ESG highlights- Governance

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TOPIC_1

Unified, Relentless Pursuit of Compliance

At the UACJ Group, compliance education includes distribution of the full and abridged editions of the Group Code of Conduct - which establishes rules of behavior that all executives and rank-and-file employees must follow - plus department-level seminars. Furthermore, we conduct job-level training and legal and regulatory education in which compliance is the main topic.

In addition to Japanese, we have prepared the Group Code of Conduct in eight local-language editions, including English, Chinese, and Thai, for the employees of overseas Group companies. We have posted all versions of the Group Code of Conduct on our intranet as part of our ongoing effort to promote consistent understanding of it globally throughout the UACJ Group.

The UACJ Group believes that rigorous compliance is indispensable for continuing to operate as a corporate group trusted by society, and we are unified in our commitment to compliance going forward.

[Completed Editions of the UACJ Group Code of Conduct]
Japanese, English, Chinese,Czech, Spanish, Thai, Vietnamese, Indonesian, and Brazilian Portuguese

TOPIC_2

Pursuit of Sound, Highly Transparent Corporate Management

At UACJ, we recognize the importance of soundness and transparency in management and constantly strive to enhance our corporate governance.

In fiscal 2015, our efforts to enhance corporate governance included the addition of a second independent, outside director to join Mr. Toshio Suzuki. Ms. Ryoko Sugiyama brings to the board a wealth of experience as a university professor and as a member of the boards of other corporations.

In addition, we undertook a thorough self-examination of our compliance with Japan’s Corporate Governance Code, which was implemented in June 2015, and determined that among the 73 principles - 11 principles requiring disclosures and 62 other principles - there were none that we have not implemented. Regarding the 11 principles requiring disclosures, authorization by the Board of Directors was gained and disclosures were made in the corporate governance report dated November 30, 2015. Going forward, we will periodically review our implementation of the principles contained in the Corporate Governance Code.

UACJ is committed to the pursuit of highly transparent, sound corporate management to realize increases in corporate value over the mid-to-long term and continue benefiting stakeholders.

TOPIC_3

Governance Roundtable of Outside Directors and Audit & Supervisory Board Members

In August 2016, outside directors and outside Audit & Supervisory Board members (outside officers) gathered for a roundtable discussion on UACJ’s governance system and key management issues.

At UACJ, outside officers, of course, participate in board discussions of important matters, such as overseas M&A, that could significantly impact the company’s future. But they also examine the vetting processes, and conditions with regard to consensus formation, that shape matters taken up by the Board of Directors. As a result, UACJ has been praised for the smooth progress it has achieved in the ongoing process of melding the management and governance organizations of the companies that merged to form UACJ only three years ago.

To further strengthen our governance, outside officers believe that UACJ must do more to promote understanding of the importance of corporate governance in all parts of the UACJ Group and that organizational steps must be taken to increase the effectiveness of governance. Furthermore, outside officers have suggested that achieving ongoing growth as a global leader in the aluminum industry will require two things - enhancement of human resource development and diversity to augment global management capabilities, and further strengthening of overall technical capabilities. The opinions of outside officers are greatly valued and will be thoroughly incorporated in our management going forward.

* For more details, please refer to UACJ Report 2016.

Picture of Governance Roundtable