Realizing a Highly Transparent and Flexible Organization
While swiftly responding to changes in the business environment, strive to realize effective governance on a global, consolidated basis and maintain/strengthen a sound organization that is transparent and flexible.
Related SDGs Themes
Action Plan Regarding this Material Issue
In this era of rapid transformation, it is essential to have the mobility to promptly adapt to the changes in the world while having a broad perspective in order to realize sustainable growth. In addition, we recognize strengthening corporate governance on an ongoing basis as a fundamental management policy since it is the foundation for ensuring sound, transparent and efficient management, all of which are integral for sustainable growth. From this perspective, our chief initiatives are as follows.
Incorporating Global Intelligence into Management
As MC engages in a global network of business operations across all regions and industries, MC has accumulated intangible assets in the form of intelligence and industry expertise. Through the efficient and effective division of functions among our Head Office, global offices and subsidiaries, as well as group companies, we are constantly collaborating to enhance our ability to respond to change and generate the next source of significant growth.
Establishment of the Global Intelligence (GI) Committe
Through our global network developed over many years, MC possesses multifaceted intelligence and know-how in macroeconomics, industry and geopolitics. In order to connect this diverse intelligence and further strengthen our ability to respond to changes in the external environment, MC has newly established the Global Intelligence (GI) Committee in 2022. By incorporating the analysis of the GI Committee into companywide strategies, we will strengthen the driving force of our Business Groups and collaboration across all industries.
Flexible Organizational Restructuring
MC has always been flexible in adapting its businesses and systems to match the changing times. The need for such flexibility is greater than ever in these turbulent times, requiring companies to be even more agile. We will continue to flexibly reshape our organizational structure and human resources in order to respond rapidly to changes in the business environment and management strategies, and to create shared value.
Transparent and Effective Operation of the Board of Directors
Based on its fiduciary responsibility and accountability to shareholders, the Board of Directors shall fulfill the roles and responsibilities listed below to promote Mitsubishi Corporation (MC)’s sound and sustainable growth and continuous increase of corporate value, and to help enrich society, both materially and spiritually while also realizing transparent, fair, timely and decisive decision-making and highly effective oversight of the management.
- To provide a broad management direction in line with MC’s business reality, taking into consideration the external environment surrounding MC’s businesses, trends, and global perspectives, etc.
- To oversee the development and operation of the business management and risk management systems the executives have established to support appropriate risk-taking.
- To provide highly effective oversight of the executives by evaluating them from an independent and objective standpoint in light of the basic management policies formulated by the executives and approved by the Board of Directors, and by encouraging them to take necessary corrective actions.
Initiatives to Enhance the Effectiveness of the Board of Directors
With the Three Corporate Principles for a corporate philosophy, MC strives to continuously increase corporate value through corporate activities rooted in the principles of fairness and integrity. MC believes that by helping to enrich society, both materially and spiritually, it will also meet the expectations of all its stakeholders. In order to achieve these goals, MC recognizes strengthening corporate governance on an ongoing basis as a fundamental management policy since it is the foundation for ensuring sound, transparent, and efficient management.
In June 2024, We have transitioned to a Company with an Audit & Supervisory Committee in order to further enhance our ability to respond to accelerating changes in the current external environment surrounding MC’s businesses. In addition to expediting decision-making through the delegation of authority, this transition has also enhanced and improved the monitoring function of the Board of Directors by enhancing deliberations centered on management policies and strategies at the Board of Directors meetings, thereby increasing corporate value.
To ensure that Directors (excluding Directors who are Audit & Supervisory Committee Members) and Directors who are Audit & Supervisory Committee Members are able to perform their monitoring function and audit functions adequately after the transition, the Board of Directors’ Office and the Audit & Supervisory Committee’s Office (herein referred to collectively as the “Support Offices”) have been established, and have been providing necessary information and support appropriately and in a timely manner for Directors (excluding Directors who are Audit & Supervisory Committee Members) and Directors who are Audit & Supervisory Committee Members to perform their own duties.
Prior to each meeting of the Board of Directors, opportunities are created for the management executives of the Corporate Staff Section and Business Groups to provide explanatory summaries of the agenda items for which they are responsible to Independent Directors and Independent Audit & Supervisory Board Members in order to facilitate substantive deliberations at the meetings. The sessions are also utilized to appropriately share timely information that helps enhance deliberations. The Support Offices also provide an orientation to newly appointed Independent Directors, as well as ongoing opportunities to increase their understanding of the businesses and strategies of MC, including annual site visits to business subsidiaries and affiliates and opportunities for dialogue with the management, the General Managers of Corporate Staff Section, Business Group CEOs and Business Division COOs, and small group discussions with Executive Vice Presidents and dialogues with mid-level and young employees.
For the purpose of enhancing the monitoring function of the Board of Directors, MC has established the following three committees, Corporate Governance and Nomination Committee, Compensation Committee, and International Advisory Committee, consisting mainly of members who are independent and outside members, as advisory bodies to the Board of Directors. Each committee shall deliberate based on the opinions and advice of outside members.
- For the purpose of strengthening corporate governance on an ongoing basis, enhancing the objectivity and transparency of the nomination process undertaken by the Board of Directors, and ensuring the fairness of this process, the Corporate Governance and Nomination Committee shall deliberate and monitor the basic framework and fundamental policy of corporate governance, the matters about the appointment and dismissal of Directors, and the matters about the nomination etc.
During the Successor Selection Process, careful deliberation is carried out by the advisory body, and after several exchanges of opinions with Independent Directors outside of the Committee, the President and CEO are selected. - For the purpose of enhancing the objectivity and transparency of the policy for setting Directors’ and Executive Officers’ remuneration and the remuneration amount, both determined by the Board of Directors, and ensuring fairness throughout the determination process, the Compensation Committee shall deliberate, monitor and/or determine the fundamental policy for the remuneration for the Directors and Executive Officers, evaluation of sustainability factors tied into Executive Officers’ remuneration, and evaluation of the President and CEO’s performance.
- For the purpose of establishing a system that reflects the opinions of each stakeholder in our management and, to this end, enables the Board of Directors to incorporate international and external diverse perspectives into its deliberations, the International Advisory Committee shall provide recommendations and advice to the Board of Directors from an international standpoint.