Status of management system
Overview of the corporate governance system
The Company has adopted a corporate auditor system, and has established management-related bodies including the General Shareholders Meeting, Board of Directors and Board of Corporate Auditors, in addition to the Executive Committee and the General Managers' Meeting. In addition, it has established the Nomination and Compensation Committee, which is an voluntary advisory body to the Board of Directors.
Directors and Board of Directors
The Board of Directors consists of 12 Directors, including 7 Directors in charge of the execution of duties and 5 Outside Directors who are independent, to ensure sufficient deliberation leveraging diverse perspectives and prompt, reasonable decision making. The Board of Directors meets once a month, with the President and Director acting as chairperson if the Chairperson of the Board is unavailable, to discuss issues and pass resolutions regarding important matters such as management policies and strategies, while also engaging in other assignments including supervising the Directors' execution of their duties based on reports on the status of execution of important duties received from the Directors. The Company has been making efforts to establish a flexible structure for its Officers' management of business by limiting the term of office of Directors to one year, while also leveraging an Executive Officer System to further enhance corporate governance, including the strengthening of management and supervisory functions and the ability of those entrusted to execute their duties, the improvement of management efficiency and the expediting of decision-making processes.
In addition, the Company is able to strengthen its supervision of management by enabling five Outside Directors who supervise management from an objective standpoint and Corporate Auditors including three Outside Corporate Auditors to work collaboratively, attend meetings of the Board of Directors and express their opinions.
Reasons for the appointment of Outside Directors and status of their activities
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Please note that actual results may differ materially from earnings forecasts due to a range of factors such as future economic and/or social conditions.
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