In order to achieve sustainable growth and increase corporate value over the medium to long term based on ‘Corporate Philosophy’ and ‘Management Philosophy’, we have established our ‘Corporate Governance Code Conduct’ and will work to continuously enhance and strengthen our corporate governance. We persistently strive towards the enrichment and strengthening of our corporate governance. Furthermore, our company commits to build a corporate governance structure aimed at facilitating transparent, equitable, swift, and decisive decisions. This is in response to the trust entrusted by our stakeholders, including customers, employees, society, and shareholders, and is designed to ensure sustainable growth and realize long-term enhancement in corporate value while balancing the supervision and execution of business.
Overview of the Corporate Governance Structure and Reasons for its Adoption
MIKASA SHOJI has adopted the implementation of a Board of Corporate Auditors as an institutional design under the Companies Act. Our auditors guarantee transparency and integrity of our operations through the oversight of the lawfulness and fairness of management decisions by attending essential meetings, such as the Board of Directors and management strategy conferences. In addition, in order to further strengthen the supervisory function of directors’ execution of duties, MIKASA SHOJI appoints independent outside directors and outside corporate auditors.
Compliance
We have a legal, social, and ethical duty to our stakeholders, including our customers, employees, local community, partners, shareholders, and investors. As a company that operates globally, the trust from our stakeholders is vital to our business activities. Compliance takes precedence over everything else, and as a global company, we aim to be trusted around the world and to be a company where our employees work with pride.
Compliance with Fair Competition Laws and Regulations
Many countries have fair trade laws to protect consumer interests and to ensure sound growth of their national economies. Monopolies or cartels are prohibited, and any company found in violation is subject to severe punishment and heavy fines. Such penalties could irreversibly damage the offending company. In many jurisdictions, violations of the fair trade laws can result in personal fines and imprisonment for company managers.
The MIKASA SHOJI Group obeys fair trade laws in the respective countries in which we do business. The following are just a few examples of behavior that should be avoided:
Never attend any meetings among competitors during which price issues will be discussed.
Never be party to an arrangement or agreement, written or verbal, concerning fixing prices, sales terms, profit margins, market share, market divisions, or bidding.
Never engage in any trade practice that constitutes resale price maintenance or restriction.
Never abuse the dominant bargaining position or sign an agreement containing unfair terms or conditions of trade.
Basic policy for antisocial forces
MIKASA SHOJI CO., LTD. has established the following basic policy for antisocial forces, and all officers and employees By observing this, we will endeavor to ensure the appropriateness and safety of our business.
Correspondence as an organization For antisocial forces, we have established “antisocial force management rules” within the company, and we will respond to antisocial forces as a whole organization, including the representative director and other top management.
Collaboration with external specialized agencies We will always work to eliminate antisocial forces in cooperation with external specialized agencies such as police, lawyers, the Council for Corporate Defense Measures, and the Federation of Corporate Defense Measures.
Block all relationships, including transactions We will block all relationships with antisocial forces, including business relationships. In addition, we will categorically reject unreasonable demands from antisocial forces.
Legal response in an emergency We will take legal action against unreasonable demands from antisocial forces from both civil and criminal perspectives.
Prohibition of back-door transactions and funding Even if an unreasonable demand by an antisocial force is due to a scandal in business activities or a scandal of an employee, we will not make a back-door transaction to conceal the case. In addition, we will not provide funding to antisocial forces.
Ensuring employee safety We will ensure the safety of officers and employees in response to unreasonable demands from antisocial forces.
Internal Reporting System
We shall establish an internal reporting system that allows our directors and employees, who have encountered information regarding actions in violation of laws and regulation, etc. concerning the company group and its officers and employees may provide such information directly to managerment representative, the compliance department, or an external consultation service(attorney).
