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The Company recognizes the importance of enhancing corporate governance to achieve its mission of supporting and operating Internet which has become necessary social infrastructure and to consistently enhance our corporate value. The Company has social responsibilities towards a wide range of stakeholders including shareholders, customers, employees and the entire Internet users. Considering the importance of the Company’s influence on society, the Company thinks it’s necessary to strive to obtain understandings of various stakeholders.
The Company's Board of Directors consists of 12 directors, including 4 outside directors and the Company's Board of Company Auditors consists of 4 company auditors, including 3 outside company auditors. Further, the Company has an Internal Auditing Office consisting of 3 members, including a general manager. The Company adopted the executive officer system with an aim to further enhance its corporate governance by separating its decision making and supervisory function from business execution function and to realize its rapid and efficient business execution. Oversight and supervision of business execution is carried by means of ordinary (monthly) and extraordinary meetings of the Board of Directors as well as management meetings which consist of directors and executive officers etc. Furthermore, oversight on business management and business audit are carried by means of ordinary (monthly) and extraordinary meetings of the Board of Company Auditors. Business activities by directors and employees of the Company and its subsidiaries are governed by the Code of Ethics, the Basic Rules for Internal Control and etc.
Since the Company's American Depository Shares are listed on the NASDAQ market in the United States, the Company is subject to the Sarbanes-Oxley Act. In accordance with the Sarbanes-Oxley Act, the Company has personal declarations by CEO and CFO for the appropriateness of English annual report which includes English consolidated financial statements, prior approvals by the Board of Company Auditors for services rendered by our accounting auditor, an operation of the whistle-blower system, grant of a right to secure a budget to the Board of Company Auditors, an assignment of financial experts in the Board of Company Auditors and prohibitions of loans to directors and company auditors of the Company and its subsidiaries, etc.
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