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18 SUZUKI MOTOR CORPORATION
Corporate Governance Issues
Corporate Governance Issues
1. Basic concepts regarding corporate governance
Through fair and ecient corporate activities, The Company always intends to be trusted by all our stakeholders including sharehold-
ers, customers, partner companies, local communities and employees, and to be a continuously growing company, while making a
further contribution to the international community. In order to realize that intention, The Company considers that the enhancement
of the corporate governance is one of the most important issues for proper corporate management and is aggressively taking various
kinds of measures.
Also, in order to be trusted further by society and stakeholders, we disclose information quickly in fair and accurate manner pre-
scribed in laws and regulations and aggressively disclose information that we concluded is benecial to understand The Company.
We will further enhance the transparency of The Company.
2. Corporate Governance Structure
Corporate governance structure of The Company is as follows.
Independent
Auditor
Each Divisions of The Company / Subsidiaries and affiliates of The Company
Audit Department
Appoint/Dismiss Appoint/Dismiss Appoint/Dismiss
Internal Audit
Corporate Ethics Committee
Consultation
Service
Board of Company
Auditors
5 Auditors
(3 Outside Auditors)
Corporate Strategy Committee
Advisory Committee on Personnel
and Remuneration, etc.
Communicate Policy
Supervise
Communicate Policy
Supervise
ReportReport
Report
Cooperate Cooperate
Cooperate
Accounting
Audit
Report
Report
Report
Consult
Notify
Board of Directors
9 Directors (2 Outside Directors)
General Meeting of Shareholders
Various meeting
on management
and execution of
operation
Crisis
Management
Task Force
Audit
(a) Execution of Operation
(Board of Directors)
In addition to the regular meetings of the Board of Directors composed of 9 Directors including 2 Outside Company Directors held
every month, Directors hold a special board meeting whenever necessary, and discuss the matters set forth in the Articles of Incor-
poration and the laws and regulations, and important managerial agenda based on the deliberation criteria, and make decisions on a
sucient discussion, including in terms of regulatory compliance and corporate ethics, and make eorts to strengthen oversight of
business execution.
Also, for the purpose of enabling the agile corporate management, speeding up decision making and executing operations, and clarify-
ing the individual responsibilities, The Company has introduced a Senior Managing Ocer and Managing Ocer system.
In order to clarify managerial accountability for individual Directors and exibly respond to the changing business environment, the term
of each Director is set to one year.
(Outside Directors)
By electing Outside Directors who are highly independent of The Company and have no possibility of causing conict of interest between
them and shareholders, The Company enhanced supervision to management further, and is receiving helpful advice and indication for the
growth of The Company based on large stock of experience and professional knowledge.
(Corporate Strategy Committee)
At the Corporate Strategy Committee (Chairman: Representative Director and President) which is composed of few executives as a
council-system organization, important missions and strategies for management are cross-functionally and comprehensively dis-
cussed, while pre-reviewing matters to be discussed at the Board of Directors.