4One yearNumber of meetings: 14YesNoneErnst & Young ShinNihon LLC16Two of 13Four of 12 directors conducts monitoring audits that focus on matters reported from the Audit Office, which is the Company’s internal audit division. In addition to performing audits covering the appropriateness and legality of the execution of directors’ duties, each and every Audit & Supervisory Committee member also plays a role in supervising the execution of the directors’ duties through the exercise of voting rights on the Board of Directors.* Outside Directors also participateCorporate Governance SystemOrganizational StructureIndependent Outside Director RatioNumber of Directors (Number of Outside Directors)Number of Audit & Supervisory Committee Members (Number of Outside Directors)Number of Independent Outside DirectorsDirectors’ Term of OfficeBoard of Directors’ Meetings in FY2021Adoption of an Executive Officer SystemTakeover Defense MeasuresAccounting AuditorsCompany with Audit & Supervisory Committee12 (5)3 (2)12 directorsAudit & Supervisory Committee(Directors serv-ing as Audit & Supervisory Committee members)Corporate Governance Committee(Independent Audit OfficeAppointment / DismissalInstruction / AdviceInforming / Reporting / ProposingInforming(Executive Officers)PromotionThe Audit & Supervisory Committee meets once a month and Auditing / Supervision(Directors)ConsultationAdvice / SuggestionInternal AuditingAppointment / DismissalOutside Directors, Representative Directors)CooperationAppointment / DismissalCooperationAccount Auditing / Internal Control AuditingInforming58SustainabilityCorporate Governance Organization ChartSustainability CommitteeEnvironmental CommitteeSocial & Governance CommitteeCorporate Risk Management CommitteeSDGs CommitteeLINTEC Integrated Report 2021Management decisionsOperational executionGeneral Meeting of ShareholdersBoard of DirectorsRepresentative DirectorsManagement MeetingsOperational Execution ∙ Group companiesDivisionsFemale Director RatioIndependent Auditor Basic PhilosophyThe Group believes that the fundamentals of corporate governance are to achieve thorough legal compliance, to increase management transparency and promote corporate ethics, and to make prompt decisions and effectively execute operations. By enhancing and reinforcing corporate governance, we aim to further increase our corporate value and joint profits with shareholders. Corporate Governance System1 Corporate Governance SystemThe Company has selected the Company with Audit & Supervisory Committee system described in the Companies Act of Japan for its organizational structure. The Company has placed directors that are also Audit & Supervisory Committee members with voting rights on its Board of Directors in order to strengthen the Board’s supervisory function, with a view to stepping up corporate gover-nance and streamlining management even further. The Company has appointed 12 directors, of whom three are Audit & Supervisory Committee members and five are outside directors.Held once a month to make important decisions with regard to management, Board of Directors’ meetings are also held on an ad hoc basis as necessary to strive for rapid decision–making. Primarily comprising executive officers (including directors serving concurrently) responsible for the execution of business, manage-ment meetings are also held once a month and endeavor to streamline business operations through the sharing of information among all business divisions.Governance
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