Corporate Governance

DNP believes that enhancing corporate governance is a critical management challenge that will help us to maintain the trust of all our stakeholders, contribute to the sustained growth of society and increase enterprise value.
We make every effort to make appropriate decisions regarding management, to execute business properly and promptly, and to establish and operate systems for supervising and auditing these activities. In addition, we work hard to provide employees with thorough training and education, and to comprehensively enhance our corporate governance.

DNP’s corporate governance structure

Structural diagram of DNP’s corporate governance and internal control system

Risk management and compliance

The variables that impact management via sharp changes in the social environment are becoming more diverse and widespread. Against this background, DNP believes that incorporating such changes in medium- to long-term business strategies, then enhancing the processes by which we appropriately evaluate company-wide risks and transforming them into business opportunities will contribute to a more sustainable society, In addition, this will lead to our stated goal of achieving Tomorrow’s Basic.
Based on this concept, and as can be seen in the schematic of the corporate governance and internal control system shown above, the system is based on three committees that collaborate to cover company-wide risks.
The three committees are:
1, the Sustainability Committee, chaired by the company president that is responsible for managing medium- to long-term risk, the identification of business opportunities and causing these to be reflected in business strategies.
2, the BCM Promotion Committee responsible for ensuring business continuity to secure employee safety and enable them to maintain production activities even in the event of emergencies, such as natural disasters, and,
3, the Corporate Ethics Committee, which targets risk reduction while planning to improve employee compliance awareness which forms the basis of business continuity.

Compliance with laws and social ethics

Rather than simply having each of our employees comply with laws and regulations in the execution of DNP’s business activities, we believe that DNP can win society’s trust by maintaining even higher ethical standards than society expects and by consistently remaining fair and equitable as we help to maintain and develop orderly, free and competitive markets. In order to be able to act in ways that meet society’s expectations, DNP works to imbue corporate ethics throughout the DNP Group.

Fair operating practices

Construction of systems that support business continuity

In the event that an emergency situation should compromise the continuity of DNP’s business operations, any interruption in our operations would affect not only DNP but our customers, suppliers, their employees and a variety of stakeholders. DNP has prepared a business continuity plan in order to build a strong corporate structure that can continue operating under crisis conditions and quickly restore operations in the event of an interruption. We maintain a proper awareness of disaster risk in the course of our daily operations, and we implement employee training and other measures aimed at enabling us to cope appropriately in extreme situations.

Disaster prevention system for use in unforeseen circumstances

At DNP, we have established the Central Disaster Prevention Committee to develop and promote disaster preparedness measures throughout the group, the Business Division / Group Company Disaster Prevention Committee to promote them according to the characteristics of each division, and the Area-specific Disaster Prevention Committee to promote them in cooperation with the Ministry of Education, Culture, Sports, Science and Technology. Through these committees, we prepare disaster management plans and promote preventive measures.
Our experience of the Great East Japan Great Earthquake reaffirmed the importance of a Business Continuity Plan (BCP) that gives top priority to human safety in times of disaster and increases corporate response and resilience. Based on these priorities, we recognize disaster risks on a daily basis and promote appropriate preventive measures.
In order to deal with disasters and other unforeseen circumstances, we established a basic policy and promotion system in the Basic Regulations for Disaster Countermeasures at the DNP Group to ensure the safety of employees parties concerned. We promote disaster prevention measures that give our stakeholders confidence in our operations in the event of a disaster.

	Head Office	Each Business Unit / Group Company
Permanent Disaster Prevention Organization	Central Disaster Prevention Committee at the DNP Group Chairperson Deputy chairperson Secretariat Subcommittee · Human resources subcommittee · Facilities subcommittee · Asset preservation subcommittee · Business activities subcommittee · Public relations subcommittee · Community subcommittee	Business Unit and Group Affiliate Disaster Prevention Councils Chairperson Deputy chairperson Secretariat Coordinator · Human resources coordinator · Facilities coordinator · Asset preservation coordinator · Business activities coordinator · Public relations coordinator · Community coordinator Fire protection and disaster prevention manager (DNP's own firefighting organization) *Individually established for each business unit / group company In areas composed of multiple organizations, area-specific disaster prevention committees are also set up to promote disaster prevention measures across the organization.
Functions and roles	Development and promotion of comprehensive and systematic disaster preparedness measures throughout the DNP Group	Promotion of practical disaster preparedness measures considering business content and regional characteristics
Maintenance of regulations, plans, etc.	Basic regulations for disaster countermeasures at the DNP Group · Basic plan for disaster prevention at the DNP Group · Large-scale earthquake response plan at the DNP Group Regulations for fire protection / disaster prevention management at the DNP Group	· Disaster response work plans · Business Continuity Plan (BCP) · Firefighting plan
Countermeasures organization in times of disaster	Central Disaster Response Headquarters at the DNP Group *The DNP Group’s Central Disaster Prevention Committee will be transferred as is, to promote and otherwise take overall control of company-wide disaster emergency measures, disaster recovery / reconstruction and other necessary measures in the time of a disaster.	Disaster Response Headquarters for each Business Unit and Group Company *The disaster committee in each business unit / group company will be transferred as is, to promote and coordinate disaster emergency measures, disaster restoration / reconstruction and other necessary measures at a specific disaster site.