Our basic concept

We believe that establishing firm corporate governance is one of the essential requirements to receive acclaim from stakeholders, including shareholders, and to win public trust, as we are aware that securing sound and transparent management, as well as improving business efficiency, directly leads to increasing corporate value and shareholder value. Based on such principle, we are committed to strengthening our corporate governance by implementing the following measures:

Implementation of corporate governance measures

Directors

The Board of Directors is positioned as a body to make decisions on issues designated by laws and regulations and on important managerial issues, while supervising operations with a focus on enhancing reporting from board members.
All Board members (excluding Audit & Supervisory Committee members) are required to attend management meetings (divisional meetings) to facilitate better sharing of information relating to operations, thus putting in place control functions and enabling more prompt operations, in addition to closer scrutiny and supervision of operations.

Internal audit and internal control

The parent company, Nippon Kanzai Holdings Co., Ltd. has established an Internal Audit Office to conduct internal audits and an Internal Control Office to conduct internal control evaluations.
In accordance with laws, regulations, and internal rules, the Internal Audit Office audits the execution of business operations in cooperation with the auditing firm, and the Internal Control Office establishes and provides guidance on the internal control system and evaluates internal controls.
The results of audits and evaluations are reported to the President and Representative Director as appropriate, and efforts are made to enhance and improve corporate governance.

Attorneys, accounting auditors and other relevant third parties

Regarding the involvement of attorneys and auditing firms in our corporate governance, Nippon Kanzai considers and implements proper responses to major legal matters in consultation with our corporate lawyers.
Nippon Kanzai has an audit contract with PricewaterhouseCoopers Japan LLC for regular accounting audits. In addition to regular accounting audit and internal control audit in accordance with Financial Instruments and Exchange Act, Nippon Kanzai assures compliance by having the auditing firm check on important accounting issues and internal control issues.

Disclosure of information

From the viewpoint of improving management transparency, the Group strives for timely disclosure to shareholders and the market, including earlier disclosure of financial results, and further enhancement and reinforcement of investor relations activities.
We also strive to disclose management information in a proactive and timely manner, not only through legal disclosure, but also through our website.