Corporate GovernanceBasic Policy for Internal Control System (PDF：230KB)
Since its founding in 1943, Sanden’s Founding Spirit of, “Let Us Develop with Wisdom and Prosper in Harmony” has formed the basis of corporate culture. In 2003, we newly established our Corporate Philosophy—which includes “Basic Principles (Universal Values Shared by the Global Community)” and “Basic Stance toward Stakeholders.” Both in Japan and overseas, the Sanden Group is relentlessly and proactively striving to increase its corporate value while further improving its compliance performance throughout its business operations and achieving additional improvements in management efficiency and transparency.
Employing the “company with auditors” model based on Japan's Corporate Law, Sanden has created a corporate governance system that includes Board of Directors, Audit & Supervisory Board Members, Audit & Supervisory Board, and Accounting Auditor.
In addition, with the aim of securing the transparency and objectivity of management, Sanden has also established Nomination and Compensation Committee as an advisory committee to the Board of Directors.
The Board of Directors has 9 members, including 3 outside directors, while the Audit & Supervisory Board has 4 members, including 3 outside Audit & Supervisory Board Members.
To strengthen management oversight functions, Sanden appoints fully independent Outside Directors and Outside Audit & Supervisory Board Members. Currently, Sanden’s 5 Outside Executives are certified as “independent” under the Securities Listing Regulations of the Tokyo Stock Exchange. By setting Directors’ terms to one year, Sanden has put in place a system to ensure management transparency and one that enables quick responses to changes in the market environment. Also, by adopting an corporate officer system, the Group aims to strengthen business execution functions and increase management efficiency.
Moreover, the Management Committee and Board of Directors deliberate in a timely fashion on important matters in compliance and risk management.
Furthermore, by putting in place internal and external hot lines as an internal reporting system, Sanden is working to strengthen risk management, corporate ethics, and legal compliance.