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Corporate Governance

This page inform you the status of Corporate Governance in CYBERNET SYSTEMS.

Fundamental Policy

CYBERNET SYSTEMS' corporate Code of Conduct emphasizes the importance of management transparency; and fulfilling our role as a good corporate citizen with high ethical standards. This basic stance applies to our interaction with employees, customers, software developers, business partners and shareholders. Our fundamental policy with regard to corporate governance is to ensure adherence to our Code of Conduct, work to enhance the speed of decision-making and strengthen management oversight functions.
In the area of legal compliance, we have formulated and a Compliance Handbook and distributed it to all directors and employees, as part of our efforts to build a corporate structure based on high ethical standards, which is capable of managing risk and providing appropriate checks and balances.

Basic Policies on Corporate Governance

Basic Policies on Corporate Governance

CYBERNET SYSTEMS decided on its basic policy of Corporate Governance based on each principle of Corporate Governance Codes which are enacted in June 1st, 2015 by Financial Service Agency and Tokyo Stock Exchange.

Independence Criteria and Qualitative Requirements for Independent External Members of the Board

In the selection of candidates for independent external Members of the Board, the Company determines that any candidate who falls under any of the following categories to lack independence. As such, the Company pays attention to retain persons who do not fall under any of the following categories, have no concern of conflict of interest with general shareholders, and are able to secure substantial independence.

  1. Any person who has executed business of the Company or its subsidiaries or who has been a second degree or closer relative of such a person in the past ten (10) years

  2. Any person who has fallen under any of the following categories or who has been a second degree or closer relative of such a person in the past year

    1)Any person who executes business of a company that has a material business relationship with the Company, or that of the parent company or material subsidiary of such a company

    2)An attorney or consultant of the Company or of its subsidiaries, who receives large amounts of compensation or other forms of economic benefit, other than compensation for Members of the Board of the Company If the person is a corporation or other organization, this means a person who executes business of such corporation or organization

    3)Any person who executes business of the parent company of the Company

    4)Any person who executes business of a company that belongs to the Group of the Company痴 parent company

  3. Any other person who have concerns of constant substantial conflicts of interest with general shareholders of the Company, due to circumstances other than those in 1. and 2. above