Dentsu's Corporate Governance Implementation Structure
With its transition to a company with an Audit and Supervisory Committee in 2016, Dentsu transfers authority for important business execution in part from the board of directors to the directors to establish an expeditious and effective business execution system, and aims to enhance the supervisory function of directors through the board of directors.
As of April 1, 2016, nine directors (of which three are independent outside directors) comprise the Board of Directors and four of these directors (of which three are outside directors) are appointed as members of the Audit and Supervisory Committee.
Dentsu has introduced a Director and Executive Officer System to clarify roles and responsibilities and to reinforce the effectiveness of its management and operations systems. The Company established the Executive Management Committee that consists of the representative director and executive officers, including executive directors under the Board of Directors, which deliberates on important business matters and matters to be decided by the Board of Directors before deliberation by the Board of Directors. In addition, committees to which the executive management committee has delegated its authority are regarded as key committees. In this regard, the Business Supervision Committee was established in the Japan business sector and the Dentsu Aegis Network Board of Directors was established in the international business sector in order to divide the business execution system into the Japan business sector and international business sector, and each has responsibility for profit and authority delegated by the Board of Directors.