Corporate misconduct runs the risk of losing social trust and can threaten the company’s viability as a going concern. Looking to the Corporate Governance Code, we will strengthen the company-wide governance structure and strive for appropriate information disclosure to secure management objectivity and transparency so as to remain a company that is trusted by society.
Basic Thinking on Corporate Governance
Our corporate activities are made possible by the support of our customers, shareholders, business partners, local communities, and other stakeholders. In order to maintain the trust of these stakeholders, we recognize the importance of and will work on robust corporate governance. In addition to the legally mandated functions of the board of directors and audit committee, we use internal and external audits to improve management efficiency and transparency to fulfill our responsibility to society.
In addition, we have established the “Nomination and Remuneration Advisory Committee” as an advisory body of the board of directors with an aim to strengthen independence and objectivity as well as accountability of the functions of the board of directors pertaining to the nomination of and remuneration for directors and other matters.
The committee is currently composed of four members, three of which are outside directors (of these, two are independent outside directors).
The committee determines original motions for the agenda of the general meeting of shareholders concerning appointment and dismissal of directors excluding those who are Audit and Supervisory Committee Members and directors who are Audit and Supervisory Committee Members, original motions for the selection and dismissal of the representative director, directors with special titles and executive officers, original motions for the assignment of duties of executive directors and original motions for the basic policy concerning such things, and deliberates matters concerning the succession plan and other matters.
As for executive management including the CEO, the committee evaluates business performance such as the status of achievement of performance goals every year and deliberates propriety of reappointment based on such evaluation.
As for remuneration, the committee shall determine the remuneration of each director excluding those who are Audit and Supervisory Committee Members and will also deliberate the policy on the determination of remuneration and determine original motions for it.
We are implementing each and every one of the principles of the Corporate Governance Code.
Based on our Corporate Ethics and Conduct Charter, which declares our implementation of corporate ethics and social responsibility, we have set out a Compliance Code of Conduct and a Compliance Manual so that officers and employees behave in a way that conforms to laws, regulations, our Articles of Incorporation, and social norms, and have established a thorough enforcement structure in our Compliance Regulations. Full implementation of these is achieved through the instructions of the compliance officer and cooperation of the compliance department and each other department.
Communication with Stakeholders
Communication with Shareholders
We strive to create opportunities for dialogue with shareholders through initiatives such as the holding of accounts briefing meetings and conducting IR activities in Japan and abroad for each target, in addition to timely disclosure through our website and the general meeting of shareholders held once a year.
Communication with Customers and Business Partners
We work to create products that provide security, safety and comfort as a “life developer.”
We also strive to enhance customer satisfaction with a Customer Service Committee that is made up of members selected from each department.
Communication with Employees
With a whistleblowing system, work environment surveys and other opportunities created for dialogue with employees, we have established a structure for prevention or prompt handling of harassment and compliance violations.
We have set out our basic policy on risk management in the Risk Management Regulations and the ways to combat risks in the event that they occur in the Crisis Management Regulations.
For risks associated with development businesses, we have all business risks checked in detail and determine the policy for dealing with them on such occasions as the divisional meetings held once a week with directors and department heads as members.
In addition, along with having screening methods and structures in place for business risks, legal risks, etc., risks are checked at multiple levels by the development business segment, management segment and president upon entering into real estate sale and purchase agreements or other significant agreements.
Monitoring of the status of risks across the organization and company-wide information sharing are conducted at the meetings of the Risk Management Committee held once a week. The Risk Management Committee strives for timely information-sharing and decision-making on the policy for dealing with a wide range of risks, such as compliance risks, legal risks, labor risks and safety management risks.