Fujitsu 2013 Annual Report Download - page 78

Fujitsu is continually striving to improve its corporate governance and raise corporate value. We asked external
director Shotaro Yachi—a former Vice-Minister at Japan’s Ministry of Foreign Affairs who possesses extensive
knowledge of global politics and economics—about the role and perspective of external directors, and for his
views on Fujitsu’s corporate governance and efforts to raise corporate value.
INTERVIEW WITH EXTERNAL DIRECTOR
What do you feel is expected of you in your role as an external director?
Fujitsu has an outstanding group of executive officers that soundly execute their management duties.
Nonetheless, as corporations exist by virtue of investment from shareholders, the perspective of regular
shareholders is also very important to the management of a company. Having external directors and Audit
& Supervisory Board members with a wide range of experience helps to ensure that the perspective of
regular shareholders is reflected in a company’s management.
Including its consolidated subsidiaries, Fujitsu is a very large company with tradition and history,
so it possesses a unified corporate culture. The role that is expected of external directors is to think
about how Fujitsu, as a global company representing Japan, is viewed by the Japanese people and
the rest of the world to ensure that its corporate culture does not diverge from commonly accepted
social norms, to consider what is expected of it, and to provide candid opinions on this from an out-
side perspective.
As a global ICT company, the role and mission of Fujitsu is to take the lead in global economics,
society, and culture. I would like to see Fujitsu continue to constantly anticipate the trends of the
times. I hope that my comments and recommendations will be helpful in this respect.
What is your view of Fujitsu’s corporate governance and what is the focus of the
Executive Nomination Committee and Compensation Committee?
I rate Fujitsu’s system of corporate governance very highly. In participating in discussions at board meet-
ings and meetings of both the Executive Nomination Committee and Compensation Committee, I sense
there is a significant tension there due to having half of the membership made up of directors without
executive duties, which makes it difficult for executive directors. I think it is extremely admirable that
Fujitsu has boldly chosen this composition for its Board of Directors and that management executes its
duties with self-discipline while listening to outside viewpoints.
The committees for Executive Nomination and Compensation should pay particular attention to
whether corporate officers are soundly demonstrating leadership and whether compensation, or
incentives, are at appropriate levels given the company’s financial performance and other metrics.
Having served as Personnel Division Director and Vice-Minister at the Ministry of Foreign Affairs and
accumulated experience in looking at organizations as a whole, I hope to be able to provide a range
of helpful recommendations from an outside standpoint.
What do you feel is needed for Fujitsu to raise its corporate value?
There are various debates on which countries will form the core of the global economy in the future and
how GDP rankings will play out going forward. One scenario sees China’s GDP surpassing the US in 2030,
and the combined GDP of all of Asia topping the US and Europe in 2050, while accounting for over half of
the world’s population. In this view, the Asian-Pacific era is certainly going to arrive, and I think Fujitsu
needs to consider how to seize this movement and leverage it in business development. This will be very
important from a long-term standpoint.
076 FUJITSU LIMITED ANNUAL REPORT 2013