Livesense

CORPORATE GOVERNANCE

BASIC STANCE ON CORPORATE GOVERNANCE

Livesense recognizes that, as a business, we must continuously earn the trust of our various stakeholders, including our service customers, shareholders, investors and business partners, and we understand that we win this trust by meeting the basic needs of these stakeholders and offering services that contribute to society.
It is with this awareness that our Directors, Statutory Auditors and employees understand the roles required of them as they work to continuously maintain and enhance their awareness of the law, social norms and ethics, undertake proper and efficient management initiatives and strive to improve their corporate governance.

CORPORATE GOVERNANCE FRAMEWORK

Directors and Board of Directors

The Livesense Board of Directors, consisting of 5 Directors (3 of whom are Outside Directors), fulfills such duties as decision-making on legal and important management matters and supervising the execution of duties. Regular board meetings are held once a month, while extraordinary board meetings are held as needed to ensure that decision-making is prompt and accurate.

Statutory Auditors and Board of Statutory Auditors

Livesense has a Board of Statutory Auditors system, and holds meetings of the Board of Statutory Auditors once a month. The board, consisting of three Statutory Auditors (two of whom are Outside Statutory Auditors), monitors Company management and conducts audits to ensure that Directors execute their duties legally.
In addition, Livesense’s Full-Time Statutory Auditor strives to ensure that the auditing function is working effectively and appropriately, by attending meetings of the Board of Directors and other important meetings within the Company and by taking other actions.

STATE OF INTERNAL CONTROL SYSTEM MAINTENANCE

Livesense strives to ensure thoroughgoing rule compliance and maintains an organization that allows our internal control system to function effectively by establishing a Basic Policy on Internal Control, maintaining internal rules and clearly stating the responsibilities of executives.

STATE OF INTERNAL AUDITS AND AUDITS BY STATUTORY AUDITORS

One internal auditing staff member under the direct control of the President and Representative Director conducts internal audits. Following the internal audit plan for the year, the internal auditing staff member conducts audits on all departments, reporting the results to the President and Representative Director each time.
Audits by Statutory Auditors are based on content prescribed in the Statutory Auditor Auditing Plan, and information is shared at meetings of the Board of Statutory Auditors, which are held in principle once a month.
Additionally, Statutory Auditors periodically trade views with internal auditing staff members and the accounting auditor and the three parties share information to maintain a partnership that includes work on internal audits.

STATE OF RISK MANAGEMENT SYSTEM

The Livesense Administration Division, which oversees all Company business, shares information with each department so that it can detect risks at an early stage and prevent them. Livesense moreover has an internal whistle-blowing system under which an outside legal advisor, etc., accepts reports from concerned parties. Livesense endeavors to prevent scandal resulting from misconduct, etc., and to detect scandal at an early stage if it happens, by establishing means of properly handling reports of organizational or individual legal violations or misconduct.
In addition, with the aim of developing a legal compliance system, Livesense has established its Compliance Rules and endeavors to raise awareness and ensure compliance with the law and social norms among our executive officers and employees. The Compliance Committee, chaired by the President and Representative Director, promotes compliance by periodically checking Company compliance measures and by other means.