NEC 2008 Annual Report Download - page 36

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(2) NEC shall properly store and manage information in accordance with applicable laws, regulations and
internal rules.
(3) NEC shall implement risk management systems efficiently and comprehensively under a consistent
companywide policy in accordance with internal rules. Business divisions shall properly implement risk
management systems related to their operations and corporate staff divisions shall support such Busi-
ness divisions’ activities. NEC shall fully deliberate matters of importance from a risk management
perspective, such as its strategy to control important management risks. Of these, matters of particular
importance shall be reported to the Board of Directors. The internal auditing division shall conduct audits
of the enterprise risk management system and the status of risk management.
(4) In order to ensure that Directors perform their duties efficiently, the Board of Directors shall delegate
substantial authority to corporate officers and promote more timely decision making and effective
performance of duties. The corporate officers shall, under the supervision of the Board of Directors,
conduct business efficiently in accordance with medium-term corporate management goals and budgets.
(5) In order to ensure that the NEC group conducts operations appropriately, NEC shall send Directors and
Corporate Auditors to subsidiaries; share information routinely with subsidiaries to conduct operations
based on the “NEC Group Charter of Corporate Behavior” and the “NEC Group Code of Conduct”;
and give instructions and assistance to subsidiaries with respect to the establishment of systems for
ensuring compliance with laws, regulations and properness of business operations. The Internal Auditing
Division shall conduct audits of subsidiaries in cooperation with their internal auditing sections to ensure
proper operations.
(6) Internal control over financial reporting of the NEC group shall be evaluated, maintained and improved
in accordance with applicable laws and regulations. From the perspective of proper and efficient opera-
tions of the NEC group, NEC shall endeavor to conduct improvement and standardization of business
processes, and further strengthen its internal control utilizing information systems.
(7) NEC shall assign full-time employees to assist Corporate Auditors in performing their duties. The Cor-
porate Auditors shall approve matters concerning these employees, including performance evaluations,
personnel changes and disciplinary action.
(8) Directors and employees shall report to the Corporate Auditors on the status of the performance of
their duties and other matters.
(9) In order to ensure that audits are performed effectively, Corporate Auditors shall exchange information
and consult with each other on the status of audits. Furthermore, Corporate Auditors shall periodically
receive reports on financial audits from the Accounting Auditors and exchange opinions with them.
This policy is disclosed on NEC’s website at the following URL:
http://www.nec.co.jp/profile/en/internalcontrol.html
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NEC recognizes the importance of providing timely, proper and fair disclosure to obtain a fair evaluation of
its corporate value from the capital markets. Accordingly, NEC regularly strives to ensure that internal
divisions and subsidiaries have a clear understanding of timely disclosure and other rules issued by financial
instruments exchanges, while establishing a framework for communication between relevant internal head
office divisions and subsidiaries.
Furthermore, NEC holds quarterly investors’ meetings where members of senior management announce
and explain financial results. Other actions include holding meetings to explain management strategies,
improving disclosure of information on NEC’s website (including simultaneous disclosures both in Japanese
and English), and enhancing investor relations activities on a global scale.