Governance

The Optorun Group will conduct its business activities without violating the laws and regulations of Japan and other countries, as well as socially accepted standards, and disclose the results of these activities in a fair and accurate manner.

Corporate Governance

We recognize the importance of strengthening corporate governance in order to meet the trust and expectations of our shareholders, customers, employees and other stakeholders and to continuously improve our corporate value. We are working to achieve our basic policy of maintaining sound management and ensuring transparency, making prompt decisions in response to changes in the business environment, and keeping responsibilities clear.

・Overview of Governance System

The Board of Directors and the Management Committee are the supreme decision-making body of the Company, and the division of roles between the Board of Directors and the Management Committee is clearly defined and operated. Three outside directors and two independent directors are appointed as members of the Board of Directors, and the Board of Directors has established a system to make decisions more objective. In addition, the corporate auditors have a system in place to check the management functions. The Executive Officer System is in place for business operations, and swift decision-making is carried out in accordance with the regulations. Measures for important business operations are decided by the Management Committee. In addition, the Internal Audit Office has a system in place to conduct regular checks on business operations.
In addition, the Risk Management Committee and the Compliance Committee have been established to carry out regular checks and to enable prompt decision-making of the company's action under all circumstances.

・Establishment of voluntary compensation committees

The Board of Directors is working to further enhance its corporate governance system by ensuring appropriate opportunities for outside directors to participate in and provide advice in decision-making on the remuneration of directors, and by improving the fairness, transparency, and objectivity of the decision-making process. The Chairman of the Committee is the President and Representative Director, and the members are two outside independent directors.

Compliance

We place importance on legal compliance and work to educate employees so that they act in a spirit of legal compliance. At the same time, we have established and operate various systems and regulations to ensure strict legal compliance.

・Compliance Committee

The Compliance Committee meets once every three months. The Compliance Committee has a system in place to promote awareness of legal compliance among executives and employees, and to respond to any legal violations that may occur.

・Internal Training

We are working to educate employees about the spirit of compliance to instill compliance culture. As part of these efforts, we regularly provide training on such topics as insider trading regulations, timely disclosure, internal reporting systems, prevention of involvement in anti-social forces, laws and regulations on overtime work, and management of fixed assets.

・Whistleblower System

We have adopted an independent whistleblower system, the operation of which is supported by an independent law firm. The system is designed to ensure the confidentiality of the reporting process. In addition, whistleblowers are not treated unfairly.
　

Risk Management

・Holding Risk Management Committee meetings

The Risk Management Committee meets once every three months to comprehensively manage group-wide risks, identify risks, prevent risks, and take prompt and appropriate measures to minimize damage, prevent recurrence, and preserve the corporate value of the entire group.

・BCP

In the event of a large-scale natural disaster such as an earthquake or flood, we will work on a Business Continuity Plan (BCP) to ensure "human life and safety" and "business continuity".

・To ensure employees' security

We have introduced a safety confirmation system and are working to create an environment in which employees can confirm their safety and make emergency contacts in the event of a disaster.

・Safety of in-house facilities

We strive to minimize the impact of collapse and damage by implementing earthquake-resistant measures.

・Security of internal systems and data

We will implement appropriate measures to prevent data from being lost or leaked due to disasters.