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Pioneer Corporation Annual Report 2011 17
Corporate Governance Structure (As of June 29, 2011)
General Meeting of Shareholders
“Rules of the Pioneer Group”
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Independent
Auditor
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Board of Corporate Auditors
Business Divisions and Group Companies
10 directors
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Nominating Committee
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Compensation Committee
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Business Ethics Committee
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rules also consist of the “Pioneer Group Code of
Conduct,” which stipulates specific decision-mak-
ing and behavioral standards for Group directors,
officers and employees in the performance of their
business duties, rules outlining the scope of
responsibility and authority for each Group com-
pany, and other rules related to compliance.
The Company has established the Business Eth-
ics Committee chaired by an outside director to
ensure legal compliance as well as thorough obser-
vance of the “Pioneer Group Code of Conduct.”
The “Pioneer Group Charter for Corporate
Operations” embodies the spirit of fair-minded
corporate activities that respect social justice. The
Company resists anti-social forces in a systematic
and resolute manner, to eliminate anti-social forces
that threaten social order and security. This includes
establishing a department to centrally coordinate
responses to anti-social forces, working together
with external specialist institutions, and thorough
training and communication within the Group
regarding how to deal with anti-social forces.
To ensure appropriate disclosure of corporate
information and the accuracy of financial report-
ing, Pioneer has formulated basic rules and prin-
ciples as well as designated departments respon-
sible and coordinated with external specialists,
with the aim of strengthening its information man-
agement system.
Furthermore, to ensure proper responses we
have developed a system necessary for ensuring
proper operations by establishing a response pol-
icy in the event of a crisis, designating the authority
and responsibilities of each Group company, and
setting a policy for the approval process.
The Audit Division audits the status of the
Group’s entire management and operations, and
confirms compliance with laws and internal regula-
tions. The Audit Division also works with the inter-
nal audit staff at Group companies and the Board
of Corporate Auditors to enhance the audit func-
tion with regard to internal control systems and risk
management, and areas related to corporate eth-
ics, quality control, and environmental protection.
In addition, an internal reporting system, the
“Business Ethics Hotline,” has been established to
quickly detect and appropriately address improper
behavior. The hotline is set up outside the Com-
pany to ensure the anonymity of persons making
reports and the confidentiality of those reports.
The details of reports received by the hotline are
passed on to the Business Ethics Committee, which
is chaired by an outside director, and to the Board
of Corporate Auditors, more than half of whom are
outside corporate auditors, making it possible to
respond to that information in good faith.