With a particular emphasis on relationships with shareholders, Circle K Sunkus views all people and organizations involved in its operations, including shareholders, franchised stores, customers, local communities, business partners and employees, as key stakeholders. While building strong relationships with every stakeholder by providing proactive disclosure, and ensuring compliance in all activities, Circle K Sunkus will implement measures to further improve corporate governance, such as by putting in place and cementing a highly transparent internal control system that encompasses risk and compliance management systems. These steps will underpin efforts to enhance corporate value.
Circle K Sunkus' main corporate governance bodies are the annual general meeting of shareholders, Board of Directors, Board of Corporate Auditors and Internal Control Committee. Circle K Sunkus' policy is to limit its Board of Directors to an appropriate size and appoint external directors in order to focus decision-making on overall management issues. An executive officer system has been introduced to delegate primary decision-making authority for the management of day-to-day operations to executive officers in order to expedite the execution of business operations. Regarding corporate auditors, two external auditors have been appointed to enhance transparency. As for audits by corporate auditors, the corporate auditors attend important internal meetings, such as Board of Directors' meetings, to receive reports on the Company's management plans, the status of its overall compliance and risk management systems and other matters. Based on these reports, the corporate auditors offer their opinions from an impartial perspective, and rigorously audit the performance of directors and executive officers.
The Internal Control Committee, which was established on March 1, 2007, comprises internal directors and executive officers. The committee regularly receives reports on the establishment and operation of the internal control system from the Internal Control & Environmental Management Office to monitor Company-wide progress on putting in place this system.
Circle K Sunkus has a management oversight system structured around supervision of business execution by the Directors, and audits by the corporate auditors and Board of Corporate Auditors. In addition, Circle K Sunkus has established the Operational Audit Office as an internal auditing body, and the Legal Department as a legal checking and screening body, in order to enhance document management. Circle K Sunkus also works to enhance its internal control system through regularly and continually auditing or screening the appropriateness, legality, and efficacy of business activities in accordance with rules on job authority, occupational roles and responsibilities, and other areas. Furthermore, the Internal Control & Environmental Management Office, which is headed by a director, was established to coordinate internal control and compliance activities across the Company and implement concrete measures to reinforce the internal management structure.
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The Company has formulated Risk Management Guidelines and other internal rules as part of efforts to fully establish its risk management system. In this context, Circle K Sunkus views "food product safety," "information systems," "litigation," "area franchisers," and "disasters and other factors" as primary risks, and has designated a department responsible for managing each risk. Each relevant department continuously monitors risk and strives to prevent risk from materializing. If risks materialize, the Company implements prompt and appropriate measures to minimize any damages that may arise.
The Internal Control & Environmental Management Office, which oversees and coordinates risks across the Company, identifies primary risks and establishes prompt and appropriate reporting and crisis management systems in the event of the materialization of these risks. At the same time, this office has a duty to cooperate with various departments in order to monitor progress on risk management systems, and oversee and coordinate risk management at these departments. In addition, the Internal Control & Environmental Management Office, as well as the directors and executive officers responsible for various risks, report on matters concerning risk management to the Board of Directors and the Internal Control Committee, as necessary.