Management System

Corporate Governance

Approach to Corporate Governance

Our corporate philosophy is " Developing stable businesses to ensure the happiness of employees." We recognize that in order to live up to this philosophy and achieve sustainable growth while improving corporate value over the medium to long term, we must enhance our corporate governance as one of the most important management issues. The aim is to become a company with broad stakeholder support by developing our business while being aware of our social responsibilities and the expectations of society.

Based on this approach and the Company's Board of Auditors system, we are increasing the transparency of our management by appointing two or more external directors to the Board of Directors. This will enhance the board's oversight function to help build a truly effective corporate governance system. Moreover, through the introduction of an executive officer system, we are working to separate the management decision-making and business execution functions, enabling more responsive management decisions and business execution. In order to better complement the function of the Board of Directors, we have also established Group Management Committee, Compliance Committee, and Group Compliance Committee. To enable these committees to fulfill their respective roles, we have established systems that enable them to promote open discussions, make rapid decisions, and provide fair and transparent management. Finally, we are continuously working to ensure that our internal control system is operating properly.

Corporate Governance Data

Organizational structure Company with a Board of Directors
President Hirotatsu Kambara
Number of Directors 10 directors, including 3 external directors
Number of Auditors 1
Board of Directors meetings
during the Fiscal Year Ending December 2022
Number of meetings 12
Agenda item examples Approval of the annual budget, financial results, and executive appointments, etc.
Important meetings attended by Auditors Board of Directors, Group Management Committee, Group Compliance Committee
Accounting auditor Seiyo Audit Corporation

Corporate Governance System


Ensuring Group-Wide Adherence to a Basic Code of Conduct

In addition to establishing our corporate philosophy, values, purpose, and corporate guideline, we have also implemented a code of conduct. By requiring that every officer and employee upholds the same high standard of ethics and values while performing their activities and duties, the Group is working to ensure group-wide adherence to corporate ethics and to promote compliance management. Accordingly, we have prepared a compliance manual based on our code of conduct, and are working to ensure that all officers and employees have a strong compliance awareness.

Internal Compliance Hotline

The TSUNEISHI Group has established a whistleblower hotline as part of an internal system for officers and employees to anonymously report or inquire about compliance issues. In addition to various activities to raise compliance awareness, we are working to improve group-wide compliance by encouraging the use of this hotline.