Corporate Governance System

Given the fierce competition in the global business environment, we have established the following system of Directors and management structure, which are intended to advance and improve Shimadzu business management practices, on the basis of appropriate corporate governance, and strengthen our capabilities for quickly executing management measures. The company has designated the Board of Directors as the institution for deciding and auditing the execution of administrative processes, the President and other administrative corporate executive officers and the Executive Committee as the institution for executing decisions made by the Board of Directors, and the Audit & Supervisory Board and accounting auditors as the institution for auditing. To clarify the managerial responsibility of directors, directors are appointed for a term of one year. In addition, the Board of Directors appoints the chairman and other administrative corporate executive officers.

Corporate Governance System

Organizational Status

Type of Organization Company with Audit & Supervisory Board Members
Number of Directors (outside directors in parentheses) Eight, including one woman (three, including two reported to the Tokyo Stock Exchange as independent directors)
Number of Auditors (outside auditors in parentheses) Four (two, including two reported to the Tokyo Stock Exchange as independent directors)
Chair of the Board of Directors Chairman (internal director)
Appointment Term of Directors 1 year
Adoption of Executive Officer System Yes (appointed by Board of Directors)
Accounting Auditor Deloitte Touche Tohmatsu LLC

History of Governance Reforms

FY2006 Established Internal Audit Dept.
FY2013 Introduced administrative corporate executive officer system and established Executive Committee
Reduced number of directors from eleven to eight
Shortened term for directors to one year
Appointed one new outside director
FY2014 Increased number of outside directors from one to two
FY2015 Established a Corporate Governance Policy
Established criteria for independence of outside directors
FY2016 Increased number of outside directors from two to three
FY2017 Introduced a performance-based stock compensation system

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