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Strengthening Corporate Governance Structure

As a company based on the principles to being a company that is trusted by society, Seiko Holdings Corporation sees as core business challenges compliance with all laws and regulations, implementation of management transparency and fairness, and honoring social ethics—and to realize these goals by striving to apply and reinforce our corporate governance framework. We will work to drive sustainable growth and enhance the corporate value of the Company and the Group.

Basic Principles of Corporate Governance

Seiko Holdings Corporation is working to strengthen our corporate governance structure primarily in response to Japan's Corporate Governance Code that went into effect in June 2015. We also newly formulated our Basic Principles of Corporate Governance as specific guidelines for this.

Basic Principles of Corporate Governance

*Link to Investors Relations

Corporate Governance Structure

As the holding company, Seiko Holdings Corporation clarifies the management responsibilities in each business and develops an organizational structure for accelerating management decision-making, enhancing the function of business execution and strengthening the management oversight function.

Corporate Governance Structure

*Link to Investors Relations

Response to Japan's Corporate Governance Code

All general rules of Japan's Corporate Governance Code had been complied with at Seiko Holdings Corporation as of August 2016. See the outline below for disclosure based on the basic rules of the Code.

1. Establishment of Corporate Governance Committee

In order to procure the objectivity and transparency of the process to nominate officer candidates and to determine compensation for officers, the Company established the Corporate Governance Committee, a majority of the members of which are outside officers, as an advisory body for the Board of Directors.

2. Introduction of performance-based remuneration system for Directors

In order to further clarify the link between results and stock value and to enhance awareness of contribution made by the Directors to the Company's sustainable growth and enhancement of corporate value, we newly introduced a performance-based bonus system and a performance-based stock remuneration system for Directors who execute business duties.

3. Implementation of analysis and evaluation concerning the effectiveness of the Board of Directors

As part of efforts to strengthen our system of corporate governance, every year we evaluate the effectiveness of the Board of Directors and disclose an overview of findings. Based on these findings, we are working to enhance the provision of information to outside officers and bolster communication between outside officers and between outside directors and corporate auditors.