Governance
Corporate Governance
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Related Material Issues
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- Advancement of governance
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- Strengthen risk management framework
Policy and Concept
Based on our corporate philosophy of “Trust beyond the era,” Tokyo Tatemono is striving to build optimal corporate gover- nance, with the primary aim of enhancing efficiency while ensuring the soundness and transparency of management, to achieve sustainable growth and increase corporate value over the longer term. In addition, we actively and appropriately dis- close information for shareholders and other stakeholders to understand the company’s business activities accurately.
We have identified the advancement of governance as a material issue for the Group that we must address as we pursue our long-term vision. We are further strengthening the governance framework to achieve this, striving to improve profitability and advancing measures to ensure objectivity.
System
Tokyo Tatemono has selected a Company with Audit and Supervisory Board format for our organization. We have also established a Board of Directors and an Audit and Supervisory Board, and a Nomination and Remuneration Advisory Commit- tee as an advisory committee to the Board of Directors. Our executive officer system clarifies the separation of functions between management and business execution. Furthermore, we appoint external directors and external Audit and Supervi- sory Board members who help us operate under stronger management supervision and ensure transparency. This system ensures effective supervision and supervisory functions with regard to management and also to business execution by directors of the Company. In December 2022, we made organi- zational changes to further strengthen risk management and internal control in the Group, establishing the Risk Management Committee and the Internal Control Committee.
In our Group governance, to heighten the efficiency of Group management and achieve group synergies, we also make a contractual agreement with each Group company based on the Group Business Management Standards. By setting out and informing each company of conditions such as items subject to prior approval and items to be reported to the Company, we are working to reinforce head office functions and clarify our policy on involvement with Group companies.
Corporate Governance Structure
Action
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Risk Management
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Related Material Issues
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- Advancement of governance
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- Strengthen risk management framework
Policy and Concept
As a material issue, we have identified the need to strengthen the risk management framework for the Group. The Tokyo Tatemono Group seeks to appropriately manage risks that affect the Group’s business to achieve stable improvement in corporate value. With this in mind, we have established related regulations and created a risk management framework, and we are working to carry out ongoing risk monitoring and control.
System
In promoting risk management, we manage the Group’s risks in an integrated manner in accordance with our Risk Management Regulations. To this end, we have designated the President and Chief Executive Officer as the Chief Risk Management Officer and established a Risk Management Committee chaired by the President and Chief Executive Officer.
The Committee formulates an annual risk management plan, evaluates and analyzes key management risks for the Group (priority risks), formulates preventive measures and counter- measures, periodically monitors the status of countermeasures, and regularly submits proposals and reports on these matters to the Board of Directors.
Regarding risks other than priority risks for countermeasures (departmental management risks), each department general acts as a Risk Management Officer as defined in the Risk Management Regulations, appropriately takes preventive mea- sures against and manages departmental management risks.
The Corporate Department and the Business Division Planning Department monitor, support, and provide guidance on risk management at each division and office, while the Internal Audit Department audits and advises on the policies and content of risk management.
In developing our risk management framework, we refer- enced ISO 31000 (international standard for risk management), ERM and the Three Lines Model approach.
Risk Management Structure
Action
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Compliance
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Related Material Issues
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- Advancement of governance
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- Strengthen risk management framework
Policy and Concept
The Tokyo Tatemono Group defines compliance as complying not only with laws and regulations, but also with social norms and corporate ethics. This approach builds a long-lasting relationship of trust with society and allows us to continue sound corporate activities. We believe companies must respond sincerely to the needs of people in our surrounding environment, including our customers, local communities, employees, shareholders and investors, and business partners. In June 2009, the Group established a shared Compliance Charter for group companies. This charter is our pledge to society to promote corporate activities that are committed to unwavering compliance.
Alongside other initiatives, we are using compliance educa- tion and training as we work to build organizational and educa- tional systems that enable our employees to maintain a high level of compliance awareness at all times.
Compliance Charter
As we engage in corporate activities, we observe the Compliance Charter below:
- We adhere to laws, regulations, and other rules and engage in fair, sound corporate activities.
- We act faithfully by thinking from the customers’ standpoint.
- We contribute to making society better through corporate activities.
- We respect the personalities and values of each other and main- tain a comfortable working environment.
Established June 2009
Compliance Codes of Conduct
- 1-1.Comply with laws and regulations
- 1-2.Maintain proper relationships with partners
- 1-3.Engage in fair competition
- 1-4.Maintain proper relationships with governments and administrations
- 1-5.Reject relationships with anti-social forces
- 1-6.Engage in proper management of information
- 1-7.Prohibit dishonest behavior
- 1-9.Respect corporate assets
- 2-1.Respond sincerely to customers
- 3-1.Exercise consideration for the environment
- 3-2.Engage in timely and appropriate disclosure, conduct appropri- ate tax reporting
- 3-3.Practice co-existence with local communities
- 4-1.Respect human rights and prohibit discrimination
- 4-2.Prohibit harassment
- 4-3.Provide a comfortable work environment
System
As a system for promoting compliance, the Group has estab- lished a Risk Management Committee and, as a subordinate body of this, a Compliance Subcommittee. The Risk Manage- ment Committee, which is chaired by the President, oversees risk management and compliance for the Group. The Compli- ance Subcommittee, chaired by the director in charge of the Legal & Compliance Department, conducts specialized deliber- ations in a flexible manner, considering compliance measures, monitoring progress, and addressing compliance risks.
The Tokyo Tatemono Legal & Compliance Department sup- ports and guides the compliance-related operations of group companies. This Department also aims to improve compliance functions throughout the Group through collaboration between and among group companies.
Compliance Structure
Action
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