Overview
Corporate Governance System
The Company adopts an audit & supervisory board system, where its compliance management is founded on strict
audits carried out by Audit & Supervisory Board members to ensure the legality of the Company's activities.
Based on such policy, the Company will strengthen its monitoring and advisory functions by appointing more
than one (1) external director in the Board of Directors.
By adopting a system of supervisory and
executional officers in charge of specific operations and clarifying responsibilities and delegating
authority, we have created a system for the proactive and expeditious execution of operations.
- Board of Directors' Meeting
The Board of Directors is comprised of directors and makes decisions regarding important business execution matters based on a corporate philosophy and corporate planning in addition to supervising the execution of business by directors and executive officers.
Representative Director and Chairman serves as Chair. - Audit & Supervisory Board
The Audit & Supervisory Board is comprised of Audit & Supervisory Board members, who attend important meetings, such as Board of Directors and Management Council meetings. Audit & Supervisory Board members also exchange information with the Accounting Audit and Internal Audit Division and audit the business execution of directors, etc. through hearing of each division and affiliated company.
An Audit & Supervisory Board member serves as Chair. - Nominating Committee
The Nominating Committee is comprised of the Representative Director and external directors. It is established as an advisory body to the Board of Directors in order to ensure fairness and transparency of the process when determining candidates for directors and Audit & Supervisory Board members. This committee advises the Board of Directors on proposals regarding candidates for director, Audit & Supervisory Board member and supervisory executive officer.
An external director serves as Chair. - Compensation Committee
The Compensation Committee is comprised of the Representative Director and external directors. It is established as an advisory body to the Board of Directors in order to ensure transparency and fairness of the process when determining directors' compensations. This committee advises the Board of Directors on policies regarding compensation for directors and supervisory executive officers.
An external director serves as Chair. - Management Council
The Management Council is comprised of officers of executive officer level and higher. It performs decision-making and reporting related to business execution of the management strategy, primarily for the applicable fiscal year. The Mandom Group promptly responds to changing business environments by delegating business execution to the Management Council.
The President Executive Officer & Director serves as Chair. - Executive Board
The Executive Board is comprised of officers of supervisory executive officer level and higher. It performs decision-making and reporting related to business execution of the management strategy, primarily for the medium- to long-term. The Executive Board also deliberates on efforts to realize VISION2027 as developed by the Company.
The President Executive Officer & Director serves as Chair. - Sustainability Committee
The Sustainability Committee is comprised primarily of directors, Audit & Supervisory Board members, and supervisory executive officers. While developing our approach for promoting the sustainability of the Mandom Group and holding discussions with relevant departments at committee meetings and other meetings, this committee is strengthening our efforts to contribute to the sustainable development of society.
The President Executive Officer & Director serves as Chair.
Attending Members for Meetings of the Board of Directors, the Audit & Supervisory Board and Other Committees
The Board of Directors, Audit & Supervisory Board, and optional committees consist of the following members.
Executive Category |
Name | Age | the Board of Directors |
the Audit & Supervisory Board |
The Compensation Committee |
The Nominating Committee |
Attendance (FY2022) | |
---|---|---|---|---|---|---|---|---|
Board of Directors |
Audit & Supervisory Board |
|||||||
Representative Director | Motonobu Nishimura | 72 | ◎ | ○ | ○ | 13/13 | - | |
Representative Director | Ken Nishimura | 41 | ○ | ○ | ○ | 13/13 | - | |
Director | Yasuaki Kameda | 61 | ○ | 13/13 | - | |||
Director | Shinichiro Koshiba | 59 | ○ | 13/13 | - | |||
External Director | Shigeki Suzuki | 70 | ○ | ○ | ○ | 13/13 | - | |
External Director | Hitoshi Tanii | 51 | ○ | ◎ | ◎ | 13/13 | - | |
External Director | Mami Ito | 55 | ○ | ○ | ○ | - *1 | - | |
Audit & Supervisory Board Member |
Takehiko Ikehata | 64 | ○ | ○ | 13/13 | 16/16 | ||
Audit & Supervisory Board Member |
Takeshi Hibi | 63 | ○ | ◎ | 13/13 | 16/16 | ||
External Audit & Supervisory Board Member | Masahiro Nishio | 70 | ○ | ○ | 13/13 | 16/16 | ||
External Audit & Supervisory Board Member | Mikiharu Mori | 46 | ○ | ○ | 13/13 | 16/16 |
◎ indicates the chair; ○ indicates a member.