Fujitsu 2007 Annual Report Download - page 44

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Auditor Yoshiharu Inaba is President and CEO of Fanuc, Ltd.,
in which Fujitsu holds a 5.00% stake. As of June 29, 2007, a repre-
sentative director of Fujitsu Limited was serving as an auditor of
Fanuc. Fujitsu Limited and Fanuc have a business relationship.
Auditor Tamiki Ishihara is Corporate Adviser to Seiwa Sogo
Tatemono Co., Ltd., which has a business relationship with the
Fujitsu Group.
Though not meeting the legal definition of an outside direc-
tor under Japan’s Company Law, Fujitsu Limited director Hiroshi
Oura serves as Senior Executive Advisor of Advantest Corpora-
tion, in which Fujitsu holds a 10.09% stake through trust account
assets for employee retirement benefits. As of June 29, 2007, a
representative director and an auditor of Fujitsu Limited were
serving as a director and an auditor of Advantest, respectively.
Fujitsu Limited and Advantest have a business relationship.
(x) Status of Company’s Initiatives to Enhance Corporate
Governance
<Basic Stance>
Comprising our mission, values, and code of conduct, The
FUJITSU Way is the core set of principles guiding the corporate
and individual actions of the Fujitsu Group.
We pursue the sound and efficient execution of our business
activities by striving to accelerate the penetration and implemen-
tation of The FUJITSU Way and to promote structures and pro-
cedures to ensure propriety throughout the Group in our
business dealings.
<Status of Implementation>
In accordance with the enforcement of the Company Law, we
adopted a basic stance with respect to enhancement of the
Company’s internal control framework through a resolution of
the Board of Directors as explained in 2. (I) (vii) above. We sub-
sequently designated the relevant executive bodies to take respon-
sibility for development of the internal control framework. We
are now working to build a more sound operational execution
framework based on a review of relevant regulations and opera-
tional processes.
Furthermore, to accelerate the penetration and implementa-
tion of The FUJITSU Way, in July 2004 we established The
FUJITSU Way Promotion Council, as a body reporting directly
to the Management Council, and a Compliance Committee. In
addition, we realigned the Risk Management Committee and
Environmental Committee, which had both previously operated
independently, under The FUJITSU Way Promotion Council.
To promote risk management, The FUJITSU Way Promo-
tion Council continuously monitors the implementation of risk
prevention measures by working to raise awareness of risks and
by gathering information on specific risks, including potential
ones. Moreover, in anticipation of revisions to the Securities
Exchange Law (enactment of the Financial Instruments and
Exchange Law), in the second half of fiscal 2005 we launched
Project EAGLE as a Company-wide initiative to construct an
internal control system that will ensure the validity and credibil-
ity of our financial reports. Along with establishing a promotion
organization dedicated to these efforts, we have been working to
extend them across the Group, including domestic and overseas
subsidiaries, by building up our promotion organization, accu-
mulating know-how and cultivating personnel. The goals of the
project also include achieving greater efficiency through the pur-
suit of business process reforms across the Group.
The functions of the committees aligned under The FUJITSU
Way Promotion Council are as follows:
•Compliance Committee: This committee is responsible for pro-
moting structures and systems to ensure strict compliance with
external as well as internal rules, regulations and norms of
behavior. To support these efforts, since September 2004 we
have put in place a “helpline” system to serve as a confidential
liaison for receiving reports from employees and providing guid-
ance to them on matters of conduct.
•Risk Management Committee: This committee takes measures
to obtain information regarding specific incidences of risk and
minimize the impact of risk incidences on customers and the
Fujitsu Group. Serious issues are reported to the Management
Council or Board of Directors for discussion and response.
Through these measures, risk issues and countermeasures are
disseminated throughout the Fujitsu Group, strengthening our
overall risk management posture.
Environmental Committee: This committee is responsible for
promoting and strengthening the environmental protection
activities of the Fujitsu Group, which are based on The Fujitsu
Group Environmental Policy and The Fujitsu Group Environ-
mental Protection Program.
42 Fujitsu Limited