Strengthening corporate governance
Materiality 11
Reason for Prioritization
Corporate governance is the cornerstone of business activities. In order to ensure fair and transparent management, businesses must continue to improve on their systems of governance.
In addition, the governing body should forecast and respond to the various and ever-changing risks and opportunities from a medium- to long-term perspective and implement countermeasures accordingly. As such, it is essential for us to respond to the various requests of stakeholders.
Commitment
Strengthening governance is one of the principal challenges for a company, and it is necessary to build a corporate governance structure that ensures transparency and discipline in order to become a company that is trusted not only by investors but also by a diverse group of stakeholders. Nikon has been implementing initiatives to strengthen governance, such as Enhancement of cooperation between the Nominating Committee and Compensation Committee and the Board of Directors, and further enhancing diversity.
In fiscal year 2023, we will work to strengthen governance by further enhancing the effectiveness of the Board of Directors by addressing issues through evaluations of the Board of Directors' effectiveness.
Goal
| Vision | Governance that is transparent, efficient, and trusted by stakeholders |
|---|---|
| Strategy | Continuously conducting effectiveness evaluations of the Board of Directors and improving its diversity |
| Indicator: Goal (achievement year) |
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Basic Approach
Based on our Corporate Philosophy, the Nikon Group will conduct operations in a highly transparent manner in order to fulfill its fiduciary responsibilities to shareholders as well as its responsibilities to all stakeholders, including customers, employees, business partners, and society, with a sincere and diligent attitude.
The Nikon Group will strive to achieve sustainable growth and enhance its corporate value over the medium to long-term by improving management efficiency and transparency, and further strengthening the supervisory function over management in light of the purpose behind Japan‘s Corporate Governance Code.
System
Aiming to further enhance corporate governance, Nikon adopted a company with an Audit and Supervisory Committee. This position further strengthens the supervisory function of the Board of Directors as it strives to streamline decision-making and clarify management responsibility arising through delegation of authority.
Fiscal Year 2022 Goals and Results
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| Goals for Fiscal Year 2022 | Results for Fiscal Year 2022 |
|---|---|
| Consider optimal composition of the Board of Directors using the skills matrix to further enhance its functions | Two new external directors appointed Steady progress in considering candidates for next year and beyond |
| General Shareholders' Meeting resolution for new stock compensation to ensure the appropriateness of executive compensation levels, strengthen incentives, and incorporate ESG into the compensation structure | Introduced a new stock compensation system |
| Select candidates for the next president and management team and conduct systematic training | Full-scale implementation of succession plan |
| Establish an internal control promotion function to strengthen group governance and risk management | Management standards: A document focusing on 7 priority issues that are frequently identified in audits was issued in December 2022, and a more comprehensive version covering 40 items was completed in March 2023 System establishment: An Internal Control Promotion Section was established in the Group Governance & Administrative Division in April 2023 |
Sustainability Report
For more information, refer to Strengthening Corporate Governance in the Sustainability Report.
Corporate Governance
- Basic Approach
- System
- Related Information
- Taxation