Management Policy

Corporate Governance

Basic approach to
corporate governance

  • (1) At ARUHI, we consider the rights of our shareholders and establish an environment for the appropriate exercise of rights. To drive sustainable growth and enhance our corporate value, we actively engage with our shareholders through general shareholders’ meetings and other opportunities.
  • (2) The Board of Directors and other relevant bodies will, based on their fiduciary duties and accountability to our shareholders, show the overall directions, including our strategies, and support appropriate executive risk-taking, while providing highly effective oversight.
  • (3) For perpetual enhancement of corporate value, we work with our stakeholders, including customers, employees, suppliers, creditors, and local communities, and respect mutual interests and values.
  • (4) In addition to our business results and financial status, we proactively disclose non-financial information such as management strategies and issues, risks, and corporate governance, and ensure transparent business management through full disclosure of information.

Improving board effectiveness

To improve board effectiveness, an integral part of corporate governance, we have evaluation processes in place for identifying challenges and making improvements.

  1. 1

    Evaluation planning

    Understand situations around board operation through analyses of board-related documents and hearing from board members

  2. 2

    Surveys

    Collect insights from directors, mainly through self-evaluation questionnaires

  3. 3

    Identifying issues

    Identify challenges based on analyses of survey results while also reviewing other companies’ case studies and regulatory reforms

  4. 4

    Reports

    Report the evaluation results and identified challenges to the board and develop action plans for subsequent fiscal years

  5. 5

    Implementing action plans

    Carry out action plans to improve board operation and strengthen governance

Appointment of independent outside directors

ARUHI has a governance structure in which executive directors do not account for the majority of the board (3 inside directors, 3 outside directors).

As independent outside directors with extensive experience and knowledge, we appoint business company leaders and corporate governance experts and ensure transparent business operations.

Skill Matrix

Directors and Audit and Supervisory Board Members after the 7th Annual General Meeting of Shareholders on June 24, 2021

Name Position Outside Business management Finance,
accounting
Marketing,
sales
Technology Internationality Personnel,
labor
Legal,
compliance
Governance,
risk management
Personnel
compensation
committee
Hiroshi Hamada Representative Director
Toshihiko Katusya Representative Director
Yasuko Matusmoto Director
Tokiko Ide Director
Toshihiko Hiura Director
Hiroyuki Oshida Director
Yuji Harada Full-time Audit and Supervisory Board Member
Makoto Imamura Audit and Supervisory Board Member
Takeshi Nakano Audit and Supervisory Board Member
Mitsumasa Ueno Audit and Supervisory Board Member
  • (Notes) Each individual’s three main skills are indicated in the above table with black dots. This table does not indicate all the skills, abilities, and knowledge of these individuals.

Organizational Chart

ガバナンス体制