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.
PDCA cycles to improve the effectiveness of the Board of Directors
Key Initiatives and Results in Fiscal 2021
In fiscal 2021, based on the previous year’s evaluation of the effectiveness of the Board of Directors, the Board of Directors carried out the initiatives outlined below.
Important fiscal 2021 topics deemed to require more thorough discussions
- Evaluating and increasing the value of non-visible assets such as branding and engagement
- Policies for handling ESG-related issues
- Constructive communication with capital markets
- Construction of the Real Data Platform
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Key issues
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Key initiatives |
◆ Ensuring sufficient exchanges of opinions with Executive Officers Ensuring focused discussions on important topics
◆ Ensuring sufficient communication between Directors and Executive Officers, through both face-to-face and remote methods
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- Increasing frequency and expanding content of information sharing meetings
- Holding several free discussion meetings, and allocating time for focused discussions with executive divisions about the management strategies of each business, and about improving corporate value
- Holding discussions with onsite personnel in the Digital Business
- Holding hybrid meetings to create opportunities for in-person discussions regarding agenda items and other topics
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The Board of Directors recognizes that these initiatives productively contribute to improving the effectiveness of the Board of Directors.
Board of Directors Operational Policy for Fiscal 2022
The topics deemed to require more thorough discussion by the Board of Directors in fiscal 2022, and the initiatives considered potentially effective in allowing the Board to function better, are outlined below.
Topics deemed to require more thorough discussion in fiscal 2022
- Evaluating and increasing the value of non-visible assets such as branding and engagement
- Policies for handling ESG-related issues
- Constructive communication with capital markets
- New value creation through DX and RDP
- Business portfolios, and synergies between businesses
- Measuring the effectiveness of Purpose management
- Managing risk, including cyber security systems
Key initiatives to enable the Board of Directors to function better
- Ensuring sufficient communication between Directors and Executive Officers, through both face-to-face and remote methods
- Ensuring focused deliberations on highly important topics
- Clarifying what matters should be deliberated at Board of Directors meetings, and using preliminary briefing sessions effectively
- Creating systems—such as on-site inspections, multiple reporting lines, etc.—that improve understanding of the status of execution of business operations
- Ensuring communication and information-sharing between Directors and legally-mandated committees
With the above points in mind, the Company will implement initiatives that help the Board of Directors to function better. We will also further evolve our governance systems through the use of PDCA cycles rooted in evaluations of the effectiveness of the Board of Directors.
