Casio 2009 Annual Report Download - page 16

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Corporate Governance
To realize continuous improvement in enterprise value, business operations must be conducted in an appropriate and efficient manner,
based on swift decisions by management. With these aims in mind, we have implemented the following measures to ensure a transpar-
ent and sound management.
The Corporate Governance System
Casio has adopted a corporate officer system to clearly demarcate the supervisory and executive functions of management. Meetings of
the Board of Corporate Officers are also attended by directors and corporate auditors. At the meetings matters of importance relating
to the conduct of business are discussed to ensure that decisions are made from a companywide perspective to facilitate their smooth
implementation.
The Board of Directors aims to make important management decisions rationally and promptly. Directors and corporate auditors
attend these meetings to deliberate upon and decide such issues.
Corporate auditors, including external auditors, follow policies set out by the Board of Corporate Auditors. In addition to attending
meetings of the Board of Directors and the Board of Corporate Officers, as well as other important meetings, the corporate auditors
discharge their responsibility for rigorous monitoring of the process of management of the Company by receiving and perusing reports
from the directors and other management staff, as well as the minutes of meetings at which decisions on important matters were taken,
and related reference material.
The Internal Audit Department monitors the performance of their duties by the various organizational units of the Company to
check that this performance conforms to laws and regulations as well as internal standards such as the organization control standard. In
accordance with the results of this monitoring, staff members of the Internal Audit Department evaluate the performance of each unit
and issue directives for
improvement where required.
The company has established CSR Committee, which comprises members of the Board of Directors and corporate auditors, with the
president serving as committee chairman. The Committee sets out the basic policies governing CSR activities companywide, as well as
other important items.
Corporate governance system framework
Election and
discharge
Election and
discharge
Accounting audit
Accounting audit
Audit
Audit
Oversight
Appointment,
dismissal,
and
oversight
Election and
discharge
Oversight
Internal audit
Business divisions
Group companies
Board of
Corporate Officers
Corporate Officers
Internal Audit Department
General Meeting of Shareholders
Accounting Auditor
Board of Directors
Directors President and CEO
CSR Committee
Subcommittees
Board of Corporate Auditors
Corporate Auditors Audit staff
14 CASIO COMPUTER CO., LTD.