Oki 2005 Annual Report Download - page 19

Fulfilling Our Corporate Social Responsibilities
Reinforcement of Corporate Governance
Strengthening Compliance Systems
The Oki Group’s most important management priority is to
respond to the trust placed in it by shareholders and other
stakeholders by working continuously to improve its corporate
value. It is working to strengthen its corporate governance
through the implementation of basic policies, including the
improvement of management fairness and transparency, and the
acceleration of decision-making processes.
Corporate Governance Structure
Companies today are judged according to their disclosure
policies. Oki complies fully with the timely disclosure rules of the
Tokyo Stock Exchange, and in February 2005 the Company
strengthened its information disclosure systems for stakeholders
by establishing a Disclosure Committee. This committee
determines disclosure methods for important information and
prepares documents for prompt press release and publication on
websites. Information that is not covered by disclosure
requirements but is judged to be significant to stakeholders is
published voluntarily. Oki sees accurate and timely disclosure of
information as an important aspect of its continuing efforts to
strengthen corporate governance.
Disclosure Committee Established
Compliance with laws and regulations is vital to a company’s
creditability and reputation and is an important aspect of
corporate social responsibility. The reinforcement of compliance
systems is an ongoing priority for the Oki Group. In 2002 it
adopted the “Oki Code of Conduct” as a set of corporate
behavior standards.
Regarding compliance as a vital management issue, in 2004 Oki
built an organization structure to support activities in this area.
The Company appointed a CCO and established a Compliance
Committee headed by the CCO. The task of this committee is
deliberate on basic compliance planning. Oki also established the
Compliance and Business Ethics Division to plan, formulate and
promote compliance policies.
Compliance Committee Established
Audit
Supervision
Selection/dismissal Selection/dismissal Selection/dismissal
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Audit
Audit Link
Audit
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Audit
In addition to its directors and auditors, Oki has
established a Management Advisory Committee
and Compensation Committee. It has also
introduced an executive officer system to provide
a clear separation of management and operations,
and improve management efficiency.
The Management Advisory Committee
provides advice to top management, with the
objective of enhancing management transparency
and soundness through the attendance of
external members with expert knowledge. The
Compensation Committee was established to
ensure transparency in the criteria and
mechanisms used to set the remuneration of
directors, executive officers and management
officials.
Supervision of management is the responsibility
of the Board of Directors, which meets monthly
to make decisions on basic management policy.
The Management Committee, which normally
meets each week, makes decisions on important
aspects of corporate operations and receives
reports on important information relating to
divisional operations.
General Meeting of Shareholders
Internal
Auditing Division
Accounting Auditors
Accounting Auditors
Board of Auditors
Internal Auditors
External Auditors
Management Committee
CEO, Senior Executive Officers
Corporate (head office functions)
Companies (business divisions)
Subsidiaries and Affiliates
(Board of) Auditors
Board of Directors
Internal Directors
External Directors
Chief Compliance Officer
Compliance Committee
Management Advisory
Committee
Super-
vision
Compensation Committee
Oki Electric Industry Co., Ltd. 21