Improving the effectiveness of the Board of Directors through PDCA cycles
As part of its efforts to improve the effectiveness of the Board of Directors, every year the Company issues a questionnaire, which includes a self-evaluation section, to each Director. We use the results of these questionnaires to analyze and evaluate the effectiveness of the Board of Directors as a whole. We also work to improve the functionality of the Board of Directors, and strengthen corporate governance. To this end, we actively incorporate the the opinions of Directors, verify measures for any identified issues and for the further evolution of the Company, and carry out PDCA cycles for the execution of concrete initiatives that enhance the functionality of the Board of Directors.
Based on the facts that there was serious misconduct and a new Mid-Term Management Plan would start in FY2024, we evaluated the effectiveness of the Board of Directors for FY2023 to clarify efforts needed to achieve better functional performance after evaluating the past functional performance of the Board of Directors.
PDCA cycles to improve the effectiveness of the Board of Directors
Points of the evaluation of the effectiveness of the Board of Directors FY2023
A）Evaluation of functional performance of the Board of Directors
(ensuring an appropriate deliberation process, deliberation by committees, sharing of awareness of issues, obtaining information and engagement to the extent appropriate)
B）Evaluation of measures to prevent recurrence based on business improvement orders concerning aforementioned misconduct cases
(points to be addressed by the Board of Directors from the viewpoint of supervision, and points to be encouraged for execution)
C）Future oriented evaluation for the further evolution of the Group
(issues to appropriately fulfill roles of the Board of Directors and executive devisions, and management themes to be focused on for enhancing corporate value)
FY2023 evaluation results
FY2024 initiatives
Based on the evaluation results and the Group-wide business environment, we have listed topics on which we should have more meaningful management discussions in the Board of Directors and efforts that should be emphasized to achieve better functional performance of the Board of Directors, considering reports from executive divisions, as shown below. Our executive divisions will not only continue to actively accept a broad range of opinions and advice from the Board of Directors and make continued efforts to improve the quality of decision-making but also exchange opinions with outside directors ahead of Board of Directors meetings for deeper management discussion on important business subjects, so that we can meet the expectations of our stakeholders, including shareholders.
＜Topics for Deepening Management Discussions (FY 2024) ＞
- Steady implementation and effectiveness of business improvement Plans
- Business strategies to realize SOMPO’s Purpose in each business area
(SJ-R at Sompo Japan, growth strategy of overseas insurance and reinsurance business, launch of wellbeing business, etc.)
- Strengthening the Group's management foundation
(Management with a focus on capital cost and capital efficiency, human resources strategy, digital data
strategy, valuation and value enhancement of invisible assets (brands, engagements, etc.), etc.)
＜Initiatives that should be emphasized to further fulfill the functions of the Board of Directors＞
- Further strengthening the effectiveness of the Group’s governance and internal controls
- Strengthening the monitoring function for progress and effectiveness of measures to prevent the recurrence of serious misconducts
- Deliberation on highly important themes by focusing on issues
- Enhanced opportunities for reporting on the status of execution
- Clarification of matters to be discussed at the Board of Directors meeting
- Communication and information sharing between outside directors and each statutory committee
