Corporate Governance

Basic Stance

Based on the belief that "a corporation is public institution", We believe it is our mission to contribute to the fusion of human and technological progress through electronics systems coordination.
As well as making every effort to ensure management transparency and objectivity, we do our level best to maintain sound management and strengthen corporate governance, in order to heighten the value of our existence in the electronics market, get consideration in return for that value, and live up to the expectations of all of our stakeholders.

Corporate Governance Structure

Ryosan is a company with an Audit and Supervisory Committee. Our Board of Directors consists of four directors (excluding those who are Audit and Supervisory Committee members) and six directors serving as an Audit and Supervisory Committee members (four of whom are outside directors). As well as making decisions regarding important management-related matters, the board also oversees the execution of business operations. At the same time, we have separated decision-making and oversight capabilities at the management level from executive capabilities, and have delegated executive authorities as part of an executive officer system designed to create a more agile management structure.
We also have a Nomination and Remuneration Advisory Committee consisting of a majority of outside directors, in order to strengthen corporate governance even further by ensuring transparency with regard to nominating and setting remuneration for directors and executive officers.
As well as setting out a basic policy on establishing internal control systems, we have put in place a structure and continue to carry out practical activities to ensure that all group operations are executed in an appropriate manner.
The following diagram provides an outline of our corporate governance structure.

Corporate Governance Structure

Internal audits and audits by the Audit and Supervisory Committee

Internal audits

Internal audits are handled by the Audit Office, which reports directly to Executive Chairman and President. It carries out internal audits covering all general operations, in line with audit plans formulated at the start of the year. Audit results are then reported to Executive Chairman, President, related executive officers and Corporate Auditors, and improvement instructions issued to the audited division accordingly.

Audits by the an Audit and Supervisory Committee

The Board of Auditors audits and oversees operations in conjunction with the Audit Office and the company's accounting auditor, to ensure they are being executed effectively and efficiently.
Audit and Supervisory Committee members attend important meetings, including meetings of the Board of Directors, in order to monitor decision-making processes and the execution of operations. They also conduct surveys into matters such as operations within individual divisions or at subsidiaries.
Accounting audits are carried out based on auditing firm reports outlining audit results, to ensure that accounting practices are legitimate.