Mitsubishi 2013 Annual Report Download - page 23

Corporate governance framework
Swift and highly transparent management
Mitsubishi Motors’ Board of Directors is responsible for mak-
ing decisions concerning important management issues and
overseeing execution. In addition, the executive officer system
clarifies the roles and responsibilities of directors and executive
officers. Managing Directors’ Meetings composed of directors,
senior executive officers, and statutory auditors make speedy
decisions in bi-weekly meetings.
Mitsubishi Motors employs the Statutory Auditor System
pursuant to the Companies Act of Japan. In addition, Mitsubishi
Motors is further improving its corporate governance by adding
the Business Ethics Committee as a Board of Directors advisory
committee.
Status of statutory audits and internal audits
Operation of appropriate audits
The statutory auditors carry out statutory audits of the Mitsubi-
shi Motors Group by attending important Company meetings,
such as Board of Directors meetings, and receiving reports on
the status of business activities from directors and other corpo-
rate officers. Also, key internal documents and internal audit
reports from internal audit divisions, accounting auditors and
affiliated companies are reviewed.
In addition to the statutory auditors, within the CSR Pro-
motion Office, Mitsubishi Motors has established the Quality
Corporate Governance
Audit Department and the Internal Audit Department. Both are
independent from operating units and conduct internal audits
from an objective perspective.
The Quality Audit Department monitors the appropriate
functioning of quality assurance checks by the Quality Affairs
Office and conducts individual audits to confirm that Mitsubishi
Motors’ domestic and overseas affiliates are conducting quality-
related activities appropriately. The department keeps top
management informed of progress.
The Internal Audit Department, meanwhile, conducts
planned internal audits to ensure appropriate operations man-
agement at Mitsubishi Motors and at domestic and overseas
affiliated companies. These audits include verifying the appro-
priateness and effectiveness of internal management systems,
including compliance and risk management, and audit results
are reported to management at Mitsubishi Motors and affiliated
companies. The department also proposes business improve-
ments and monitors the status of their implementation.
Guidance and advice from advisory committees
Providing an objective perspective
The Business Ethics Committee is an advisory body to the Board
of Directors made up of six outside experts. The committee
works to spread an awareness of compliance, and it provides
Mitsubishi Motors directors with guidance and advice from an
objective perspective (See page 24).
Corporate Governance Framework (As of June 30, 2013)
Accounting Audit
Accounting AuditorsAccounting Auditors
Report
Report Findings and
Recommendations
Audit
and Report
Audit and
Report
Guidance
and Advice
Cooperate
ChairmanChairman
PresidentPresident
Managing Directors’
Meetings
Managing Directors’
Meetings
Shareholders’ MeetingShareholders’ Meeting
Board of Statutory Auditors
(5 members, of whom
3 are outside auditors)
Board of Statutory Auditors
(5 members, of whom
3 are outside auditors)
Business Ethics CommitteeBusiness Ethics Committee
Board of Directors
(13 members, of whom
3 are outside directors)
Board of Directors
(13 members, of whom
3 are outside directors)
Quality Audit
Internal Audit Quality Audit
and
Internal Audit
Quality Affairs Ofce
and Departments
Quality Affairs Ofce
and Departments CSR Promotion OfceCSR Promotion Ofce
Subsidiaries and AfliatesSubsidiaries and Afliates
DepartmentsDepartments
Executive Vice PresidentsExecutive Vice Presidents
MITSUBISHI MOTORS CORPORATION
Annual Report 2013 21