Updated on August 29, 2018
Support for Activities of Directors, the Board of Directors and the Committees
Sony supports effective oversight by the Board of management's operation of Sony's business as follows.
Outside Director initiative
The Chairman of the Board is elected from among those Directors other than the Representative Corporate Executive Officer and other Senior Executives*. The Chairman of the Board leads the Board's activities and secures the appropriate cooperation, communication and arrangement among outside Directors and the Corporate Executive Officers. For example, outside directors' meetings are held in order to exchange and share information and knowledge among outside Directors.
- *Senior Executives: Corporate Executive Officers and certain other senior officers that assume important roles for management of Sony
Secretariat offices for the Board and each Committee
The Company sets the secretariat offices of the Board and each committee to support the activities of the Board members and encourage constructive and proactive discussion at the Board. The Board secretariat endeavors to distribute materials for Board meetings and Committee meetings sufficiently in advance of each meeting date and to provide other information, as appropriate. The Board secretariat office also shares the annual schedule of Board meetings and anticipated agenda items in advance with the Board members, in order to set the number of agenda items and the frequency of Board meeting appropriately.
The Audit Committee Aide
With the approval of the Board and with Audio Committee's consensus, the Company sets the Audit Committee Aide to support the activities of the Audit Committee Members with the approval of the Board and with the Audit Committee's consensus. The Audit Committee Aide does not concurrently hold positions related to the business operations of Sony Group and, upon instruction by the Audit Committee members, conducts investigations and analysis on auditing matters and engages in physical inspections or visiting audits (either by him/herself or by cooperating with relevant departments) in order to support the Audit Committee.
Delivery of the necessary information
When Directors, including outside Directors and Audit Committee Members, request the Company to provide additional information, the secretariat offices of the Board and other committees endeavors to provide such information promptly. Also, the secretariats of the Board and other committees verify appropriately whether information requested by Directors and the Audit Committee members is provided smoothly.
Directors and the Audit Committee members consult with external specialists, if appropriate. The costs and expenses in connection with the Board or each committee's activities are borne by the company in accordance with applicable internal rules.
Policy for training Directors
Newly appointed Directors receive briefings by Corporate Executive Officers and other Senior Executives, and outside experts in connection with their expected roles and responsibilities, including legal duties, as a Director or a member of a Committee and in addition, newly appointed outside Directors receive briefings about the business, financial status, organization and governance structure of the Sony Group. Also, throughout their tenure, each Director receives compliance-related training in accordance with internal protocols and briefings from Corporate Executive Officers in charge of, or outside experts on, matters relevant to each Director's fulfillment of his/her roles and responsibilities.