Konica Minolta 2015 Annual Report Download - page 60

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Corporate Governance
Management and Governance Structure
Konica Minolta has adopted a company with committees system,
enabling the management supervisory function of the directors to
be separated from the business execution function of the executive
officers.
• Company with Three Committees
Konica Minolta has adopted the “company with three committees”
framework, and has accordingly established the Nominating, Audit
and Compensation Committees. Each of the three committees is
composed of three outside directors and two internal directors,
and the chairmen of the three committees are selected from
among the outside directors. Representative Executive Officer
Corporate Governance Systems
Board of Directors and three Committees (as of June 19, 2015) Chairman
* Committees related to internal controls
Risk Management Committee, Compliance Committee, Corporate Information Disclosure Committee, Investment Assessment Committee,
Business Assessment Committee
Candidate
appointment
& dismissal
Candidate appointment & dismissal
Audit
Reporting
& proposals
Reporting
Candidate appointment & dismissalReporting & proposals
Board of Directors (management supervisory function)
Empowerment Supervise Audit Committee Office
Audit mechanism
Board of Directors
General Meeting of Shareholders
Audit
Coordination
Executive Officers (business execution function)
(reporting/directives mechanism)
Construct and execute internal control systems
Various committees *
Regulations and provisions
Nominating Committee
Compensation Committee
Audit Committee
Corporate Audit Division
Directives
Management Executive Meeting
Reporting
President and CEO
Management Council Meetings
Executive Officers
7 Non-Executive
Officers
Director (Chairman of the Board)
Outside Director
Outside Director
Outside Director
Outside Director
Director
Director
4 Concurrently serving
as Executive Officers
Director (President and CEO)
Director (senior executive officer)
Director (senior executive officer)
Director (senior executive officer)
Board of Directors (11 members) Nominating Committee Audit Committee Compensation Committee
Directors concurrently acting as executive officers
do not serve on any of the three committees.
59
KONICA MINOLTA, INC. Annual Report 2015
Foundation for GrowthBusiness StrategiesGrowth StrategyCompany Overview and Characteristics Financial Report