Sustainability

Corporate Governance

Governance
With our vision to be a "company that utilizes advanced biotechnology to develop and innovate our materials", business activities strive to raise corporate value over medium to long term strategy, and grow sustainably no matter how drastically the external environment changes.
We strengthen corporate governance by implementing three significant actions; “fast decision making and execution”, “ensuring the strength of management and preventing corruption”, and “ensuring transparency”, to continue our business activity.
Corporate Governance System
Board of Directors The governing body is positioned as ‘the ultimate decision-making authority, empowered to set the company’s policy and strategies, and supervise the execution of operations.’ This includes making important decisions, tracking business performance, and formulating measures at the monthly meeting.
Risk Management & Compliance Committee In addition to legal compliance, we have established and strengthened our risk management system and compliance system that ties into our corporate ethics.
Business Committee Meeting Executives and representatives of each division participate in the “Business Committee Meeting”, where they report upon each division, and discuss and determine the specific measures required from each division.
Health and Safety Committee We place great priority on our employee health and safety. We conduct assessments to prioritize initiatives, and implement measures to enhance health and safety at our company.
Environmental Management Committee We deliberate and determine measures for supporting environmental issues, such as environmental laws and regulations related to management, and rationalizing our energy use within the company.
As described above, the current corporate governance system, in collaboration with various committees, strengthen our corporate governance and are supported from multiple perspectives by the supervisory and auditing functions.
The Internal Control Systems
We have established a system (internal control system) to ensure that the execution of duties by directors and employees conforms to laws, regulations and Articles of Incorporation, and developed a system to ensure compliance with our other policies.

See the Basic Policy to formulate the Internal Control systems

Audit System
Status of Audit by Audit & Supervisory Board Members
Hayashibara has appointed one auditor to audit the status of directors' performance by attending important meetings including the Board of Directors meetings, inspecting important approval documents and observing execution of duties by directors, and by conducting interviews with directors, internal audit departments, and other business execution departments.
In addition, an accounting auditor is accompanied during asset inspections to monitor and verify that they maintain an independent position and are conducting appropriate audits. To improve the effectiveness of Audit & Supervisory Board Members, at the end of the fiscal year we review their annual audit activities including the auditing of policies and plans, and reflect this in the audit plans for the following fiscal year.
Status of Audit by Internal Auditors
The Audit Office, in charge of internal audits, is comprised of two qualified internal auditors (QIA). Audits assess the appropriateness and efficiency of the company’s business activities, based on the internal auditing rules.
Additionally, in line with the Internal Control Over Financial Reporting system, the Audit Office evaluates internal controls as an independent internal auditor and provides reports regarding the status of internal controls to directors, the auditor, and independent auditor, as appropriate.
Status of Audit by Independent Auditor
Independent audits are performed in a fair and impartial manner by the following specified limited liability partner.
Certified Public Accountants Auditing Firm
Specified Limited Liability Partner
Managing Partner
Yasuhiro Takata Ernst & Young ShinNihon LLC
No certified public accountant, who has executed the aforementioned duties, has performed audits continuously for more than seven years.