Corporate Governance

Tokyo Seimitsu is committed to establishing and running a highly transparent management system and aims to achieve sustainable growth and increase corporate value in a medium- and long-term basis.

Corporate Governance

Basic Views on Corporate Governance

Our corporate philosophy is "to create the world's No.1 products and grow significantly with our partners and customers by integrating the excellent technology, wisdom, and information available in the world." By putting this philosophy into practice under the corporate brand "ACCRETECH," we strive to achieve sustainable growth and increase corporate value.
To meet this goal, we recognize the need to ensure fair and transparent management activities as a reliable corporate citizen in the international community and have established the following five basic policies to enhance corporate governance:

Basic Policies

  1. The Board of Directors strives to properly perform its roles and responsibilities to make transparent, fair, quick, and committed decisions.
  2. The Company respects the rights of shareholders and ensures the equality of shareholders.
  3. The Company strives to have constructive dialogues with shareholders on investment policy that places emphasis on mid- to long-term returns for shareholders.
  4. The Company strives to maintain appropriate collaboration with stakeholders other than shareholders, such as customers, suppliers, employees, creditors, and local communities.
  5. The Company strives to ensure proper information disclosure and transparency.
Corporate Governance Structure

Stance on Internal Controls

The Tokyo Seimitsu Group aims to build win-win relationships with all stakeholders, such as customers, suppliers, shareholders, investors, and employees, for long-term sustainable growth. We are committed to reinforcing our corporate governance and compliance and ensuring sound and transparent management.

Establishment of and Structure for the Internal Control System

The Board of Directors strives to build an effective internal control system and establish a structure for complying with relevant laws, regulations and articles of incorporation to ensure that all business operations are performed appropriately and soundly. The Board of Auditors audits the effectiveness and functions of the internal control system.
The Audit Department, established as an organization under the direct control of the president, conducts internal audits to verify that the business operations of the company and its group companies are conducted in compliance with relevant laws, regulations, articles of incorporation, and internal rules, as well as to assess the validity of controls. The Audit Department also carries out IT control audits in cooperation with other relevant departments and teams.
The Audit Department checks the establishment and operation status of internal controls related to financial reporting of the Tokyo Seimitsu Group and evaluates their validity.
If the Audit Department finds any violation of laws, regulations, articles of incorporation, or internal rules, or any performance of operations that may cause a loss due to some other reasons, the general manager of the Audit Department immediately notifies the president and instructs employees to implement corrective or improvement actions.
Internal audits are conducted according to an annual plan approved by the president, and results of these audits are reported to the president as well as to the Board of Directors and Executive Management Meeting. Audit results of the divisions of the company and group companies and suggested improvements are shared internally.

Compliance and Risk Management

ACCRETECH Group Code of Conduct

The Tokyo Seimitsu Group has established the "ACCRETECH Group Code of Conduct," which stipulates compliance with laws, regulations, and internal rules, respect of human rights, fair and sincere business activities, and ethical actions. Each and every member of the group, director or employee, is required to understand and observe this code of conduct.

Compliance Management System

The Tokyo Seimitsu Group has the Compliance Committee as a central organization for compliance-related activities. This organization is led by the board directors and executive officers, the other members being directors in charge of production, engineering, and personnel management, presidents of the group companies, etc. The committee formulates the code of corporate ethics and action guideline and supervises compliance education, training, and activities. If there is any potential violation or infringement of laws, regulations, rules, or ethics, it instructs the relevant divisions to take improvement actions.

Compliance Committee

Whistle Blower System

The Tokyo Seimitsu Group has the Compliance Consultation Office as a whistle blower system.
This office is divided into units both inside and outside the company: ① Compliance Committee and Secretariat, ② Personnel Counseling Department, ③ external lawyers, and ④ outside directors and auditors. The office makes every effort to protect the anonymity and privacy of whistleblowers to guarantee their rights.
There have been several cases reported using this system in the past. Since most of them were caused by lack of managersubordinate communication, advice and guidance on appropriate language and communication were provided to prevent similar problems.

Compliance Education

To ensure thorough compliance, all directors and employees should understand applicable laws, regulations, and rules and realize their obligation to comply with them. Tokyo Seimitsu provides many education opportunities to raise awareness of compliance and stay highly conscious. In addition to education programs to offer level-specific training opportunities, such as "new employee training" and "training for managers," we conduct on-site health and safety training to educate employees on compliance with relevant laws and regulations. We also strive to ensure thorough compliance with laws and regulations related to quality and environmental management. Moreover, with regard to the relationships with suppliers, we hold workshops on subcontracts and other related issues.

Compliance Activities

Security Trade Control Program
The Tokyo Seimitsu Group has the "Security Trade Control Program" in place to implement proper security trade control aiming at maintaining international peace and security in order to ensure thorough compliance with laws and regulations related to the export of products and components.
Latest information on export-related laws such as the Foreign Exchange and Foreign Trade Act is constantly obtained and communicated to directors and employees engaged the related work. They are required to comply with the security trade control processes set up internally such as trade item classification and transaction examination. Moreover, education on import/export control work and specific trading business skills for those who will be stationed abroad is also provided.
Tokyo Seimitsu was approved by the Tokyo Customs as an exporter with excellent security control and compliance programs and granted the title of "specified exporter" under the AEO* (Authorized Economic Operator) system in March 2009.

*AEO (Authorized Economic Operator):
AEO stands for authorized economic operator, which is a private company entitled to preferential treatment in import and export procedures at the customs office, such as simpler inspections. The requirements for an AEO are that the company have no history of legal violation over a specified period of time, that it be capable of performing duties properly and reliably, and that it have compliance rules in place and put those rules in practice.

Status of Legal Compliance
Results of evaluations and other inspections conducted in internal audits and by external organizations show no misconduct, legal violation, or any other problem that affects business activities with regard to the appropriateness of financial statements, the quality of products, and environmental activities in fiscal 2015.

Risk Management

Tokyo Seimitsu has created the "risk management regulations" to understand and manage business operation-related risks, established the "Risk Management Committee" headed by the President, and set up a "Business Continuity Plan (BCP)." Should a risk occur, the "Risk Task Force" is immediately established as necessary, which is led by the president, and measures to respond to the risk and swiftly stabilize the situation are taken.

Risk Management System

The "Risk Management Committee" holds a meeting on a regular basis. Should a risk occur, the "Risk Task Force" is immediately established, which is led by the president, and measures to respond to the risk are taken.

 Risk Management Committee

Risk Measures

Information Security
The globalization of business and advances in information technology have made the information management of intellectual property rights (such as patents and trade secrets) more important, requiring us to improve corporate structures and put stricter controls in place.
Establishing the "Information Security Committee" in 2004, headed by the chairperson selected by the Board of Directors, Tokyo Seimitsu has been committed to enhancing information security by obtaining and managing intellectual property rights, managing trade secrets, preventing leaks of technology, etc.
Specifically, we have created a basic information security policy, developed rules based on that policy, and exercised the direction and supervision for policy implementation.
The Information Security Committee handles not only electronic information but also all the other forms of information, including written information and oral information, and is responsible for guaranteeing security for these types of information. Therefore, we have three working groups in place (IT System Working Group, Business Security Working Group, and Audit and Education Working Group) under the Information Security Committee to ensure thorough management of information.
Information Security Committee and Functions
Measures for Internet Incidents
In today's Internet environment, we need to face new risks on a daily basis. At Tokyo Seimitsu, we monitor information communication that takes place via the Internet. At the same time, we post risk information on the portal site for our employees to raise their awareness of information security. We also restrict access to Internet sites flagged as dangerous and exert control to prevent the distribution of spam emails. We report newly identified risks to external public organizations and work with them to block the spread of damage.
Business Continuity Management
At the time of a natural disaster or accident, first priority is to save lives. On the other hand, we consider that, if key business activities are stopped, it is a corporate responsibility to resume business as quickly as possible to prevent customers' operations from being interrupted.
Tokyo Seimitsu has "business continuity rules" and "business continuity plans (BCP)" in place to clarify the actions to be taken in an emergency.
At ordinary times, we review the BCP of each division based on risk assessments taking the operational status into account and observations of changes in risk predictions. At the same time, we evaluate the seismic capacity of buildings, maintain hub offices, and conduct routine safety checks and education.
Results of these activities are reported to the Risk Management Committee every year.

Basic Business Continuity Policy

  • Our top priority is to confirm and secure the safety of our employees and their family members and to assist in efforts by local communities to protect and save the lives of people and achieve reconstruction.
  • Priority is given to maintain the supply of components that our customers need to continue business operations.
    ①Maintaining the supply of precision dicing blades
    ②Maintaining the provision of equipment repair service and the supply of necessary components

Furthermore, the Tokyo Seimitsu Group has a "safety confirmation system" in place that enables us to check whether employees are safe in the event of a disaster or accident by using cellular phones or smartphones.