Canon 2011 Annual Report Download - page 27

Download and view the complete annual report

Please find page 27 of the 2011 Canon annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 104

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104

Governance Structure (as of December 31, 2011)
Board of Corporate Auditors
Management Strategy Committee
New Business Development Committee
Corporate Ethics and Compliance Committee
Internal Control Committee
Disclosure Committee
Executive Officers
General Meeting of Shareholders
Board of Directors
Representative Directors
Subsidiaries & Affiliates
Chairman & CEO
President & COO
Executive Vice President & CFO
Executive Vice President & CTO
Executive Committee
Corporate Audit Center
Headquarters Administrative Divisions
Office Business Unit
Consumer Business Unit
Industry and Others Business Unit
Marketing Subsidiaries & Affiliates
Manufacturing Subsidiaries & Affiliates
R&D Subsidiaries & Affiliates
Canon Inc.
25
EXECUTIVE OFFICER SYSTEM
Canon is endeavoring to realize more flexible and effi-
cient management operations by maintaining an
appropriately sized organization of directors and pro-
moting capable human resources with accumulated
executive knowledge across specific business areas.
Executive officers are appointed and dismissed by the
Board of Directors and have a term of office of one year. The
number of executive officers was 15 as of December 31, 2011.
AUDITING SYSTEM
Canon has five corporate auditors, including three out-
side corporate auditors who have no personal, capital or
business affiliations with the Company. Canon has noti-
fied the stock exchanges in Tokyo, Osaka, Nagoya,
Fukuoka and Sapporo of the designation of these outside
corporate auditors as independent auditors, as provided
under the regulations of the stock exchanges. Corporate
auditorsǯduties include attending meetings of the Board
of Directors and of the Executive Committee, listening to
business reports from directors, carefully examining doc-
uments related to important decisions and conducting
strict audits of the Groupǯs business and assets. Corporate
auditors also work closely with accounting auditors and
the Corporate Audit Center, which is in charge of moni-
toring the Companyǯs compliance, risk management and
internal control systems in addition to providing assess-
ments and recommendations as required.
INTERNAL CONTROL COMMITTEE
In response to the Sarbanes-Oxley Act, including Section
404, which came into force during 2006, Canon contin-
ues to reinforce internal control systems and implement
appropriate measures. The Internal Control Committee is
responsible for Groupwide internal controls, including
securing credibility of financial reporting.
In order to strengthen internal controls, Canon con-
ducts comprehensive evaluations of internal controls
across areas that include accounting, management
oversight, legal compliance, IT systems and the promo-
tion of corporate ethics. As of December 31, 2011,
internal control over financial reporting has been
assessed as effective by the management and an inde-
pendent registered public accounting firm. (Please refer
to pages 97 and 99.)
At Group companies worldwide, employees carry with them compliance cards.
Strategy Business Units MANAGEMENT SYSTEM Financial Section
24 36
MANAGEMENT SYSTEM