Suzuki 2009 Annual Report Download - page 22

SUZUKI MOTOR CORPORATION 21
(3) Development of internal control system and risk management system
In order to enhance corporate governance, the Company is making efforts to keep everyone informed about
compliance and to strengthen internal control system. The basic policy for construction of internal control system and its
development are as follows:
(a) Compliance system for directors
Directors respect the “Mission Statement” and the “Suzuki Action Charter” and execute their duties in compliance
with the “Rules of the Board of Directors”, the “Approval Procedures” and other rules of the Company, and mutually
supervise their execution of duties through meetings of the board of directors, etc. And the Company established the
“Suzuki Corporate Ethics Rules” (April 2002) which lays out a set of basic points for directors and employees to act in a
fair and faithful manner in compliance with the law, the norms of the society and company rules and observes the same.
It is revised whenever necessary by “Corporate Ethics Committee” which promotes corporate ethics in the Company.
And corporate auditors audit the execution of duties of directors in accordance with the audit policies and work
responsibilities set by the board of corporate auditors.
(b) Compliance system for employees
In order to ensure that employees execute their duties in compliance with the law and the Articles of Incorporation of
the Company, the Company is making effort to keep everyone informed about the “Suzuki Employees’ Action Charter”
which lays out the norms of action of employees, the “Approval Procedures” and the “Job Description” which set up the
proceedings of execution of their duties in details, and other rules of the Company. It is revised whenever necessary.
Furthermore, in accordance with the “Suzuki Corporate Ethics Rules”, the Company has developed compliance system
for employees including internal report system, and has educated them through various training and in-house seminars
regarding compliance. And, in accordance with the “Rule of Internal Auditing”, the audit department audits on the
integrity and efficiency of various control systems, organizations and rules, and properness of function of internal
control, etc.
(c) Risk management system
The Company has set up the “Risk Management Procedure” as part of the “Suzuki Corporate Ethics Rules” to cope
with risks such as malpractices or illegal acts which could occur inside and outside the Company or such as natural
disasters and terrorism which the Company can not prevent. Whenever the “Corporate Ethics Committee” recognizes
risks that could cause urgent and serious damages to the Company’s management and business operations, the
committee immediately sets up “Risk Management Headquarters”, in accordance with the “Risk Management
Procedure”, as an organization that will decide on the measures to be taken against the occurred risk. “Risk
Management Headquarters” immediately discuss and decide policies and measures to be taken and can give
instructions to the appropriate divisions and departments. These divisions and departments are then able to
communicate with each other to resolve any issues at hand.
(d) System to ensure proper business operation of the corporate group
To ensure a proper business operation of the corporate group which consists of the Company and its subsidiaries,
the Company has established the “Rules of Business Control Supervision”. It is revised whenever necessary. The
subsidiaries and affiliates report to the Company on their business operation and consult with the Company on important
matters in accordance with those rules, and departments in charge give guidance and advice to them to enhance their
management structure. And our audit department helps to make rules for the subsidiaries and affiliates, conducts
guidance, supporting and auditing for their regulatory compliance. It also promotes efficiency and standardization of
their business.
Management policy