NET MARKETING CO.,LTD

IR Corporate Governance

Corporate Governance Report

Basic Views on Corporate Governance
The Company’s basic view on corporate governance lies in improving its corporate value steadily through responding to the trust of its stakeholders, including its shareholders, business partners, employees, and the users of its services. The Company believes that ensuring sound, transparent corporate management is essential for the continuation of business activities and steady improvement of its corporate value. The Company also regards the enhancement of its supervision and auditing of its management as one of the most important tasks in corporate management. The Company has set up a Board of Directors and Audit and Supervisory Committee for the purpose of engaging in highly transparent management. The Company's Board of Directors consists of nine members, including six directors who are not Audit and Supervisory Committee members (with two being outside directors) and three directors serving concurrently as Audit and Supervisory Committee members (with all being outside directors). Thus, outside directors constitute the majority of the members of the Board of Directors. The Company has selected persons with a high level of knowledge regarding corporate management overall and internet business as its directors, thus having adopted diverse perspectives in its management. Further, the Company has included experts, such as a lawyer and a certified public accountant, in its corporate governance system. Thus, the Company has adopted legal and accounting confirmations in its management decision-making in its efforts to ensure effective risk management.
Outline of the Corporate Governance System and Reasons for Adopting the System
The Company has adopted the Board of Directors and Audit and Supervisory Committee systems to promote highly transparent management. The Company has also set up an Internal Audit Office under the direct control of the representative director to ensure sound management with effective oversight. In addition, the Company has introduced an executive officer system to enable prompt decision-making and efficient business execution through the delegation of authority.
The current corporate governance system of the Company is as described below.
cooporate gavanance system
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