Updated October 2023
The Denka Group has established materiality (important management issues) that it should address to achieve the SDGs. In order to enhance Corporate Governance, we are working to enhance our internal controls across the Group to ensure compliance with laws and regulations and our Articles of Incorporation and conduct business in a proper and efficient manner to increase corporate value.
Recognizing that fulfilling social responsibilities, particularly compliance, is fundamental to the sustainable development of companies, we have established the Basic Policy for Establishing Internal Control Systems and are confirming the status of internal control systems across the Group, making ongoing improvements and enhancements, and have also established the Corporate Behavior Policy, which sets forth standards of behavior for the entire Group.
These policies and guidelines are communicated by the President to all executives and employees of the Group using various opportunities and means, including his own words, such as, "It is important to share the awareness that acts that undermine social responsibility may incur severe criticism from society and put our very existence at risk." Furthermore, representatives of major Group companies meet with our executives and heads of corporate divisions twice a year to share our corporate philosophy, management policies, and issues, and to discuss and deepen our understanding of specific internal control risks and response policies.
In addition, the Legal Department has established the Denka Global Compliance Program as a global standard training program to ensure that all executives and employees of the Group act in accordance with laws and regulations and corporate ethics. We are also conducting training to disseminate our Corporate Behavior Policy and ensure compliance for all executives and employees of the Group, both in Japan and overseas.
To confirm the appropriateness of operations across Denka Group, audit committee attends important meetings, conducts audits of Denka and its major subsidiaries, and regularly interviews business divisions and administrative divisions to ascertain the status of their business operations.
Internal Control Department 's nine staff members in the Internal Audit Office, an independent organization for monitoring operations, work closely with audit committee to ensure effective and efficient audits, while also conducting internal control status assessments based on the Financial Instruments and Exchange Act (J-SOX) and business and management risk audits targeting organizations and business processes that are not subject to J-SOX.The plan for each audit is formulated with the approval of the President and the Board of Directors, and the results of the audits are reported to the person in charge of the organization being audited, as well as regularly reported to the President, audit committee, and the Board of Directors.
Our operational and management risk audits cover not only our company and its subsidiaries, but also affiliated companies for which we have significant management responsibility, such as those to which we assign representative directors. However, because the number of organizations involved is large, we use self-assessment results to narrow down the scope and scope in advance, thereby improving the efficiency and effectiveness of our audits. During on-site audits, we evaluate the development and operation of internal controls, including risk management, legal compliance, asset management, and business operations, identify inherent risks and issues, and monitor the effectiveness and validity of each process. Furthermore, when we discover problems or issues, we provide advice on issues and improvement measures while respecting the autonomous management of the audited company's executive officers. We also share information with relevant internal departments as necessary to resolve the issues at the audited organization.
Furthermore, starting in fiscal 2021, we have established an Internal Control Promotion Office within Internal Control Department to support the establishment of internal controls at group companies, primarily overseas. Working in tandem with the Internal Audit Office, we are working to improve the non-financial value of the entire group by strengthening group controls based on a framework (internal control framework) that packages standard internal control initiatives, thereby promoting improvements to business processes in each group organization, risk reduction, and the eradication of fraud within the group.
In addition, as part of audits of business execution divisions, the Accounting Department conducts accounting audits of major subsidiaries, while Legal Department, Environmental & Safety Department, Quality Assurance Department and other related departments conduct audits independently or jointly with Internal Control Department to ensure thorough compliance with laws and regulations in their respective fields of expertise.
Furthermore, with the aim of strengthening internal controls at overseas bases, we have established internal control departments at regional headquarters in Southeast Asia and China, where our bases are concentrated. These departments work in cooperation with Internal Control Department at the headquarters to promote the establishment of internal controls and begin internal audits at the local level.
Furthermore, to complement these internal audits and ensure the early detection and correction of violations of laws, regulations, and internal company rules, we have established a Group internal reporting system, which we encourage everyone to make active use of.
We recognize that our corporate activities have an impact on the environment and society, and we strive to fulfill our responsibilities to stakeholders through our business activities. In order to respond to the expectations and trust of many stakeholders including shareholders, customers, local communities, and employees, we have established the D...
Our basic policy on BCP is as follows. In the event of a crisis or disaster that has a significant impact on our business activities, we will implement our BCP to ensure the safety of our employees and the continuity of our business.
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