4One year14YesNoneErnst & Young ShinNihon LLC1316Organizational StructureNumber of Directors (Number of Outside Directors)Number of Audit & Supervisory Committee Members (Number of Outside Directors) Number of Independent Outside DirectorsDirectors’ Term of OfficeNumber of Board of Directors’ Meetings in FY2023Adoption of an Executive Officer SystemTakeover Defense MeasuresAccounting Auditor* Outside directors also participateSustainability Disclosure SubcommitteeTCFD SubcommitteeCorporate Ethics SubcommitteeSocial Contribution SubcommitteeDiversity & Work Style Reform Promotion SubcommitteeCompany with an audit and supervisory committee12 (5)3 (2)50Corporate Governance Organization ChartCorporate Governance SystemSustainability CommitteeEnvironmental CommitteeSocial & Governance CommitteeCorporate Risk Management CommitteeSDGs CommitteeGeneral Meeting of ShareholdersBoard of DirectorsRepresentative directorsManagement meetingsOperational execution divisions, Group companiesIndependent Outside Director RatioAudit & Supervisory Committee(Directors serving as Audit & Nomination and Compensation Committee(Independent Audit OfficeFour of 12 directorsFemale Director RatioTwo of 12 directorsIndependent auditorAppointment / DismissalManagement decisionsInstruction / ConsultationInforming / Reporting / ProposingInformingPromotion(Executive officers)Operational executionrights on its Board of Directors in order to strengthen the Board’s supervisory function. In addition, we have established committees that are unique to the Company: the Sustainability Committee, in which all outside directors also participate to provide advice and recommendations from an objective perspective, and the Nomination and Compensation Committee, which deliberates and reports on the selection and dismissal of directors and executive officers and on their evaluation and compensation. In these ways, the Company is working to step up corporate governance and streamline management even further.Auditing / Supervising(Directors)ConsultationAdvice / SuggestionInternal auditingAppointment / DismissalSupervisory Committee members)outside directors, representative directors, outside expert)CooperationAppointment / DismissalCooperationAccount auditing / Internal control auditingInformingFundamental Policies and Structures Related to Corporate GovernanceThe Group believes that the fundamentals of corporate gover-nance are to achieve thorough legal compliance, to increase management transparency and promote corporate ethics, and to make prompt decisions and effectively execute operations. By enhancing and reinforcing corporate governance, we aim to fur-ther increase our corporate value and joint profits with shareholders.LINTEC has selected the company with an audit and supervi- sory committee system described in the Companies Act of Japan for its organizational structure. The Company has placed directors that are also Audit & Supervisory Committee members with voting Governance
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