238x Filetype PPTX File size 0.10 MB Source: www.kansa.or.jp
TABLE OF CONTENTS 1. Introduction 1-1 About the Audit & Supervisory Board Members 1-2 Self Introduction 2. Function and Responsibility 2-1 Illustration of a Company with an Audit & Supervisory Board Members 2-2 Three types of Audits 2-3 Powers, rights and obligations 3. Activities of the Audit & Supervisory Board Members 3-1 Activities of the Audit & Supervisory Board Members (Roles regarding misconduct and wrongdoing within the company) 2 1. Introduction 1-1 About the Audit & Supervisory Board Members • Appointed by shareholders and independent from the Board of Directors. • Each member is expected to perform his/her roles individually. • To audit and supervise the execution of duties by directors. Duties of directors include monitoring subsidiaries. Therefore the Audit & Supervisory Board Members are authorized to see operations of subsidiaries. • The Audit & Supervisory Board is a corporate body authorized by laws of Japan. 3 1-2 Self Introduction Existence of various types of Members enables supervision from different angles. Photo Photo Full- Full- time/Standing time/Standing Photo Photo External/Outside External/Outside Full-time/Standing -one or more • Spend main part of their working time to perform their duties as Members. • Get information on the operation and affairs of the company. External/Outside -half or more • Independent from the company's management. • Neutral and fair assessment is expected. 4 2. Function and Responsibility 2-1 Illustration of a Company with an Audit & Supervisory Board Members Shareholder s =External/Outside Appointment SSuupeperrvviissororyy FFuunnctctiionon Board of Directors (Attend/Advise) AAuuddiitt && SSuupeperrvviissororyy BBoaoarrdd CCoollllaabboorraatitioonn (Report) (※(Audit as a part of (※(Audit as a part of SSuuppeerrvivisosorry y Function AAuuddiitt && SSuuppeerrvivisosorry y BBooaarrdd MMeemmbbeerrss Function SuSuppeerrvviissiioonn Report ★Audit Executive Directors and management officers Management EExxtteerrnnaall AuAudidittororss AAuuddiitt (Accou(Acntcouing nAutindig tors) Auditors) ★Review of reasonableness, fairness and independence from the management on the InIntteerrnnaall AuAudidittororss audit conducted by the External Auditors Collaboration Collaboration (Accounting Auditors). (Details on Page 5 ( 5 2-2 Three Types of Audits Audit and supervise the activities of directors management Audit & Supervisory Board under the Companies Act of Japan. i. Statutory body ii. Independence from directors iii. Appointed by shareholders Collaboration Audit the operations Audit the financial of management (Meeting/Planning/Hearing etc...) statements under the under the director's Companies Act of order. Japan. Internal Auditors External Auditors ※具具具具具具具具具具具具具具具具具具 (Accounting Auditors) i. Non-statutory body ※具具具具具具具具具具具具具具具具具具具具 ii. Under the direct control of the i. Statutory body management ii. An outside professional body iii. One of the company's departments iii. Appointed by shareholders 6
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