OVERVIEW OF CORPORATE GOVERNANCE SYSTEM

Organizational Structure

The Company’s organizational structure pursuant to the Companies Act shall be a company with Nominating Committee, etc., in order to strengthen the function of management supervision of the Board of Directors as well as promote clarification of authorities and responsibilities and prompt decision-making concerning business execution while improving the transparency and objectivity of management as the primary aim.

Board of Directors

The Board of Directors makes decisions on both basic management policy and important business execution of the Company, and also carries out supervision of the execution of duties of Directors and Corporate Executive Officers. As of June 28, 2018, the Board of Directors consists of fifteen (15) Directors, of which seven (7) are Outside Directors. The role of chairman of the Board of Directors is fulfilled by the Chairman of the Board of the Company, who does not concurrently serve as a Corporate Executive Officer. The Board of Directors broadly delegates the authority to execute business on matters other than those to be resolved by the Board of Directors as prescribed in laws and regulations or the Articles of Incorporation to the Corporate Executive Officers, and promotes clarification of responsibilities and authorities and prompt decision-making concerning business execution.

Reasons for Nomination as Candidate for Director (PDF 65KB)

Tetsuji Arimori, Iwao Taka, Hiroshi Katayama, Jo Kato, Shin Ebihara, Masaaki Shirakawa, Noboru Nishigai, Shin Nagase, Toru Okusa, Tetsuo Narukawa, Junichi Tanisawa, Junichi Yoshida, Hirotaka Sugiyama, Shu Tomioka, Setsuko Egami

(Back row, from left) Tetsuji Arimori, Iwao Taka, Hiroshi Katayama, Jo Kato, Shin Ebihara, Masaaki Shirakawa, Noboru Nishigai, Shin Nagase, Toru Okusa
(Front row, from left) Tetsuo Narukawa, Junichi Tanisawa, Junichi Yoshida, Hirotaka Sugiyama, Shu Tomioka, Setsuko Egami

Nominating Committee

The Nominating Committee makes decisions on the details of proposals of the General Meeting of Shareholders relating to the election and dismissal of Directors. As of June 28, 2018, the Nominating Committee consists of five (5) members, of which four (4) are Outside Directors. The Chairman of the Nominating Committee is an Outside Director from the perspective of promoting high standards and ensuring transparency in the process of nominating the candidates for Director.

Nominating Committee
Tetsuo Narukawa (Committee chairman) Outside Director
Hirotaka Sugiyama  
Shin Ebihara Outside Director
Masaaki Shirakawa Outside Director
Setsuko Egami Outside Director

Audit Committee

The Audit Committee conducts audits of the execution of duties of the Directors and Corporate Executive Officers, creates the audit reports relating to this, and makes decisions on the details of proposals of the General Meeting of Shareholders relating to the election, dismissal or non-reappointment of the Accounting Auditor. As of June 28, 2018, the Audit Committee consists of five (5) members, of which three (3) are Outside Directors. The Chairman of the Audit Committee is an Inside Director who is a full-time member of the Audit Committee from the perspective of ensuring effectiveness of the Audit Committee’s audits.

Audit Committee
Jo Kato (Committee chairman)  
Toru Okusa  
Shu Tomioka Outside Director
Shin Nagase Outside Director
Iwao Taka Outside Director

Remuneration Committee

The Remuneration Committee makes decisions on the policy concerning remuneration decisions for Directors and Corporate Executive Officers and on the remuneration amounts for each individual. As of June 28, 2018, the Remuneration Committee consists of four (4) members, of which four (4) are Outside Directors.

Remuneration Committee
Shin Ebihara (Committee chairman) Outside Director
Tetsuo Narukawa Outside Director
Masaaki Shirakawa Outside Director
Setsuko Egami Outside Director

Corporate Executive Officers

The Corporate Executive Officers are appointed by resolution of the Board of Directors. They make decisions on business execution delegated to them by the Board of Directors and carry out the execution of such business. As of June 28, 2018, the Company has fourteen (14) Corporate Executive Officers.

Reasons for the Appointment of Corporate Executive Officers (PDF 68KB)

Corporate Governance Organizational Chart (as of June 28, 2018)

Corporate Governance Organizational Chart

Corporate Governance Reports

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CORPORATE INFORMATION

  • A MESSAGE FROM THE MANAGEMENT
  • ABOUT MITSUBISHI ESTATE
  • PROFILE OF MITSUBISHI ESTATE
  • CORPORATE BRAND
  • SAFETY AND SECURITY
  • CORPORATE GOVERNANCE
  • GROUP COMPANIES