Corporate Governance Report I. Basic Policies For Corporate Governance .

1y ago
16 Views
2 Downloads
883.58 KB
31 Pages
Last View : 1d ago
Last Download : 4m ago
Upload by : Randy Pettway
Transcription

December1, 2015OMRON CorporationPresident and CEO : Yoshihito YamadaContact: Board of Directors Office 81-3-6718-3410Stock Ticker No.: 6645fURL: http://www.omron.comCorporate Governance ReportI. Basic Policies for Corporate Governance, Capital Structure, CorporateAttributes and other Basic Information1. Basic Policies1. Basic Policies for Corporate GovernanceOMRON Corporation and its affiliated companies (hereinafter referred to as the “OMRONGroup”) have set forth the following corporate governance policies (hereinafter referred to asthe “Policies”) based on the OMRON Principles and its Management Philosophy in order toachieve sustainable enhancement of corporate value. In accordance with these Policies, theOMRON Group strives to continuously enhance its corporate governance. Omron Principles Our MissionTo improve lives and contribute to a better societyOur Values・ Innovation Driven by Social NeedsBe a pioneer in creating inspired solutions for the future.・ Challenging OurselvesPursue new challenges with passion and courage.・ Respect for AllAct with integrity and encourage everyone’s potential. Management Philosophy We believe a business should create value for society through its key practices.We are committed to sustainably increasing our long-term value by putting Our Missionand Values into practice.・We uphold a long-term vision in our business practices to create solutions to society’sneeds1

・ We operate as a truly global company through our fair and transparent managementpractices・ We cultivate strong relationships with all of our stakeholders through responsibleengagement【Reasons for not implementing each principle of the CorporateGovernance Code】・The Company upholds the aim and spirit of the Corporate Governance Code (hereinafterreferred to as the “Code”), and the OMRON Corporate Governance Policies* articulatethat the Company implements all of the principles set forth in the Code in the Company’scorporate governance system and practices.* Please refer to “Disclosure based on each principle set forth in the Corporate Governance Code”below.【Disclosure based on each principle set forth in the CorporateGovernance Code】・Following a resolution of the meeting of the Company’s Board of Directors held on June23, 2015, the Company established the OMRON Corporate Governance Policies:Seeking Sustainable Enhancement of Our Corporate Value (hereinafter referred to as the“Policies”). In May 2015, the Company introduced the newly defined OMRONPrinciples, along with the Management Policy in which it declares to all stakeholders theCompany’s management stance and its approach to putting the OMRON Principles intopractice through its business operations. Based on the underlying spirit of the newlydefined OMRON Principles and Management Philosophy, these Policies wereestablished with the goal of achieving sustainable improvement of corporate value.・These Policies are available at the OMRON Group Website:URL: http://www.omron.com/ir/management/pdfs/20150623 governance policies e.pdf・The Company upholds the aim and spirit of the Corporate Governance Code (hereinafterreferred to as the “Code”), and these Policies articulate that the Company implements allof the principles set forth in the Code, including those principles that call for disclosureof specific items, in the Company’s corporate governance system and practices.・For details regarding the Company’s implementation of the principles stated in the Code,please refer to “Corporate Governance Code Implementation Status” on p.30.2

2. Capital StructurePercentage of shares held by overseas investorsOver 30%Principal Shareholders: (Updated)NameNumber ofShares HeldState Street Bank and Trust Company 505223Japan Trustee Services Bank, Ltd. (trust account)The Bank of Tokyo-Mitsubishi UFJ, Ltd.State Street Bank and Trust Company 505001The Bank of Kyoto, Ltd.The Master Trust Bank of Japan, Ltd. (trust account)Nippon Life Insurance CompanyJapan Trustee Services Bank, Ltd. (trust account 9)The Bank of New York, Non-Treaty Jasdec AccountOmron Employee Stockholding 1.56%1.42%1.38%Controlling shareholders (except parent company) NoneParent companyNoneSupplemental Remarks (Updated)1. On July 23, 2015, FRM LLC and its joint-holder company filed an amendment to the majorshareholding status report stating that they held 8,869 thousand shares of the Company(representing 4.08% of the total number of shares issued) as of July 15, 2015. However, theOMRON Group has not been able to confirm the number of shares currently possessed bythem as of the end of the second quarter of the fiscal year, therefore the status of majorshareholders stated above is based on the shareholder register as of the end of the secondquarter of the fiscal year.2. On November 17, 2015, Harris Associates L.P. filed an amendment to the major shareholdingstatus report stating that they held 26,205 thousand shares of the Company (representing12.05% of the total number of shares issued) as of November 11, 2015. However, theOMRON Group has not been able to confirm the number of shares currently possessed byHarris Associates L.P. as of the end of the second quarter of the fiscal year, therefore thestatus of major shareholders stated above is based on the shareholder register as of the end ofthe second quarter of the fiscal year.3. Corporate AttributesStock exchange listingsFiscal year endIndustry(Consolidated)Number of Employees(Consolidated)Net SalesNumber of consolidated subsidiariesTokyo Stock Exchange (first sections)March 31Electrical equipmentOver 1,000Over 100 billion and below 1 trillionOver 100 and less than 3003

4. Policies relating to measures for protecting minority shareholders whenconducting transactions etc. with controlling shareholdersNone.5. Other Special Items Exerting a Significant Impact on CorporateGovernanceNone.II. Organizational Structure for Managerial Decision-Making, Execution,Supervision and other Corporate Governance Structure1. Organizational Structure and Operational ManagementType of OrganizationCompany with Audit & SupervisoryBoard MembersBoard of Directors:Number of directors stipulated in Articles ofIncorporationDirectors' term of office stipulated in Articles ofIncorporationChairperson of the Board of DirectorsNumber of directorsAppointment of Outside DirectorsNumber of Outide DirectorsNumber of Outside Directors designated asIndependent Director101 yearChairman of the Board(unless double as the President)8Yes33Relationship with the Company (1)NameAttributeRelationship with the Company*A b c d e f g h I J K Kazuhiko ToyamaFrom another company Eizo KobayashiFrom another companyKuniko NishikawaFrom another company* Categories for relationship with the Company* ” when the said individual presently falls or has recently fallen under each of thefollowing categories; “ ” when the said individual fell under each of the followingcategories in the past.* ” when a close relative of the said individual presently falls or has recently fallen undereach of the following categories; “ ” when a close relative of the said individual fellunder each of the following categories in the past.4

a. Executive of a listed company or its subsidiaryb. Executive or non-executive director of the parent company of a listed companyc. Executive of a fellow subsidiary company of a listed companyd. The party who’s principal client or supplier is a listed company or executive thereofe. Principal client or supplier of a listed company or executive thereoff. Consultant, accountant or legal professional who receives a large amount of monetaryconsideration or other property from a listed company besides compensation as an executiveg. Principal shareholder of a listed company (executive of the said corporate shareholder if theprincipal shareholder is a legal entity)h. Executive of a client or supplier company of a listed company (which does not correspond toany of d, e, or f, above) (the said individual only)i. Executive of a company, between which and OMRON outside directors are mutuallyappointed (the said individual only)j. Executive of a company or organization that receives a donation from a listed company (thesaid individual only)k. Other5

Relationship with the Company (2)NameIndependentdirectorKazuhikoToyama Supplemental information oncorresponding itemsMr.Kazuhiko Toyama meets therequirements of the Company’s ownoriginal ‘Independence Requirements forOutside Directors and Audit & SupervisoryBoard Members’. He is registered as anindependent director to the Tokyo StockExchange, Inc. (For more details, please seethe Independent Directors and Audit &Supervisory Board Members section belowdescribed)Mr. Kazuhiko Toyama currently serves asCEO of Industrial Growth Platform, Inc.(IGPI). While the Group hasconcluded a consulting contract with theIGPI Group, such transactions in fiscal 2014account for less than 1%of the consolidated net sales of the Groupand those of the IGPI Group; there isnothing questionable regardingthe independence of Mr. Toyama, and thereis no special interests between Mr. Toyamaand the Company. Significant concurrent positions CEO of Industrial Growth Platform,Inc.Outside Director of PIA Corporation6Reason for selecting as outsidedirector (and reason forappointing as independentdirector ) Reasons nominated as a candidate Having served in a number of corporatemanagement positions for many years,Mr. Kazuhiko Toyama has superiorinsight intomanagement and appropriately supervisesthe corporate management as Director(Independent). In addition, Mr. Toyama isparticularly familiar with corporategovernance issues, and activelycomments as Chairman of the PersonnelAdvisory Committee, CEO SelectionAdvisory Committee and CorporateGovernance Committee to contribute toincreasing transparency and fairness inthe management of the Company.Based on these factors, the Companybelieves that he is a suitable person forachieving sustained improvements incorporate value and therefore requests hisreelection as a Director (Independent). Reason for appointing as independentdirector The Personnel Advisory Committeeconfirm that he meets the IndependenceRequirements and serves for protectinggeneral shareholders' interests as anindependent director. Process for appointing as independentdirector The Company has defined theIndependence Requirements in theCorporate Governance Committee.According to the IndependenceRequirements, independent direcotrs areselected by the Board of Directors afterthe Personnel Advisory Committeeheaded by an outside director reply toinquiries from the Board of Directors.

EizoKobayashi Mr.Eizo Kobayashi meets the requirementsof the Company’s own original‘Independence Requirements for OutsideDirectors and Audit & Supervisory BoardMembers’. He is registered as anindependent director to the Tokyo StockExchange, Inc. (For more details, please seethe Independent Directors and Audit &Supervisory Board Members section belowdescribed)Mr. Eizo Kobayashi currently serves asChairman of ITOCHU Corporation. Whilethe Group has a business relationship withthe ITOCHU Group including sales ofproducts, such transactions in fiscal 2014accounted for less than 1% of theconsolidated net sales of the Group andthose of the ITOCHU Group; there isnothing questionable regarding theindependence of Mr. Kobayashi, and thereare no special interests between Mr.Kobayashi and the Company. Significant concurrent positions Chairman of ITOCHU CorporationChairman of ITOCHU FoundationChairman of Japan Foreign Trade Council,Inc.Outside Director of Nippon Venture CapitalCo., Ltd.Outside Audit & Supervisory BoardMember of Asahi Mutual LifeInsurance CompanyExternal Director of Japan Airlines Co., Ltd.(to be appointed in June2015)KunikoNishikawa Ms. Kuniko Nishikawa meets therequirements of the Company’s ownoriginal ‘Independence Requirements forOutside Directors and Audit & SupervisoryBoard Members’. He is registered as anindependent director to the Tokyo StockExchange, Inc. (For more details, please seethe Independent Directors and Audit &Supervisory Board Members section belowdescribed) Significant concurrent positions President & CEO of Firststar HealthcareCo. Ltd.President of Benesse MCM Corp.Non-Executive Director and Member of theRegional Economy Vitalization Committeeof Regional Economy VitalizationCorporation of Japan7 Reasons nominated as a candidate Having served as chairman of a globalcompany, Mr. Eizo Kobayashi hasexperience in proactive businessdevelopment in a wide range of fieldsalong with superior insight intomanagement and appropriately supervisesthe corporate management as a Director(Independent). In addition, Mr. Kobayashishares his experience and insight as amanagement expert, and activelycomments as Chairman of theCompensation Advisory Committee tocontribute to increasing transparency andfairness in the management of theCompany.Based on these factors, the Companybelieves that he is a suitable person forachieving sustained improvements incorporate value and therefore requests hisreelection as a Director (Independent). Reason for appointing as independentdirector The Personnel Advisory Committeeconfirm that he meets the IndependenceRequirements and serves for protectinggeneral shareholders' interests as anindependent director. Process for appointing as independentdirector The Company has defined theIndependence Requirements in theCorporate Governance Committee.According to the IndependenceRequirements, independent direcotrs areselected by the Board of Directors afterthe Personnel Advisory Committeeheaded by an outside director reply toinquiries from the Board of Directors. Reasons nominated as a candidate Ms. Kuniko Nishikawa has abundantinternational experience, and, havingstarted her own company after experiencein a global management consulting firmand management of a medical staffingcompany, she has a diverse track record ofmanagement achievements and superiorinsight. Based on these factors, theCompany believes that she is a suitableperson for achieving sustainedimprovements in corporate value andtherefore requests her election as aDirector (Independent). Reason for appointing as independentdirector The Personnel Advisory Committeeconfirm that he meets the IndependenceRequirements and serves for protectinggeneral shareholders' interests as anindependent director. Process for appointing as independentdirector The Company has defined theIndependence Requirements in theCorporate Governance Committee.According to the IndependenceRequirements, independent direcotrs areselected by the Board of Directors afterthe Personnel Advisory Committee

headed by an outside director reply toinquiries from the Board of Directors.Any optional committee equivalent to theNomination Committee or RemunerationCommitteeYesEstablishment of optional advisory committees, committee composition, and attributes of thechairpersonOptional committeeOptional committeeequivalent to Nominationequivalent toCommitteeRemuneration CommitteeCommitteeThe Personnel AdvisoryThe CompensationCommitteeAdvisory CommitteeCommittee members55Full-time members––Internal directors33Outside directors33Outside experts––Others––ChairpersonOutside directorOutside directorAudit & Supervisory Board Members:Audit & Supervisory BoardNumber of Audit & Supervisory Board membersstipulated in Articles of IncorporationNumber of Audit & Supervisory Board membersYes54Status of Cooperation between Audit & Supervisory Board members, the AccountingAuditor, and the Corporate Internal Auditing DepartmentNote: Please refer to “3. Audit & Supervisory Board, (3) Relationship with External Auditorsand the Internal Accounting Department” of Section 4 of the OMRON Corporate GovernancePolicies.Appointment of Audit & Supervisory Boardmembers (independent)Number of Audit & Supervisory Board(independent)Number of Audit & Supervisory Board members(independent) designated as independent officersYes22Relationship with the Company (1)NameAttributeRelationship with the Company*a B c d e f g h i j k l8m

Eisuke NagatomoFrom another company Yoshifumi Matsumoto Attorney at Law* Categories for relationship with the Company* ” when the said individual presently falls or has recently fallen under each of thefollowing categories; “ ” when the said individual fell under each of the followingcategories in the past.* ” when a close relative of the said individual presently falls or has recently fallen undereach of the following categories; “ ” when a close relative of the said individual fellunder each of the following categories in the past.a. Executive of a listed company or its subsidiaryb. Non-executive directors or accounting advisors of the listed company or its subsidiariesc. Executive or non-executive director of the parent company of a listed companyd. Parent company of auditors of listed companye. Executive of a fellow subsidiary company of a listed companyf. The party who’s principal client or supplier is a listed company or executive thereofg. Principal client or supplier of a listed company or executive thereofh. Consultant, accountant or legal professional who receives a large amount of monetaryconsideration or other property from a listed company besides compensation as an executivei. Principal shareholder of a listed company (executive of the said corporate shareholder if theprincipal shareholder is a legal entity)j. Executive of a client or supplier company of a listed company (which does not correspond toany of f, g, or h, above) (the said individual only)k. Executive of a company, between which and OMRON outside directors are mutuallyappointed (the said individual only)l. Executive of a company or organization that receives a donation from a listed company (thesaid individual only)m. OtherRelationship with the Company (2)NameEisukeNagatomoIndependentaudit &supervisoryboardmember Supplemental informationon corresponding itemsReason for selecting as audit &supervisory boardmember(independent)Mr.Eisuke Nagatomo meets therequirements of the Company’s ownoriginal ‘IndependenceRequirements for Outside Directorsand Audit & Supervisory BoardMembers’. He is registered as anindependent audit & supervisoryboard member to the Tokyo Stock Reason for selecting as audit & supervisoryboard member (independent) Mr. Eisuke Nagatomo is well versed incorporate governance and internal controlsystems, and OMRON wishes to incorporatehis expertise into its auditing practices.He holds prominent positions includingMember of the Board, Managing Director,9

Exchange, Inc. (For more details,please see the Independent Directorsand Audit & Supervisory BoardMembers section below described).Mr. Nagatomo formerly belonged toTokyo Stock Exchange, Inc. WhileOMRON pays listing fee to thecompany, such transactions in thefiscal year 2014 accounted for lessthan 1% of the consolidated net salesof OMRON Group and those of theirgroup; there is nothing questionableregarding the independence of Mr.Nagatomo, and there are no specialinterests between Mr. Nagatomo andthe Company. Significant concurrent positions President and CEO of ENAssociates Co., Ltd.Outside Director of kabu. comSecurities Co., Ltd.Outside Director of Miroku JohoService Co.,Ltd.Outside Audit & Supervisory BoardMember of NIKKISO CO., LTD.YoshifumiMatsumoto Mr.Yoshifumi Matsumoto meets therequirements of the Company’s ownoriginal ‘IndependenceRequirements for Outside Directorsand Audit & Supervisory BoardMembers’. He is registered as anindependent audit & supervisoryboard member to the Tokyo StockExchange, Inc. (For more details,please see the Independent Directorsand Audit & Supervisory BoardMembers section below described). Significant concurrent positions Partner, of Miyake &Partners,Attorney at Lawand Chief Self-regulatory Officer of TokyoStock Exchange Group, Inc.; member of theBusiness Accounting Council of theFinancial Services Agency; and Director ofthe Financial Accounting StandardsFoundation; and has considerable knowledgeregarding finance and accounting. Reason for appointing as independent audit& supervisory board member The Personnel Advisory Committee confirmthat he meets the IndependenceRequirements and serves for protectinggeneral shareholders' interests as anindependent audit & supervisory boardmember. Process for appointing as independent audit& supervisory board member The Company has defined the IndependenceRequirements in the Corporate GovernanceCommittee. According to the IndependenceRequirements, Mr. Nagatomo is qualified asindependent audit & supervisory boardmember. Reason for selecting as audit & supervisoryboard member (independent) Mr. Yoshifumi Matsumoto is an attorney atlaw and a patent attorney specializingprimarily in intellectual property related lawsand corporate legal affairs. The Companyexpects Mr. Matsumoto to reflect his legalexpertise in the auditing of the Company. Reason for appointing as independent audit& supervisory board member The Personnel Advisory Committee confirmthat he meets the IndependenceRequirements and serves for protectinggeneral shareholders' interests as anindependent audit & supervisory boardmember. Process for appointing as independent audit& supervisory board member The Company has defined the IndependenceRequirements in the Corporate GovernanceCommittee. According to this IndependenceRequirements, Mr. Matsumoto is qualifiedas independent audit & supervisory boardmember.Independent Directors and Audit & Supervisory Board Members:Number of independent directors and audit &5supervisory board membersMatters relating to independent directors and audit & supervisory board membersThe Company’s Policy Regarding the Independence of Outside Directors and Audit &Supervisory Board Members (Independent) In addition to the requirements of Japan’s Companies Act, the Company has formulated its10

own ‘Independence Requirements for Outside Directors and Audit & Supervisory BoardMembers’ (Note) and as we select all outside executives using these requirements as ourstandard, we judge them to be sufficiently independent, and register all of our outsideexecutives as ‘independent directors and audit & supervisory board members.’ When deciding on our ‘Independence Requirements for Outside Directors and Audit &Supervisory Board Members,’ we first consult with our Corporate Governance Committee(which is composed of outside executives) and confirm that these requirements areappropriate as independence criteria for outside executives before they are deliberated on andresolved by the Board of Directors.Note: Independence Requirements for Outside Directors and Audit & Supervisory BoardMembers (revised December 25, 2014)To be considered for the position of outside executive, candidates themselves and/or thecompany/companies and/or organization/s they belong to must not:1. Presently assume the role of director (excluding outside director), audit & supervisoryboard member (excluding outside audit & supervisory board member), executive officerand/or employee of the OMRON Group (Note), or have assumed any of these roles in thepast.2. Have been a principal shareholder* of the OMRON Group, or assumed the role ofdirector, auditor, executive officer and/or employee of any legal entity that is a principalshareholder of the OMRON Group or any legal entity for which the OMRON Group is aprincipal shareholder, in any fiscal year of the past five years.* A “principal shareholder” means a company, etc. holding shares that provide10% or more of total voting rights.3. Be a director, auditor, executive officer and/or employee of any principal partner orsuppler* of the OMRON Group.* A “principal partner or supplier” means a company whose payments to the OMRONGroup or payments received from the OMRON Group in the current or any of the pastthree fiscal years represent 2% or more of the consolidated net sales of either theOMRON Group or the partner/supplier company (this also includes its parentcompany and important subsidiaries and affiliates).4. Be a director, auditor, executive officer and/or employee of any company ororganization that receives a large amount of donations* from the OMRON Group.* A “large amount of donations” means yearly donations in excess of 10 million or2% of the consolidated net sales or total revenue of the recipient entity, whichever islarger, on average for the past three fiscal years.5. Have directors, auditors, and/or executive officers who are mutually dispatchedbetween the candidate’s company/organization and the OMRON Group.6. Have assumed the role of representative, employee, partner or other staff member of anaccounting auditor for the OMRON Group in any fiscal year of the past five years.11

7. Be an attorney, certified public accountant, consultant or other agent who receives alarge amount of monetary consideration* and/or other property from the OMRONGroup, besides the compensation for directors and audit & supervisory board members.* A “large amount of monetary consideration” means a yearly consideration amountingto 10 million or more for individuals, and in the case of an organization, a yearlyconsideration that represents 2% or more of the consolidated net sales of the relevantorganization, on average for the past three fiscal years.8. Be a spouse, a relative within two degrees of kinship, a relative living together or arelative who shares living expenses with any of the following individuals:(1) A director, audit & supervisory board member, executive officer and/or coreemployee* of the OMRON Group.(2) An individual who assumed the role of director, audit & supervisory board member,executive officer and/or core employee of the OMRON Group in any fiscal year of thepast five years.(3) An individual who is not qualified for outside directors and audit & supervisoryboard members in the above-mentioned items 2-7.* A “core employee” means an employee holding the position of senior generalmanager or higher.9. Hold a position or condition that would bring the independence of the candidate intodoubt when performing the duties of an outside director or audit & supervisory boardmember.Note: The above-mentioned “the OMRON Group” refers to OMRON Corporation and itssubsidiaries and affiliates.Outside executives shall continue to comply with the above-mentioned independencerequirements after they are appointed as outside directors or audit & supervisory boardmembers. If they were assigned a major managerial position, their independence shall beverified according to the independence criteria herein at the Personnel Advisory Committee.Incentives:Incentives Policies for DirectorsIntroduced performance-linked compensationsystem and stock option planSupplemental Remarks on This Item*P15 Please see “Disclosure of decision-making policies relating to compensation amounts andcalculation methods”Personnel eligible to receive stock optionsDirecors excluding outside directors &Executive Officers12

Supplemental Remarks on This Item・The Company issues performance-linked stock acquisition rights to its internal Directors andExecutive Officers.・Performance-linked stock acquisition rights are not issued to outside Directors or to outsideAudit & Supervisory Board members, reflecting their roles and the need for them to maintaintheir independence.Compensation of Directors:Diclosure of compensation of individual The compensation of some individualdirectorsdirectors is disclosedSupplemental Remarks on This Item The Compensation Advisory Committee is consulted on the compensation of each directorand makes recommendations based on the Company’s compensation principles. The amountof compensation for each director is determined by resolution of the Board of Directors andthe amount of compensation for each Audit & Supervisory Board member is determined bydiscussions among the Audit & Supervisory Board members. These amounts are within the scope of the aggregate compensation amounts for all directorsand all Audit & Supervisory Board members as each has been set by resolution of theOrdinary General Meeting of Shareholders.Amount of Compensation for Directors and Audit & Supervisory Board members for the 78thFiscal Year (April 1, 2014-March 31, 2015)TitleNumberDirectors[Outside Directors ]Audit & SupervisoryBoard members[Audit & SupervisoryBoard members(independent)]Total[Outside executives]Notes:BaseCompensation(JPY million)Bonuses(JPY million)AggregateCompensation(JPY uses(JPY [18]12[4]440[42]236[—]—[—]676[42]594[24]821. The above amounts include compensation paid to one (1) Director who retired at theclose of the 77th Ordinary General Meeting of Shareholders held on June 24, 2014.2. The maximum limit of the aggregate compensation of Directors was set at JPY 35million per month at the 63rd Ordinary General Meeting of Shareholders held on June13

27, 2000. In addition, the maximum limit of the aggregate compensation of Audit &Supervisory Board Members was set at JPY 7 million per month by resolution of the60th Ordinary General Meeting of Shareholders held on June 27, 1997.3. The above base compensation of Directors includes the amount paid as stockcompensation to Directors, excluding Directors (Independent).4. The above yearly performance-linked bonuses are the amounts that the Company plansto pay, provided that the proposal No. 5 “Payment of Yearly Performance-LinkedBonuses to Directors” at this Ordinary General Meeting of Shareholders is approvedand resolved as originally proposed.5. Medium-term performance-linked bonuses are performance incentives linked to thedegree of achievement of medium-term management targets, which will be paid outafter completion of the last year under a medium-term management plan. Fiscal 2014falls under the first year of the medium-term management plan; therefore, no such

Corporate Governance Report . I. Basic Policies for Corporate Governance, Capital Structure, Corporate . OMRON Corporation . President and CEO : Yoshihito Yamada . Contact: Board of Directors Office . The Bank of Tokyo-Mitsubishi UFJ, Ltd. 7,712,695 : 3.54% . State Street Bank and Trust Company 505001 :

Related Documents:

The corporate governance of Ajinomoto Co., Inc. is described below. I. Basic Views on Corporate Governance, Capital Structure, Corporate Profile and Other Basic Information 1. Basic Views Our basic philosophy concerning corporate governance is set out in "Chapter 2: Basic Approach" of the Ajinomoto Principle on Corporate Governance.

Texts of Wow Rosh Hashana II 5780 - Congregation Shearith Israel, Atlanta Georgia Wow ׳ג ׳א:׳א תישארב (א) ׃ץרֶָֽאָּהָּ תאֵֵ֥וְּ םִימִַׁ֖שַָּה תאֵֵ֥ םיקִִ֑לֹאֱ ארָָּ֣ Îָּ תישִִׁ֖ארֵ Îְּ(ב) חַורְָּ֣ו ם

The corporate governance of Mitsubishi HC Capital Inc. (the "Company") is described below. I Basic Views on Corporate Governance, Capital Structure, Corporate Profile and Other Basic Information 1. Basic Views For the Company's basic views on corporate governance, please refer to Principle 3.1 (ii)

Corporate Governance, Management vs. Ownership, Majority vs Minority, Corporate Governance codes in major jurisdictions, Sarbanes Oxley Act, US Securities and Exchange Commission; OECD Principles of Corporate Governance; Developments in India, Corporate Governance in Indian Ethos, Corporate Governance – Contemporary Developments. 2.

The status of corporate governance of this company is as follows. I. Basic views on corporate governance, capital structure, corporate profile, and other basic information . 1. Basic views . This company has as its management objective becoming a company that broadly contributes to society, including related parties of shareholders, customers,

Corporate Governance What is Corporate Governance? There are many definitions. The CBN Code of Corporate Governance defines it as follows: Corporate governance refers to the processes and structures by which the business and affairs of an institution are directed and managed. In order to improve

80Report of the Remuneration Committee In compliance with the Financial Reporting Council's UK Corporate Governance Code, the company has prepared the Corporate Governance Report that follows. www.iairgroup.com57 Strategic report Corporate governance Financial statements Additional information Chairman's introduction to corporate governance

ANSI A300 Purpose: To provide performance standards for developing written specifications for tree management. Currently nine individual parts . ANSI Z60 American Nurseryman and Landscape Association began developing this standard back in 1929 Became an ANSI document in 1949 Current version is 2004 . ANSI A300 The Tree Care Industry Association convened a consensus body .