Basic concept regarding our corporate governance
We attach a high value to benefits for all stakeholders who support our corporate activities, and we position the enhancement of corporate governance as one of the highest priority issues for our corporate management. Accordingly, we are endeavoring to ensure the soundness and transparency of our management while working to materialize “gratitude and happiness,” which is our corporate philosophy, and to increase the corporate value sustainably.
The Board of Directors and directors
The number of directors in the Board shall be seven or less as set out in the company's constitution. In principle, the number of directors and the members of the Board shall be decided from the perspective of securing substantial discussions within the Board of Directors while taking account of the balance and diversity of the directors' knowledge of each business category, experience and business expertise. The Board consists of five directors, including three outside directors. We hold meetings of the Board of Directors once a month, and extraordinary meetings of the Board of Directors as necessary. Outside directors shall be selected from those who are judged to be unlikely to cause a conflict of interest with the general shareholders complying with the requirement for externality stipulated in the Companies Act and our policies regarding the appointment of outside directors.
Board of Corporate Auditors and auditors
The Board of Corporate Auditors consists of three corporate auditors, including two outside corporate auditors, and holds meetings once a month. The corporate auditors have developed a system to support management transparency in cooperation with the accounting auditor and the Internal Audit Office based on an audit plan.
Establishment of voluntary committees (evaluation and compensation committee)
Although we are not a company that establishes a nominating committee, etc., we established the evaluation and compensation committee consisting of outside directors appointed by the Board of Directors to provide recommendations and advice about the policies regarding the goals, evaluation and compensations, etc. of the directors and operating officers.
Basic concept regarding the internal control system and the situation of the system
Based on the understanding that it is an important managerial responsibility to develop and operate a system necessary to ensure the properness of operations, we established the basic policy regarding the development of the internal control system.