click here.

⑦ Quality Assurance Committee

The Quality Assurance Committee deliberates and decides on the company-wide basic policy and important measures related to quality assurance. Chaired by the President, the Committee convenes twice each year to make strategic decisions on important quality issues, discuss quality policies and standards, and review operations. The content of deliberations by the Quality Assurance Committee is reported to the Board of Directors. Our Quality Policy also forms the basis for quality rules for our supply chains. Systematic quality management under these quality rules ensures the safety and quality of all products handled.