Corporate Governance
Our Basic Principle Regarding Corporate Governance
In principle, we view corporate governance as making sure that we carry out fair and transparent management, fulfill our social responsibility while constantly increasing our corporate value, and earn trust from all our stakeholders. We have been and will continue to do our utmost to maintain thorough compliance and increase our transparency and soundness through proactive and swift disclosure of information. Moreover, we strive to keep on improving and reinforcing our measures and organization to achieve even more efficient management.
Corporate Governance System
Reasons for Electing External Board Members and Their Main Activities (the term ended March 2020)
With the aim of building a practical and effective corporate governance system from both internal and external perspectives, Fundely expects external directors and external audit & supervisory board members to give us objective and impartial advice based on their experience as experts and their extensive knowledge on finance, accounting, legal affairs, and so on. To this end, we have criteria for electing external directors and external audit & supervisory board members in place. Candidates must have the professional knowledge and experience that meet the above purpose and there must be no conflict regarding their independence in terms of their relationships with the company, the President, other directors and the main employees.
Although we have not set any standards or policy concerning their independence from our company when electing external directors and external audit & supervisory board members, we refer to the criteria concerning the independence of independent officers of the Tokyo Stock Exchange.
| Name | Reasons for electing the relevant board member | Main activities |
|---|---|---|
| Yuichi Yamazaki | He has been engaged in marketing in the health-care field, including health and beauty products, in operational companies for many years and has a wide range of experience, knowledge, and so on. As such, we have judged that he is able to perform a high-level supervisory function concerning laws and regulations and have elected him as an external director. | Attended all 17 board of directors meetings |
| Kazuhiko Muraki | Since he has broad experience and insights acquired through his work in operational companies as well as sufficient experience and knowledge as a company manager, we have judged that he can perform a high-level supervisory function in the management of our company and have elected him as an external audit & supervisory board member. | Attended all 17 board of directors meetings and all 13 audit & supervisory board meetings |
| Takafumi Jogan | Since he is a certified public accountant and has professional knowledge of accounting and tax affairs with a long track record of practicing corporate accounting, we have judged that he is able to perform a high-level supervisory function and have elected him as an external audit & supervisory board member. | Attended all 17 board of directors meetings and all 13 audit & supervisory board meetings |
| Naoki Shimada | He has sufficient experience in and knowledge of corporate management as a company manager as well as through his work in a consulting firm to support various companies in running their business. Accordingly, we have judged that he is able to perform a high-level supervisory function and hav | Attended 16 out of 17 board of directors meetings and 12 out of 13 audit & supervisory board meetings |