Seminar / Symposium
JCGN holds seminars on a broad range of themes related to boards of directors
and capital markets in connection to corporate governance almost every
month, and a large-scale symposium once per year. Leaders in their respective
fields are invited to talk on timely themes. Around once per year, awareness
of governance is raised by holding a larger symposium.
As the need to establish governance in listed companies increases, there have been calls for improvement of governance literacy of board members. Director’s University is a governance education program for board members that contributes to increasing long-term corporate and shareholder value.
Topics covered are not limited to corporate management and governance,
and include economics and general knowledge. After hearing the lecturer
speak, participants are given time for questions, contributing to raising
the level of their knowledge in each field.
Corporate Governance Liaison Committee
A Corporate Governance Liaison Committee has been established for the purpose
of reporting and sharing changes to corporate governance rules and topical
issues to members of JCGN. The JCGN office provides quarterly explanations
(in April, July, October and January) on the state of corporate governance
in the most recent quarter.
WorkshopsIndependent Director/Auditor Workshop
Independent directors/Auditors are provided for in the listing rules of stock exchanges, and have become well established among listed companies. However, the actual form for independent directors/auditor is unclear at present. This workshop provides deeper discussion centered on people actually serving as independent officers exchanging knowledge with experts.
Family Company Workshop
Many family companies are one-man companies where the manager believes "the company is mine" even if it is listed. In that respect, it is preferable for governance to be established in family companies. In this workshop, research is conducted on how governance should be implemented in family companies.
JCGN members have extremely diverse backgrounds such as independent directors/ former and current top management, lawyers, accountants, tax accountants, consultants and academics. This workshop provides a place to encourage members to exchange knowledge by freely setting topics and discussing these in greater depth according to the needs of members with a desire to learn and an inquiring mind.
Japan Corporate Governance Research Institute
The Japan Corporate Governance Research Institute (JCGR) is an independent
research institute within JCGN. Its purpose is to deepen understanding
of corporate governance that is appropriate for the era of globalization,
and aims to establish unique corporate governance principles and gain an
understanding of the overall image of corporate governance in Japan by
measuring the current state of corporate governance in individual companies
through surveys and establishing an indicator of this in the form of the
A survey of companies listed on the Tokyo Stock Exchange is conducted with the nine groups of questions below based on the JCGR Corporate Governance Principles. The survey has been conducted 11 times since it was first carried out in 2002, and provides valuable data for measuring corporate governance in Japan.
(1) Governance from the perspective of shareholders
(2) Clear company performance targets
(3) Structure of responsibility of top management
(4) Existence and management oversight functions of boards of directors centered on independent directors
(5) Executive management structure of top management for realizing performance targets
(6) Risk management pivoting around compliance, internal control and social responsibility
(7) Accountability to shareholders
(8) Appropriate provision of information to shareholders through IR activities
(9) Ensuring transparency for other stakeholders through disclosure
Furthermore, these have been grouped into four categories to calculate the JCGIndex as an indicator of the state of corporate governance.
I. Performance targets and structure of responsibilities of management
II. Functions and composition of board of directors
III. Executive management structure of top management
IV. Communication with shareholders and transparency
Support for Introducing Independent Directors
There is growing discussion on the importance of corporate governance and especially the independence directors. At the same time, focus is being placed on methods for electing independent directors for ensuring a high level of independence. However, it cannot be denied that there is a lack of infrastructure for connecting companies with independent director candidates in Japan.
JCGN provides the infrastructure for bridging the gap between companies and independent director candidates. People with excellent experience and understanding of governance are recorded in a database as independent director candidates, and recommended based on companies' requirements. A solid track record has already been established providing such candidates to companies ranging from major global corporations to medium-sized companies, start-ups and family-owned businesses.
JCGN exchanges opinions with many independent directors, is in contact with many board directors of companies with advanced governance and governance practitioners, and endeavors to collect relevant information. In order to improve the effectiveness of governance, JCGN not only recommends independent director candidates, but also provides advice on support after implementation and management of boards of directors.