Strengthening Corporate Governance

Basic Approach

The CITIZEN Group endeavors to improve corporate value and contribute to society through sustained activities in harmony with the local community and the global environment, under the corporate philosophy of "Loved by citizens, working for citizens." To continuously further this goal, we strive to reinforce corporate governance in recognition of the importance of ensuring management transparency and supervising management from various different angles.

We have also established a Nominating Committee and a Compensation Committee, consisting of outside directors and the representative director, as advisory boards.

Basic Approach

Outline of the company organization

CITIZEN WATCH has a Board of Directors comprised of seven directors knowledgeable about its business content and two highly independent outside directors. The Board of Directors makes decisions regarding the execution of business and oversees the execution of business. It also adopts the board of auditors system with three members included twooutside auditors.
To increase transparency in management, a Nominating Committee and Compensation Committee in which the outside auditors hold a majority have been established as voluntary authorities. The Nominating Committee discusses matters related to the selection of the representative director, the president, and the chairperson of the board, and its main duty is to provide advice to the Board of Directors. The Compensation Committee discusses matters related to the standards for and compensation received by the directors, and its main duty is also to provide advices counsel to the Board of Directors.
In accordance with the audit policy and audit plans prescribed by the Audit & Supervisory Board, to carry out initiatives for further enhancement of corporate governance, each auditor attends the Board of Directors meetings, Group management meetings, and management meetings, inspects important documents such as authorization documents and reports from the Board of Directors, etc. concerning the execution of duties, and implements rigorous audits on the conduct of affairs by directors through means such as examining business operations and assets.
Moreover, the Audit & CSR Department was established as an internal auditing body, and based on an annual audit plan, reviews whether the business affairs of CITIZEN WATCH and its subsidiaries are being appropriately and reasonably executed. These auditing authorities, the internal auditing department, and the internal control department keep in close communication with one another.