Corporate Governance Overview
UT Holdings bases its corporate governance on the following principles: timely decision making, prompt and flexible response to change, enhanced accountability with transparent corporate management, an observance of all laws and regulations, and prohibition of unethical practices.
Corporate Governance System
Improving Transparency in Management
In the rapidly changing business environment of the semiconductor and flat panel display industries, we believe that it is for the Company's benefit that knowledgeable and experienced executive directors should monitor each other's performance. To enable the Board to make timely and accurate decisions, we limit the number of Board members to a maximum of ten. Furthermore, we clearly define the directors' responsibilities and set their term of office to one year to create an agile board structure. We currently have four directors who are authorized to make business decisions on behalf of UT Holdings and related group companies.
Implementing an Internal Auditing System
We operate an internal auditing system in the belief that this will lead to improved management performance by enhancing the conventional auditing system. The Board of Auditors, which includes one internal and two external auditing officers, reviews the corporate governance and checks on its implementation. It also oversees daily management activities and the performance of directors. Auditing officers attend Board of Directors meetings and receive reports from directors, working staff and professional accounting auditors, in addition to performing other auditing functions. Also, full-time auditing officers attend major Company meetings and visit its various offices to discharge their duties more effectively.
Furthermore, in order to understand the auditing status of UT group companies and to facilitate information exchange among the companies, we have established a six-person “UT Holding Group Auditing Officers' Network” composed of auditing officers of major UT group companies and UT's internal auditing officers. This network enables more effective governance of the whole group.
Strengthening the Internal Control System
We see the strengthening of the internal control system as an important management issue. By maintaining transparency within our management systems, we not only ensure reliability of our financial reports but we also keep all of our business processes legitimate.
Corporate Governance System
