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)
  • Assessing Board effectiveness and addressing key issues: 100% (every fiscal year)
  • Diversity of the Board of Directors: Optimizing the composition of the Board of Directors to meet stakeholder demands (every fiscal year)

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

Swipe horizontally to view full table.

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

Relevant policies