Basic concept of Corporate governance
The Envipro Group recognizes that instilling our corporate philosophy throughout the organization is the most important aspect of governance, and that the strengthening of governance that brings discipline to organizations to sustain growth is a key issue in management.
Responding to this issue, in addition to soundness, transparency, and efficiency of management, we will always maintain awareness of corporate ethics and legal compliance in our corporate activities, and will work to strengthen and enhance our corporate governance.
The Sustainability Committee consists of full-time directors, executive officers, and some related department managers, meeting once a month. The Sustainability Committee seeks to promote the Medium-Term Management Plan (SustainabilityStrategy) that forms our strategy for achieving sustainable development for both the group and society.
As an organization assisting decision-making by the representative director, it flexibly and actively discusses and examines the status of strategy promotion and future directions, including new business and M&A, from a long-term perspective.
Fostering corporate culture
We believe that establishing the business objectives and values as a corporate culture and matching them with the daily business activities is the best governance and is an essential step toward the sustainable enhancement of corporate value. In order to foster corporate culture, we distribute books of a copy of the management plan to our employees, setting forth clearly our corporate philosophy, values, and code of conduct. We aim to build a foundation for long-term, sustainable growth by utilizing the management plan in our business activities, instilling our corporate philosophy throughout the organization, and fostering our corporate culture.
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Corporate governance system
- Internal Control Committee
- The Internal Control Committee has four sub-committees: the Environmental Safety Promotion Committee, the IT Promotion Committee, the Human Resources and Labor Reform Committee, and the Business Operations Reform Committee. The Internal Control Committee identifies risks, formulates countermeasures, and constructs and operates internal controls across the Group, including awareness-raising activities.
- Management Committee
- The Management Committee consists of the full-time directors and the Chair of the Audit and Supervisory Committee. It may also include some executive officers, department managers, and members of Boards of Directors of group companies, as required for matters to be deliberated. The Management Committee generally meets once a month to make decisions on specific matters important to the execution of the company's business and on the timely disclosure of information.
- The Appointment and Remuneration Committee
- The Appointment and Remuneration Committee is composed of five members: the representative director and four external directors who are independent senior executives. As an advisory body to the Board of Directors, it conducts preliminary deliberations on the nomination of director candidates (excluding those who serve as members of the Audit and SupervisoryCommittee), remuneration for directors, and other matters.
- Sustainability Committee
- The Sustainability Committee consists of full-time directors, executive officers, and some related department managers, meeting once a month. The Sustainability Committee seeks to promote the Medium-Term Management Plan (SustainabilityStrategy) that forms our strategy for achieving sustainable development for both the group and society. As an organization assisting decision-making by the representative director, it flexibly and actively discusses and examines the status of strategy promotion and future directions, including new business and M&A, from a long-term perspective.
Internal Control Basic Policy
ENVIPRO HOLDINGS Inc. has stipulated basic policy for the development of an internal control system as below to achieve four goals: the effectiveness and efficiency of its business, the reliability of financial reports, compliance with laws and the preservation of assets.
We shall endeavor to establish and operate internal control systems more effectively, through the continuous evaluation of the implementation of the internal control systems under this policy as well as by taking the measures necessary to improve the systems, and conducting a constant review of this policy to respond to changes in the business environment.
TCFD (Task Force on Climate-related Financial Disclosures) recommendations
In May 2019, we publicly endorsed the Recommendations of the Task Force on Climate-related Financial Disclosures (TCFD).
The TCFD is a private task force focused on the disclosure of climate-related financial information established by the Financial Stability Board (FSB) at the request of the G20 Finance Ministers and Central Bank Governors.
The TCFD announced its recommendations aimed at enabling companies to understand and disclose the financial impact of climate change on their risks and opportunities.
Please refer to the following PDF file for the Group's information disclosure in line with the TCFD recommendations.