Corporate governance

The DOWA group has made the strengthening of corporate governance (corporate control) one of its most important management priorities, and the entire group is engaged in developing and operating effective and efficient internal controls based on the DOWA group’s values and standards of conduct.

Outline of the corporate governance system

The DOWA group uses a system of executive officers and a holding company structure that separates business divisions as subsidiaries in order to expedite decision making and improve management efficiency. In addition, the maximum number of directors has been set at 13 to further improve the supervisory function of the board of directors, and managerial responsibilities are clearly defined by shortening terms of office to one year.
The board of directors meeting is held once every month, in principle. A committee of the operating officers is held once every month in principle for executive officers to share information regarding the status of business execution. Each of the auditors conduct audits of business execution by directors, reporting to the audit & supervisory board meeting, held once every month in principle, ensuring audit effectiveness and efficiency.

Corporate governance system

(As of June 27, 2016)

Organization Form Company with auditors
Number of directors
 Among these, outside directors
7 (Number prescribed in the company’s articles of incorporation: 13)
2 (Designated independent director)
Terms of office prescribed by the company’s articles of incorporation 1 year
Chairman of the board of directors President
Number of audit & supervisory board members
 Among these, outside auditors
4 (Number prescribed in the company’s articles of incorporation: 5)
3

Corporate governance implementation structure

(As of June 27, 2016)

Corporate governance implementation structure

Report on corporate governance

DOWA has submitted the report to the Tokyo Stock Exchange.

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