Corporate Governance

Fundamental Policy

With the aim of maintaining sustainable development and maximizing corporate value through fair business activities, Mitsubishi Materials recognizes the importance of efficient and transparent management and is undertaking measures that further enhance its corporate governance.

The Board of Directors and Execution System

The Board of Directors comprises seven internal directors and two external directors. We consider this structure appropriate for expediting decisions and ensuring management objectivity and transparency. The external directors monitor the appropriateness of the business executed by the directors from an objective position. They also offer a range of valuable perspectives for managing the Company, drawing on their unique experiences distinct from those of internal directors as well as their specialized knowledge. Matters brought before the Board of Directors are fully deliberated in advance by the Corporate Strategy Committee, which is composed of the President, Assistant to the President, and several other Senior Executive Officer, and appropriate decisions are made based on these deliberations.
Because the Company is an integrated organization composed of such businesses as Cement, Metals, Advanced Materials & Tools, and Electronic Materials & Components, executive officer and internal company systems were introduced to ensure that these businesses execute business activities in an agile and appropriate manner.

Audits, Internal Control Audits, Accounting Audits

The Audit & Supervisory Board is made up of three standing Audit & Supervisory Board Members, one of whom is external, and two part-time Audit & Supervisory Board Members (both external). In order to monitor the execution of duties undertaken by directors, each Audit & Supervisory Board Member attends Board of Directors' meetings and other important gatherings and holds hearings that assess the execution of duties of directors, the Internal Audit Department and other employees, in addition to reviewing important documents for approval. Moreover, each Audit & Supervisory Board Member assesses the status of operations and assets at headquarters and main business sites and conducts audits at subsidiaries when necessary. Moreover, audits are undertaken in close coordination with accounting auditors and the Internal Audit Department and meetings are held with standing Audit & Supervisory Board Members from important Group companies in an effort to reinforce the auditing system for management of the Group. The Audit & Supervisory Board Member Assistance Department was established as an organization to support the auditing operations of the Audit & Supervisory Board Members.
The Internal Audit Department conducts internal audits to identify the effectiveness and efficiency of corporate activities, the reliability of financial reports, the maintenance and effective utilization of assets, the status of risk management efforts and the adherence to both the law and to in-house rules and standards. The Company appointed KPMG AZSA LLC as the independent auditor responsible for its accounting audits.

Internal Control System Maintenance

Mitsubishi Materials recognizes that the development of appropriate internal control systems is an important issue concerning the fulfillment of its business objectives and management plans. By developing the system that comply with the Companies Act and the Ordinance for Enforcement of the Companies Act, the Company strives to enhance our internal control systems. The company will review the system as needed, and seek to manage the system more effectively.