Pentax 2009 Annual Report Download - page 29

account settlement at the end of each quarter and the disclosure,
and ensuring that the volume of information in the quarterly
reports is equivalent to that in the year-end financial reports.
Moreover, top management is actively involved in investor
relations activities. For example, the CEO attends quarterly
investor meetings to explain results and field questions for
securities analysts and institutional investors.
Furthermore, to enrich interaction with individual sharehold-
ers and investors, Hoya has held seminars across Japan for
individual investors since 2006. The seminars were well-
attended by shareholders and investors in the fiscal year under
review, offering a chance for the attendees to not only learn
more about Hoya, but also renew their awareness of the Com-
pany as it changes, while providing the Company with valuable
feedback. Going forward, Hoya will strive to further improve its
investor relations activities, aiming to achieve even better dia-
logue with shareholders and investors.
In 1995, when I was appointed an outside director at Hoya, it
was still rare in Japan for someone from outside a company to
be offered a directorship. I was invited to become the only
outside director among Hoya’s eight directors at the time, no
doubt in part because I already had experience as an outside
corporate officer at a U.S. company. Roughly 14 years have
passed since that time, and over that period Hoya has made
dramatic progress in developing its corporate governance
systems. I consider the Company’s system to be highly reliable,
and I am very glad to have had the opportunity to be part of
Hoya’s history as an outside director.
Today, five of Hoya’s eight directors are outside directors, and
under their supervision and oversight I believe the Company is
conducting highly transparent and efficient management.
As outside directors, we recognize the importance of our
role in overseeing the work of executive officers. Each year we
hold discussions to define the duties of each officer, set goals,
evaluate results, and determine compensation based on actual
performance through the three committees of the “company-
with-committees” system as defined under the Companies Act
Comment From an Outside Director
Takeo Shiina
Outside Director, Chairperson of the Nomination Committee
Executive Advisor, IBM Japan, Ltd.
of Japan: the Nomination Committee, the Compensation
Committee, and the Audit Committee. The role of an outside
director is not, I believe, to ascertain the minute details of each
business; rather, we draw on our rich experience as managers
and knowledge of different fields to ask executives to explain
their actions from a variety of perspectives and to offer our
opinions, creating a strong Board of Directors and a highly
transparent system of corporate governance.
Hoya is currently at a turning point. Its operations are grow-
ing and becoming increasingly global, while it expands its busi-
ness domains through the merger with Pentax. As the
chairperson of the Nomination Committee, I am making every
effort to enhance the management team so that it can respond
to the major changes in the Group’s environment, while at the
same time helping to develop the next generation of executives.
As outside directors, we pose difficult questions to manage-
ment at Board of Directors’ meetings, standing in the share-
holders’ shoes. I hope that our shareholders will also attend the
General Meeting of Shareholders to ask questions about man-
agement, and participate as full stakeholders in Hoya.
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HOYA Annual Report 2009