Corporate Governance

As a corporate group contributing to the safety and security of society, i-PRO recognizes that transparent, sound, and accountable corporate governance is essential to achieving sustainable growth and enhancing medium- to long-term corporate value.

Our basic management policy is timely and transparent management. The Board of Directors makes decisions on basic management policies and important matters and appropriately supervises the execution of business, and the management team makes swift and accurate decisions based on these policies. Through this division of roles and mutual checks, we achieve sustainable enhancement of corporate value and sound management.
We also emphasize building trust with diverse stakeholders, including shareholders, employees, customers, business partners, and local communities, and promoting corporate activities that fulfill our social responsibilities.

i-PRO acts in accordance with the Corporate Governance Code and thoroughly implements ethical and transparent decision-making and corporate operations in line with the Ten Principles of the United Nations Global Compact (UNGC) and Code of Conduct. In view of the changing business environment and societal demands, we strive for continuous improvement of our governance systems, aiming to remain a company that consistently earns stakeholder trust.

i-PRO has established a governance system centered on its Board of Directors to ensure transparency and soundness in management, aiming for sustainable enhancement of corporate value. As a company with an Audit and Supervisory Committee, we have built a governance system that balances strengthened supervision functions with swift decision-making.

Board of Directors

The Board of Directors, composed of directors elected by the General Meeting of Shareholders, makes decisions on basic management policies, deliberates and makes resolutions on important matters, and supervises the execution of work. It also receives reports on matters stipulated by laws and ordinances, and the status of execution of important business operations.

Having directors who are Audit and Supervisory Committee Members participate in the Board of Directors with voting rights allows the supervisory function over management to be exercised more centrally, and enables highly transparent decision-making. The Board of Directors meets once a month as a general rule and at other times as needed.

Executive Management Meeting

The Executive Management Meeting is the core meeting body designed to enable swift and consistent decision-making by management.
Meetings involve reviewing management strategies and policies in light of changes in the business environment, deliberating on important business issues, discussing matters to be submitted to the Board of Directors for further consideration, and deliberating on items designated to be handled by the Executive Management Meeting under the Approval Operational Guidelines. Members primarily include Executive Directors, CxOs, and SVPs, with advisors appointed by the Chairperson (CEO) as needed.
Meetings are held twice a month as a general rule. The Executive Management Meeting serves a vital governance function, supporting swift decision-making and organizational operations for i-PRO as a global enterprise, while ensuring management transparency and accountability.

Audit and Supervisory Committee

The Audit and Supervisory Committee supervises the execution of work from an independent standpoint as part of the Board of Directors. It collaborates with external auditors and the internal audit department to verify the reliability of financial reporting, the effectiveness of internal controls, and the efficacy of compliance systems.

Details of i-PRO’s officer structure, comprised of Directors and Audit and Supervisory Committee Members, can be found on the Core Leaders page below.

i-PRO positions internal control as the foundation for enhancing corporate value, and rigorously enforces reliability of financial reporting, appropriateness and efficiency of works, legal compliance, and risk management throughout the Group. The internal control system incorporates and builds upon six balanced elements: control environment, risk assessment, control activities, information and communication, monitoring, and IT controls.

The Internal Audit Department verifies the state of development and operation of internal controls, providing improvement guidance and progress management.

i-PRO’s internal control system is developed and operated based on the following division of responsibilities.

To ensure transparency and accountability in management, i-PRO has established mechanisms to appropriately store and manage important information. Based on the internal control elements of information and communication and IT response, we have built an environment where information is shared in an accurate and timely manner. The Internal Audit Department regularly evaluates the operational status of this system.

i-PRO has established an organizational structure that supports timely and transparent decision-making, based on various policies that clearly define segregation of duties, authority, and work processes. We are also advancing the standardization and automation of work processes through the use of IT, enhancing the speed and accuracy of management decisions.

i-PRO regards group-wide risk management and compliance as critical elements of its management base to achieve sustainable business growth and enhance corporate value. Based on the i-PRO Code of Conduct, we rigorously ensure that all officers and employees act in strict compliance with laws and ordinances and uphold high ethical standards.

Group-wide Risk Management System

Based on the Risk and Compliance Policy, i-PRO has established mechanisms to prevent, detect (at an early stage), and minimize the impact of risks related to all business activities.
The President, as the person with overall responsibility for the Group, directs risk management and ensures a system capable of swiftly implementing necessary measures.

Strengthening compliance system

i-PRO regards compliance as a prerequisite for corporate sustainability. We work to increase awareness among all employees and strengthen internal controls.

Development of Information Security Systems

To protect information assets essential to business operations, we have established a robust security management system based on our Information Security Management Policies and the i-PRO Global ISM Common Guidelines.
The CIO is responsible for implementing management according to the confidentiality, integrity, and availability of information.

Personal Information Protection System

Based on its Basic Personal Information Protection Policies and related standards, i-PRO has established a system to ensure that all employees understand the importance of protecting personal information and handle it appropriately.

The Audit and Supervisory Committee, Internal Audit Department, and Risk and Compliance Committee work together to establish a multi-layered auditing and reporting system. The results of internal audits and risk assessments are reported to the Board of Directors, enhancing the effectiveness of governance through an improvement cycle.

i-PRO maintains a clear policy of having absolutely no involvement with antisocial forces and refusing to comply with any unreasonable demands. Based on our Elimination of Anti-Social Forces Exclusion Policies, we conduct thorough pre-transaction screenings, incorporate elimination of antisocial forces clauses into contracts, and provide rigorous employee education. In the event of any suspicious incidents, we promptly sever all ties, and the Legal Division collaborates with police and experts to handle the situation.