Corporate Governance

Basic policy on corporate go vernance

We believe that the key elements of corporate governance for Tsubakimoto and its group companies (hereinafter, the “Group”) are the appropriate and prompt decision-making by the Board of Directors on corporate management, the reliable development of business based on such decision-making, and the maintenance of compliance in the process of such decision-making and business execution.

Corporate governance structure

We have adopted the Corporate Auditor System and the Executive Officer System as a system to promote the separation of supervision and execution, which includes a Board of Directors, Board of Corporate Auditors, Board of Corporate Management, and Executive Committee. The Board of Corporate Management is an advisory body for decision-making by the Representative Directors. Its main function is to ensure that our top management is fully aware of important policies and measures decided by the Representative Directors and shares the same vision. The Executive Committee reports and deliberates on the status of business execution by Executive Officers.

At the same time, we have established an Internal Control Committee, Risk Management Committee, Compliance Committee, and Sustainability Promotion Committee, and these committees form a system to support business execution by Representative Directors in terms of the internal control system and compliance based on the Financial Instruments and Exchange Act, business risks, and sustainable development of business (i.e. sustainability). We also have a voluntary Nomination & Remuneration Committee with independent outside directors constituting the majority of its members as an organization that fulfills the same functions as the Nomination Committee and the Remuneration Committee of a Company with a Nominating Committee, etc.

Our domestic subsidiaries have also adopted a Corporate Auditor System, and management support and oversight is provided by the parent company as needed. On the basis of this structure for management oversight and support, the Board of Corporate Management discusses important matters regarding the Group’s management, and the Board of Directors undertakes deliberations, issues approvals, and reaches resolutions. Only members who attend meetings of the Board of Corporate Management and the Board of Directors are privy to this information, and each member ensures that the information is subject to strict management.

Corporate Officers  

List of Officers

Skill Matrix

Corporate Governance Report