Corporate Governance Policy
All our activities are based on our corporate philosophy of "Making people's lives healthier, safer and more fulfilling."
In accordance with this philosophy, the Board of Directors seeks to develop, operate, and continuously improve the corporate governance structure to ensure the appropriateness and reliability of financial reporting and the effectiveness and efficiency of business operations.
Basic Policy for Corporate Governance
The Olympus Group has created the basic policy for Corporate Governance based on the principals of Japan's Corporate Governance Code.
Our policy for corporate governance facilitates appropriate decision making by the Board of Directors for sustainable long-term growth. The Board approved this policy as part of fulfilling the company's fiduciary responsibility to shareholders and its overall responsibilities to stakeholders, including clients, employees and local communities.
Policy for Improving the System and Initiatives for Promoting Constructive Interactions with Shareholders
- 1. Basic Policy
For the purpose of our company’s continuous development and improvement of mid- to long-term corporate value, our company, centering on the president and the financial officer, actively conducts constructive interactions with shareholders. The IR function assists such initiatives through internal information exchange and improving the system for providing shareholders’ opinions as feedback, etc. to the upper management team.
- 2. Policy for Interactions by the President and Financial Officer
The President and the financial officer play a central role in conducting overall interactions with shareholders toward the realization of constructive interactions. Specifically, the President and the financial officer will proactively establish opportunities for direct interactions with shareholders by conducting the following in addition to individual interviews with shareholders: briefing sessions for every quarterly settlement, small meetings, telephone conferences with overseas investors, domestic and international road shows on a regular basis, and participation in conferences held by securities firms, etc.
- 3. Policy for IR Activities by the IR Function
By putting the IR function in charge of IR activities, our company actively implements IR activities toward solid interactions with shareholders. Specifically, in addition to conducting individual interviews at any time as requested by shareholders, our company will regularly implement IR events, such as briefing sessions for individual investors and facility tours. Moreover, we will actively provide information to shareholders through the website, integrated reports, business reports for shareholders and the Convocation of the General Meeting of Shareholders, etc.
- 4. Policy for internal information exchange
The IR function, as needed, exchanges information with the Corporate Strategy and Planning, Internal Control, the Treasury, the Accounting, and the Legal Affairs functions etc. on a daily basis, and establishes a project team if necessary, in order to build a coordinated collaboration system. Moreover, the IR function reports shareholders’ opinions and concerns obtained from interactions with shareholders centering on institutional investors at the Group Executive Committee as well as the board of directors meeting, if necessary. Thereafter, the contents of such opinions and concerns will be discussed.
- 5. Policy for Insider Information Management when Interacting with Shareholders
In accordance with the “Regulations for Insider Trading Prevention,” insider information is strictly managed. When interacting with shareholders, the IR function issues a reminder to the person in charge of the interaction, thereby preventing the divulgence of insider information.
In line with the Company's Basic Policy for Corporate Governance, the board of directors gives comprehensive consideration to the returns and risks of its holdings, verifying the necessity of holdings for each individual issue, and progressively sells shares which it is not rational to hold. As of the end of March 2016 the Company held 64 issues worth 68 billion yen. This was reduced to 57 issues worth 27.9 billion yen at the end of March 2017, 48 issues worth 26.9 billion yen by the end of March 2018 and further decreased to 37 issues worth 18.9 billion yen at the end of March 2019.
The Company's policy regarding possession of listed shares as a policy measure and the criteria for exercise of voting rights for such policy shareholdings is stated in 1.3 of the Basic Policy for Corporate Governance, for your reference.
Corporate Governance Report
The Olympus Group submits a compilation of our corporate governance situation the "Corporate Governance Report" to the Tokyo Stock Exchange.