Suzuki 2009 Annual Report Download - page 23

22 SUZUKI MOTOR CORPORATION
(4) Remuneration for directors
Remuneration paid to directors and corporate auditors is as follows:
(Number of payees: person, Amount of remuneration: million yen)
Management Policy
(5) Remuneration for independent auditing
(a) The remuneration amount to be paid by the Company to independent auditors is ¥72 million.
(b) The remuneration amount to be paid by the Suzuki Group to independent auditors is ¥74 million.
(c) Of the amount shown in (a), the remuneration amount to be paid for audit certification is ¥72 million.
Note: Since the audit agreement between the Company and independent auditors does not distinguish the remuneration for auditing
based on the Companies Act of Japan from that for auditing based on the Financial Instruments and Exchange Act of Japan, the
Company can not specify respective amounts substantially and has described the total amount for those audits.
(Reference)
Internal Control Report System under the Financial Instruments and Exchange Act of Japan
Effective from this fiscal year, Internal Control Report System is applied under the Financial Instruments and Exchange Act
of Japan. The Company has established a project team to enhance the system for assessment of the effectiveness of internal
controls over the financial reporting.
Our management executive assessed the effectiveness of internal control over financial reporting as of March 31, 2009 in
accordance with “On the Setting of the Standards and Practice Standards for Management Assessment and Audit concerning
Internal Control Over Financial Reporting (Council Opinions)” published by the Business Accounting Council of Financial
Services Agency, the Japanese government. Based on that assessment, our management executive concluded that our
Group’s internal control over financial reporting was effective as of March 31, 2009.
Seimei Audit Corporation, the Company’s independent auditor, has audited the Internal Control Report made by our
management executive, and expressed an unqualified opinion regarding effectiveness of the Group’s internal control over
financial reporting as of March 31, 2009.
Classification
Directors 13 495 80
Corporate Auditors 5 74 8
(of which outside Corporate Auditors) (3) (39)
Total 18 570 —
Amount of remuneration limit
per month
Amount of remuneration
Number of payees
Note: 1. The amount of remuneration limit for directors was resolved at the 135th ordinary general meeting of shareholders held on
June 28, 2001 (however, salaries for employees are not included).
2. The amount of remuneration limit for corporate auditors was resolved at the 123rd ordinary general meeting of shareholders
held on June 29, 1989.
3. The above-mentioned remuneration includes the following amount recorded as provision for directors’ bonuses at the end of
this fiscal year and treated as expenses of this fiscal year.
•Eleven directors: ¥198 million
• Five corporate auditors (including three outside corporate auditors): ¥22 million (including ¥10 million for outside corporate
auditors)
4. The above-mentioned directors include two directors who resigned at the completion of the 142nd ordinary general meeting
of shareholders held on June 27, 2008.
5. There are following payments in addition to the above.
• ¥36 million have been paid to a retiring director as retirement benefit allowance in accordance with a resolution of the 140th
ordinary general meeting of shareholders held on June 29, 2006.
• ¥78 million shall be paid as the amount equivalent to salaries (including bonuses) for directors who are also employees.