Our goal is to respond to a rapidly changing business environment in a timely manner and to improve corporate citizenship and transparency by reinforcing group management and building a relationship of trust with stakeholders that corresponds to today’s consolidated management.
Status of management organization and other corporate governance systems with respect to management decision making, business execution, and supervision of the company.
- 1. Establishment of committees or the adoption of a system of auditors.
The company adopts the system of auditors.
- 2. Appointment of Outside Directors and Outside Auditors
The company has eleven directors, of which three are outside directors, and five auditors, of which two are outside auditors.
- 3. Overview of Each Committee
A Nomination Committee and a Compensation Committee have been established as subordinate organizations of the Board of Directors. The Nomination Committee, which recommends candidates for directors, executive officers, and standing auditors to the Board of Directors, comprises two outside directors and two company-employed directors. The Compensation Committee, which submits agendas to the Board of Directors regarding the compensation structure and compensation proposals for directors and executive officers, comprises two outside directors and two company-employed directors.
- 4. System of Execution and Supervision of Business
The supervision of business is separate from the operating body, and the system of executive officers was introduced in order to strengthen the decision-making and supervisory functions of the Board of Directors to achieve prompt execution of business. The main missions of the directors are the supervision of business and decision making for the company, as well as to strengthen and grow the Group through the development of business strategies and important management decision making with respect to the Group. The Asahi Group Holdings, Ltd. functions as the staff of Group management.In addition, the executive officers have been delegated full management authority in order to accelerate the execution of business.
- 5. System of Internal Control
The management supervision system is based on supervising the execution of business by the directors and audits by the auditors and the Board of Auditors. For internal control of audits and compliance, the internal auditing department ensures that the business activities of the company are properly and efficiently performed.
- 6. Status of Third Parties such as Legal Counsel and Accounting Auditor
The company has engaged KPMG Azsa & Co.* to serve as the accounting auditor, which performs the audit in cooperation with the company auditor. The company attends to all legal requirements by obtaining advice from company legal counsel when necessary.
* Asahi & Co., which performed the audits of this company, changed its name into KPMG Azsa & Co. with the merger of Asahi & Co. and Azsa & Co. on January 1, 2004.