【最終】AR2018

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43LINTEC ANNUAL REPORT 2018FINANCIAL INFORMATIONESGSTRATEGYOVERVIEW• Matters concerning policy relating to the handling of costs or liabilities arising from the execution of duties of Audit & Supervisory Committee membersWhen an Audit & Supervisory Committee member invoices the Company for the prepayment or redemption of expenses incurred for the execution of their duties, said costs or liabilities will be promptly handled following discussions in the department respon-sible, with the exception of cases in which said costs have been recognized as being not necessary for the execution of said Audit & Supervisory Committee member’s duties. In addition, should Audit & Supervisory Committee members deem that independent out-side experts (such as lawyers, certified public accountants, etc.) are necessary as advisers to the Audit & Supervisory Committee, the Company will bear those costs, with the exception of cases in which said costs have been recognized as being not necessary for the execution of said Audit & Supervisory Committee’s duties.• Other system for ensuring that the Audit & Supervisory Committee carries out audits effectivelyWith a view to ensuring a system so that Company information reaches the Audit & Supervisory Committee unhindered, the Company works to maintain an environment in which information is received not only from directors (excluding directors serving as Audit & Supervisory Committee members) and from employees but also from independent auditors, corporate lawyers, tax accoun-tants, and other specialists. The Company has a system in place to ensure regular meetings with representative directors and venues for important discussions, such as management and strategy meetings, for Audit & Supervisory Committee members to attend and state opinions.3. Basic Policies and Systems for Preventing Relationships with Antisocial ForcesThe Company stands in firm opposition to all antisocial forces and organizations that threaten to disrupt the order and safety of civil society while practicing a strict policy of non-association with such entities. We have made this commitment clearly apparent in the LINTEC Compliance Guidelines and are taking steps to ensure thor-ough awareness with this regard among all directors and employees.We reject any illegitimate requests from antisocial forces and organizations and maintain close collaborative relationships with the police, centers for the removal of criminal organizations, law-yers, and other specialists to combat such requests. Should we be approached by antisocial forces or organizations, we will closely coordinate with such institutions, organizations, lawyers, or other specialists to furnish a quick, organization-wide response. 4. Risk Management SystemThe Company has established the Companywide Crisis Management Regulations as well as a risk management system for minimizing the possible impact and damage to corporate value if a major problem arises. It has also implemented and oversees the Information Security Management Rules and the Trade Secret Management Rules for the preservation and management of infor-mation. There are also Companywide risk assessments centered on the CSR Management Office.5. Limited Liability ContractsIn accordance with Article 427, Paragraph 1 of the Companies Act, the Company has entered into a contract with each of its non-executive directors—outside directors Kazumori Fukushima, Toru Nozawa, Satoshi Ohoka, and Kanako Osawa—that limits liability for compensation for damages under Article 423, Paragraph 1 of the Companies Act. Based on this contract, liability for compensation for damages is limited to ¥10 million or the minimum liability amount stipulated by law, whichever is greater.Internal Audits and Audit & Supervisory Committee Audits1. Internal AuditsThe Audit Office regularly implements internal audits of divisions, work sites, plants, and affiliated subsidiaries in addition to verifying that operational execution processes and results comply with the law and internal regulations. The status of these internal audits is reported when necessary to the Audit & Supervisory Committee, and opinions are exchanged on the results of the audits. P.42 Diagram C2. Audit & Supervisory Committee AuditsThe Company’s Audit & Supervisory Committee comprises four directors serving as Audit & Supervisory Committee members, of whom three are outside directors. While utilizing the internal con-trol system, the Audit & Supervisory Committee cooperates with the Audit Office and the independent auditor, receives the neces-sary reports, and conducts audits of the directors’ business execu-tion through such methods as exchanges of opinions. Each Audit & Supervisory Committee member attends management and other meetings, obtains the information needed for the audits, attends Board of Directors’ meetings as a director, and supervises the directors in the execution of their duties by stating opinions and participating in resolutions through their voting rights.Audit & Supervisory Committee members Hiroshi Okada and Toru Nozawa have considerable knowledge of finance and account-ing, having gained many years of experience in their respective roles at the Company’s administrative and audit divisions and Nippon Paper Industries Co., Ltd.’s administrative division.