Casio 2013 Annual Report Download - page 12

Corporate Governance
To ensure steady progress towards management goals and realize continuous improvement in enterprise value, we believe it is vital that business operations be conducted in an
appropriate and efficient manner, based on swift decision-making by management, and that supervisory functions be strengthened to ensure sound and transparent manage-
ment. The Casio Group undertakes a range of measures to ensure the best possible standards of corporate governance.
Corporate governance system framework
The Corporate Governance System
Casio฀has฀adopted฀a฀corporate฀ofcer฀system฀to฀
clearly demarcate the supervisory and executive
functions of management. Meetings of the Board
of฀Corporate฀Ofcers฀are฀also฀attended฀by฀direc-
tors and statutory auditors. At the meetings,
matters of importance relating to the conduct of
business are discussed to ensure that decisions are
made from a Companywide perspective, to facili-
tate their smooth implementation.
The Board of Directors aims to make impor-
tant management decisions rationally and
promptly. Directors and statutory auditors
attend these meetings to deliberate upon and
decide such issues.
Statutory auditors, including external audi-
tors, follow policies set out by the Board of
Statutory Auditors. In addition to attending
meetings of the Board of Directors and the
Board฀of฀Corporate฀Ofcers,฀as฀well฀as฀other฀
important meetings and committee sessions,
the statutory auditors discharge their responsi-
bility for rigorous monitoring of the process of
management of the Company by receiving and
perusing reports from the directors and other
management staff, as well as the minutes of
meetings at which decisions on important mat-
ters were taken, and related reference material.
The external auditors are independent
executives whose appointments are reported to
the Tokyo Stock Exchange, in line with its regu-
lations. Statutory auditors are assigned special-
ist assistants who support their audit activities.
External audits by independent auditing
corporations are conducted in accordance with
auditing standards generally accepted in Japan
as being fair and appropriate. The Company
accepts advice on improving operations from
these auditors.
The Internal Audit Department monitors the
performance of duties by the various organiza-
tional units of the Company to check that this
performance conforms to laws and regulations
as well as internal standards such as the organi-
zation control standard. In accordance with the
results of this monitoring, staff members of the
Internal Audit Department evaluate the
performance of each unit and issue directives
for improvement where required.
In addition, basic policies and major issues
in CSR activities across the Group are deliber-
ated by our CSR Committee, chaired by the
officer in charge of CSR at Casio Computer Co.,
Ltd. and comprising the officers in charge of
staff function departments, statutory auditors
and managers of staff function departments.
Accounting Auditor
Election
and
discharge
Election
and
discharge
Election
and
discharge
Audit
Audit
Accounting audit
Accounting audit
Oversight
Appointment,
dismissal, and
oversight President and CEO
Board of Statutory Auditors
Statutory Auditors Audit staff
CSR Committee
Subcommittees
Board of Directors
Directors
Oversight Business divisions
Group companies
Internal Audit
Department
Internal audit
Board of
Corporate฀Ofcers
Corporate฀Ofcers
General Meeting of Shareholders
Profile / Contents CASIO’s StrengthHistory To Our Stakeholders At a Glance Special Feature CSR Financial Section Corporate Data
PAGE 11
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Corporate Governance