GOVERNANCE

CORPORATE GOVERNANCE

Our Basic Approach to Corporate Governance

With "Infra-Sharing Services from Japan Lead the World" as its corporate vision, JTOWER recognizes the enhancement of corporate governance as one of its key management issues in order to be a company trusted by all stakeholders.
Given this recognition, and in order to improve the soundness and transparency of management, improve efficiency, and raise corporate value consistently over the long term, JTOWER makes every effort to enhance its corporate governance in the pursuit of speedy, rational decision-making and more efficient business operations.

Corporate Governance System

We have established General Meeting of Shareholders, Board of Directors, Audit & Supervisory Board, and Accounting Auditors as organizations under Companies Act. The Board of Directors, which is composed mainly of directors who are familiar with our business, carries out basic management policies and important business execution decisions and Audit & Supervisory Board, which is composed entirely of outside Audit & Supervisory Board Members, conducts audits from a fair and independent perspective by Audit & Supervisory Board Members with expertise in each field. We believe the current system is effective in ensuring the soundness, transparency and efficiency of management. In addition, we collaborate with outside lawyers when making compliance and important legal judgments.

General Meeting of Shareholders

COMPLIANCE

We regard compliance as a fundamental management policy. We have set Compliance Rules with the aim of ensuring thorough compliance by managements and employees, as well as sound and appropriate management and business execution, and are working to ensure compliance.

Compliance System

We are implementing various initiatives to ensure thorough compliance by establishing a compliance system in which the head of Corporate Department is responsible for company-wide compliance. In addition, the person in charge of internal audits under the direct control of Representative Director and President is appointed to conduct periodic audits of the business execution and compliance status of each department, and the evaluation is reported to Representative Director and President and Audit & Supervisory Board Members.

Compliance Hotline

We have established an internal reporting system and set up a contact point to properly operate and respond to violations of laws and other legal suspicions. In order to strengthen compliance managements, we have established the system for appropriate handling of requests for advice or reports of organizational or personal violations of laws and regulations from our employees, contract employees, part-timers, temporary workers, dispatched workers, and retirees, ensuring early detection and correction of improprieties.

Corruption prevention initiatives

We have set Compliance Rules and Anti-Bribery and Corruption Rules which do not allow any bribery or corruption, and our managements and employees shall not be involved in any bribery or corruption. We strive for fair transactions based on the premise of compliance with the anti-corruption laws of each country and will continue to strengthen our anti-corruption efforts.

Basic Approach and Systems to Exclude Anti-Social Forces

Our basic policy is to not have any relationships with antisocial forces and to reject any unfair demands, and we have clearly stated this in various internal rules and regulations. In addition, when it is found that a business partner is an individual, company, or organization involved with antisocial forces, the business is terminated.
Corporate Department acts as the responsible department for antisocial forces, and centrally manages and accumulates related information. In the event of undue claims by antisocial forces, we cooperate with the police, external law firms, and other external specialized organizations to establish a cooperative system in the event of an emergency.

Training

Annual training plans are established for managements and employees, and regular training sessions are conducted on compliance, harassment, prevention of insider trading, information security and other subjects.

DISCLOSURE POLICY