NGK Insulators : Strengthening the Corporate Governance Structures --Establishment of New Committees and Expansion of the Whistle-blowing System
January 07, 2016 at 12:20 am EST
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December 21, 2015
NGK INSULATORS, LTD.
NGK INSULATORS, LTD. (President Taku Oshima; Headquarters: Nagoya, Japan) today announced that it has decided to further strengthen and enhance its corporate governance structures by establishing new committees to bolster the supervision and monitoring functions of the Board of Directors, and by expanding the whistle-blowing system.
1. Establishment of new committees
To strengthen its corporate governance structures, NGK has established the Business Ethics Committee, which will monitor for any fraudulent practices that could have a material impact on management, and the Nomination and Compensation Advisory Committee, which will give opinions on the appointment of personnel who will serve as corporate officers, as well as their compensation. Each of the committees will comprise a majority of external directors, and will report directly to the Board of Directors.
In addition, to further enhance the supervision and monitoring functions of the Board of Directors by external directors, NGK has established the Corporate Council, in which the external directors, the representative directors, and other corporate officers exchange opinions freely; the Conference of Outside Directors and Outside Audit & Supervisory Board Members, at which external directors exclusively exchange opinions about management issues of NGK; and the Hearing convened by Audit & Supervisory Board Members and Outside Directors, which provides information to its members from internal sources regarding the business environment and issues surrounding NGK.
2. Expansion of the Whistle-blowing System
NGK has a whistle-blowing system, the Helpline, for providing consultation or receiving reports from employees relating to any improper behavior that infringes on laws, internal rules, or corporate ethics. In addition, NGK has now established a new whistle-blowing system, the Hotline, for handling matters that could have a material impact on management. The Hotline is operated by outside lawyers who receive internal reports from employees and report them to the Business Ethics Committee. Through these two whistleblowing systems, NGK will make its corporate governance even more effective.
As a member of the global business community, NGK is making best efforts to ensure the legality of its business activities and the transparency of its management. It will build and maintain an organizational scheme capable of promptly responding to changes in the business environment, and fair management systems that emphasize shareholders. To this end, NGK will continue to comprehensively realize better corporate governance structures.
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NGK Insulators Ltd. issued this content on 2015-12-21 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 2016-01-07 05:19:08 UTC
Original Document: http://www.ngk.co.jp/english/news/2015/1221.html
NGK Insulators, Ltd. specializes in the design, manufacturing and marketing of electric and electronic components and equipments. Net sales break down by family of products as follows:
- ceramic products (57.3%): for automotive and industrial applications;
- components and equipment for industrial manufacturing processes (24.2%): components for semiconductor manufacturing equipment, corrosion-resistant ceramic apparatuses for chemical industries, gas analyzer, industrial heating systems, refractory products and radioactive waste treatment systems;
- electronic components (10.5%): especially for semiconductors manufacturing and special metals processing;
- electric equipments (8%): insulators and electric devices, batteries for electric power storage, etc.
Net sales break down geographically as follows: Japan (24.5%), Asia (30.4%), North America (21.7%), Europe (21.3%) and other (2.1%).