Corporate Information

About Us

Corporate Governance

Basic Stance

The Mitsui Fudosan Group is building an optimal corporate governance framework to ensure sound, transparent, and efficient management, with the aim of earning the trust of all stakeholders.

By introducing our Corporate Officer System, we have separated and strengthened the management and executive functions, thus further raising the soundness and efficiency of management. At the same time, we are working to strengthen the oversight function and transparency of the Board of Directors by welcoming outside directors to serve on the Board. Furthermore, we set up the Advisory Committee, consisting of experts from business and academia, to offer more diverse perspectives to management.

Meanwhile, our corporate auditors conduct audits of the business performance of directors while interfacing with the Audit Department and the Company's certified public accountant. In addition, we formulated the Mitsui Fudosan Group Compliance Policies as part of our effort to build a framework to foster appropriate business practices among executives and employees.

An overview of the Company's corporate governance



1. Board of Directors

The Board of Directors consists of eight members, including two directors from outside the Company. The Board makes decisions about material issues and monitors the business execution progress of directors. Board meetings are attended by corporate auditors, who provide opinions as necessary.

2. Board of Corporate Auditors

The Board of Corporate Auditors has five members, including three from outside the Company. The Board formulates auditing policies and determines the responsibilities of each Board member. It also receives reports and discusses material items on audits conducted according to such policies and responsibilities.

3. Corporate Officer System

Mitsui Fudosan introduced its Corporate Officer System with the aim of creating a business execution framework that best suits its operating environment and activities. The system was designed to separate and reinforce the management and executive functions, which previously were handled by the Board of Directors, thus supporting the integrity and soundness of management.
By increasing the breadth and depth of management on a Group-wide basis, we are seeking to further reinforce Group management. To this end, we introduced our Group Corporate Officer system, under which executives at Group companies have been given a status and mission similar to those of parent company corporate officers.

4. Executive Management Committee

The Executive Management Committee, consisting of executive managing directors and executive corporate officers, deliberates and reports on important matters related to business execution. The Committee also supervises and manages internal control and risk management items. Full-time corporate auditors attend meetings of the Executive Management Committee to keep abreast of important decision-making processes and the status of business execution, providing opinions as necessary.

5. Strategy Planning Special Committee

The role of the Strategy Planning Special Committee is to deliberate and control the implementation of business plans and handle special operational issues. The Committee makes strategic proposals, deliberates important matters, and undertakes business risk management pertaining to the Mitsui Fudosan Group.

6. Risk Management Special Committee

The Risk Management Special Committee was set up to manage operational risks pertaining to the Group. Its tasks are to formulate risk management policies and plans, identify and evaluate risk-related issues, and devise solutions and give instructions as necessary.

7. Environmental Special Committee

The aim of the Environmental Special Committee is to promote social contribution and environmental protection initiatives throughout the Group. The Committee's activities include formulating policies related to social contribution and the environment, as well as set and evaluate relevant targets, objectives, and plans.

8. Advisory Committee

Our Advisory Committee consists of experts from business and academia. Committee members offer general and insightful advice from an impartial standpoint, thus offering more diverse perspectives to management.

Kunio Ito Vice President and Professor, Hitotsubashi University
Shigetaka Komori President and CEO, FUJIFILM Holdings Corporation
Taizo Nishimuro Advisor, Toshiba Corporation
Chairman of the Board, Tokyo Stock Exchange, Inc.
Tomoyo Nonaka Journalist
Masayuki Matsushima Chairman, Credit Suisse Securities (Japan) Limited

Advisory Committee (as of June 27, 2008)

Internal Control and Risk Management Systems: Status of Establishment

The Mitsui Fudosan Group is establishing the following frameworks with respect to setting up and operating an internal control system, as well as to ensuring that business is conducted according to legal regulations and the Company's Articles of Incorporation.

1. System to ensure that execution of business by directors and employees conforms to legal regulations and the Company's Articles of Incorporation

The Company is working to prevent violations of legal regulations and its Articles of Incorporation in various ways, including by formulating Compliance Rules and other internal rules, and by establishing the Risk Management Special Committee. The Company also set up an Internal Consultation System to foster compliance among employees.

2. System related to storage and management of information concerning the execution of business by directors and employees

All information is stored and managed according to internal rules, including Archives and Documents Rules and Information Management Rules.

3. Regulations and other frameworks related to prevention of losses

Based on Risk Management Regulations and other internal rules, the Executive Management Committee supervises and controls risk management items concerning the entire company or the Mitsui Fudosan Group. It heads two committees charged with uncovering and comprehending risk issues and devising solutions for them-the Risk Management Special Committee, which is responsible for management of administrative risk, and the Strategy Planning Special Committee, which handles business risk. In addition, the Crisis Management Subcommittee, which reports to the Risk Management Special Committee, was established to grasp the magnitude of accidents and other crises, and to formulate responses and policies as necessary.

4. System to ensure appropriate business practices by the Mitsui Fudosan Group (consisting of the parent company, subsidiaries, and affiliated companies)

The Mitsui Fudosan Group Compliance Policies have been formulated as behavioral guidelines for executives and employees of the Group. For operational control of Group companies by the parent company, a set of Subsidiaries and Affiliates Administration Rules has been devised, enabling important risk issues to be managed via approvals and monitoring. In addition, Internal Consulting Systems have been set up in each Group company to provide advice related to compliance.

Corporate Auditor Support System

The Audit Department was established as a dedicated entity to support the efforts of corporate auditors. The Department is staffed by full-time employees.

Internal Auditing System

The Audit Department, responsible for internal audits of the Company, carries out regular audits of all business departments and reports the results to the Executive Management Committee. The Department also helps other departments by pointing out areas that require improvement and providing relevant guidance. In these and other ways, we are constantly working to enhance the effectiveness of our internal auditing system.
Corporate auditors receive regular reports concerning audits carried out by the Audit Department and the Company's certified public accountant. Corporate auditors also exchange information and otherwise interface with those entities.

Accounting Audits

The Company has elected KPMG AZSA & Co. as its independent auditor. In addition to year-end accounting audits, KPMG AZSA conducts audits at other times as necessary.

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