Our Corporate Governance Overview
for information on our fundamental principles and other information related to Corporate Governance.
●Number of meetings held by the Board of Directors and the Board of Corporate Auditors as well as the
participation status of the Board Members
Record of the meetings of Board of Directors in FY2021.
|Board of Directors meetings
||Held: 13 times
|Attendance*: 98.0% of Directors
- In principle, all board members are required to attend all board of directors meeting.
●Compensation for Directors and Audit & Supervisory Board Members (FY2021)
●Ratio between CEO compensation and employee average compensation
Ratio of CEO compensation to
employee average compensation is as follows:follows
1 The number of “Shares with full voting rights (Others)” includes 1,000 shares of common stock (10 units of voting rights) in the name of Japan Securities Depository Center, Inc., and 961,300 shares of the Company’s common stock (9,613 units of voting rights) held by Mizuho Trust & Banking Co., Ltd. (retrusted to Custody Bank of Japan, Ltd.) under Board Benefit Trust (BBT). These 9,613 units of voting rights are not exercised.
2 Number of common stock in “Shares less than one unit” includes 40 shares of treasury stock held by the Company, 76 shares in the name of Japan Securities Depository Center, Inc. and 63 shares in crossholding stock (held by Hitz Insurance Service Corporation).
- Excluding the data of Sompo Care Inc
●Cybersecurity oversight system
The Group established a risk control system based on the “Basic Policy on Sompo Group ERM (Strategic Risk Management)” set out by the Board of Directors, and classifies risks that may have a significant impact on the Group as “material risks”. The Group Chief Risk Officer (CRO) carries out an exhaustive assessment of risks of each business, regularly reports the risk management status to the Managerial Administrative Committee (MAC), Board of Directors, etc. and verifies the efficacy of countermeasures taken. The Chief Information Officer (CIO) is in charge of taking countermeasures for system failures, including cyberattacks, as material risk at the Group ERM Committee.
It is essential to address cyber risks that increase in response to technological advances and changes in the environment to deliver “security and health” which the Group values to customers, business partners, and shareholders. We also established the "Basic Policy on Group Cybersecurity", and are trying to establish an efficient and effective cyber risk management system for the entire Group based on the understanding that cybersecurity initiative is corporate social responsibility.
Moreover, we established a Cybersecurity Group as a specialized organization in the IT Strategy Planning Department to deal with cyber risks that are becoming more sophisticated and complicated every day, and are working on developing strategies and strengthening security across the Group. The major mission of this group of specialists is to jointly manage cyber risks with the persons responsible for cybersecurity at each Group company in both normal times and emergencies, and improve the levels of maturity on a Group-wide basis, while carrying the function of the Computer Security Incident Response Team (CSIRT) of SOMPO Holdings.
We will closely align cybersecurity with business strategy and IT strategy, turn it into competitive advantage in each business, and realize digital transformation in a secure and safety manner.
The number of whistleblowing cases which the group received in FY2021 was as below.
- The number of reports and consultations regarding human rights violations, including harassment, received in FY2021 was 175 (including questionable cases). Also, there were no significant cases of violations involving the payment of fines to the authorities in FY2021.
●Customer privacy protection
Sompo Japan takes appropriate actions within the organization, such as treating what was recognized in the company as a complaint and reporting it to external related party. The table below shows the number of complaints for which we were able to confirm the facts out of the total complaints about customer privacy violation received in FY2021.
- The number of complaints received from the regulatory authority was zero regarding the above.