Governance structure
Company with an Audit and Supervisory CommitteeWhen one company holds most of the voting rights, its wishes are more likely to prevail in management. How the interests of minority shareholders are protected is a key issue.
The assessment results in prior-year internal control reports were corrected from “effective” to “ineffective.” The company plans to increase the proportion of outside directors to a majority and have the chair of the Board of Directors be an outside director going forward. The disclosure also covers the change in representative director and internal control improvement measures.
| Item | Details |
|---|---|
| Corporate Governance Structure | Company with an Audit and Supervisory Committee |
| Committee | A voluntary nomination and compensation committee is scheduled to be established on a temporary basis. The proportion of outside members is Not disclosed |
| Controlling shareholder | Controlling shareholder and parent company: Not disclosed |
| Changes this time | The assessment results in prior-year internal control reports were corrected from “effective” to “ineffective.” The company plans to increase the proportion of outside directors to a majority and have the chair of the Board of Directors be an outside director going forward. The disclosure also covers the change in representative director and internal control improvement measures. |
Items this document does not state (4)
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.The Special Investigation Committee found that transactions involving software that was effectively provided free of charge had been recorded as sales for consideration, and that, after concealing a written undertaking promising repayment, the repayment had been processed by increasing outsourcing expenses. It also found deficiencies in company-wide internal controls, the sales process and the outsourced operations process.