Based on its management philosophy of “providing innovative products to the world and generating new trends to contribute to the creation of an affluent society,” THK’s basic stance toward corporate governance is to improve corporate value over the medium to long term. From the perspective of “corporate value maximization,” this entails raising management transparency to all stakeholders, including shareholders, while at the same time conducting appropriate and efficient management.
Based on our CSR policy, which consists of our Corporate Philosophy, Corporate Basic Policies, and Action Charter, we improve the transparency of THK Group operations for all stakeholders, including shareholders, as well as conduct appropriate and efficient management with the aim of maximizing our corporate value. Furthermore, we work toward achieving our fundamental policy of attaining sustainable growth and improving our corporate value over the medium to long term based on appropriate cooperation with all of our stakeholders.
For our institutional design, in conjunction with our establishment of an Audit and Supervisory Committee, we also instituted a non-mandatory Nominee Advisory Committee and a Remuneration Advisory Committee, with half of the members of both committees being outside directors to ensure further transparency and fairness in management personnel and remuneration. We have also introduced an executive officer system. In doing so, THK has strengthened the auditing functions of the Board of Directors in addition to bringing greater speed and efficiency to management-related decision-making and the management of corporate affairs. Furthermore, over one-third of the Board of Directors comprises independent outside directors in order to enhance the neutrality and objectivity of management.
Sixteen Board of Directors meetings were held this year, and as in the previous year, some members attended via video conference as a precaution for the coronavirus, depending on the circumstances.
The THK Group appropriately files tax returns and pays taxes in accordance with both international tax regulations and the laws of each country and region in which it does business.
In addition to closely reviewing any transaction that may incur tax risks, we handle such matters appropriately by seeking advice from outside experts and consulting with the relevant tax authorities. Furthermore, we seek to control tax risks by utilizing advance pricing agreements (APA).
The THK Group strives to maintain a relationship of trust with tax authorities by disclosing required information in good faith.
The THK Group appropriately discloses information in accordance with each country’s laws and disclosure standards. Furthermore, we submit a Master File as well as a Country-by-Country Report in accordance with Japanese tax rules.
THK’s Board of Directors comprises a total of eight directors—including one outside director—who are not members of the Audit and Supervisory Committee, in addition to three outside directors who are Audit and Supervisory Committee members. The Board of Directors makes decisions on important matters of general management and carries out the oversight of directors and executive officers in the execution of their duties. There are also four outside directors whose independence meets the evaluation criteria stipulated by the Tokyo Stock Exchange and THK. With over a third of the directors being outside directors who possess specialized professional knowledge and qualifications related to corporate accounting or general management, this structure has further enhanced management neutrality, legality, and validity while improving the board’s management oversight function.
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|President and CEO||-||Akihiro Teramachi|
|Executive Vice President and CIO||-||Toshihiro Teramachi|
|Executive Vice President and CFO||-||Hiroshi Imano|
|Director and Senior Managing Executive Officer||Senior General Manager of Industrial Machinery Headquarters||Takashi Teramachi|
|Director and Senior Managing Executive Officer||Senior General Manager of Automotive & Transportation Headquarters||Nobuyuki Maki|
|Director and Managing Executive Officer||General Manager of Industrial Machinery Headquarters
Senior General Manager of Sales Division, Industrial Machinery Headquarters
|Director||(In charge of Quality Assurance, Risk Management, and Production Engineering)||Junichi Sakai|
|Outside Director||-||Masaaki Kainosho|
|Outside Director||-||Junko Kai|
|Outside Director||(Audit and Supervisory Committee Member)||Masakatsu Hioki|
|Outside Director||(Audit and Supervisory Committee Member)||Tomitoshi Omura|
|Outside Director||(Audit and Supervisory Committee Member)||Yoshiki Ueda|
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|Managing Executive Officer||Appointive Officer to President in Charge of China||Takashi Okubo|
|Managing Executive Officer||Special Appointive Officer to Head of Industrial Machinery Headquarters||Masaki Sugita|
|Managing Executive Officer||Special Appointive Officer to President||Tetsuya Hayashida|
|Managing Executive Officer||Executive Vice Chairman of THK (CHINA) CO., LTD.
President of THK (CHINA) CO., LTD.
|Managing Executive Officer||General Manager of IMT Division, Industrial Machinery Headquarters||Takanobu Hoshino|
|Managing Executive Officer||Senior General Manager of Production Division, Industrial Machinery Headquarters||Akihiko Kambe|
|Managing Executive Officer||Senior General Manager of Engineering Division, Industrial Machinery Headquarters||Kaoru Hoshide|
|Managing Executive Officer||General Manager of Automotive & Transportation Headquarters
Director and Executive Vice Chairman of THK RHYTHM CO., LTD.
|Managing Executive Officer||Representative Director and President of THK Europe B.V.
Representative Director and President of THK GmbH
Representative Director and President of THK France S.A.S.
Representative Director and President of THK Manufacturing of Europe S.A.S.
Representative Director and President of THK Manufacturing of Ireland Ltd.
|Managing Executive Officer||President of THK Holdings of America, L.L.C.
President of THK America, Inc.
|Executive Officer||General Manager of Sales Division, Industrial Machinery Headquarters
General Manager of International Sales Division, Sales Division, Industrial Machinery Headquarters
|Executive Officer||Deputy Senior General Manager of Production Division, Industrial Machinery Headquarters
General Manager of Production Engineering Department, Production Division, Industrial Machinery Headquarters
General Manager of Global Procurement Department, Production Division, Industrial Machinery Headquarters
|Executive Officer||Head of The President’s Office
Head of Corporate Planning Department, Corporate Strategy Headquarters
|Executive Officer||General Manager of Finance & Accounting Department, Corporate Strategy Headquarters||Kenji Nakane|
|Executive Officer||Head of IOT Innovation Division||Takuya Sakamoto|
|Executive Officer||Deputy General Manager of Corporate Strategy Headquarters||Yasutoshi Hoshino|
|Executive Officer||Head of Product Planning Department, Industrial Machinery Headquarters
Head of Engineering and Development Department, Engineering Division, Industrial Machinery Headquarters
Head of Solution Development Unit, IOT Innovation Division
Head of Engineering Division, THK (CHINA) CO., LTD.
|Executive Officer||President of THK NIIGATA CO., LTD.||Toshihiro Takahashi|
|Executive Officer||Representative Director and President of THK RHYTHM CO., LTD.||Akira Furihata|