| Mitsubishi UFJ Securities aims to practice effective corporate governance. To this end, we continuously endeavor to create an organization in which checks and balances function effectively. |
| A Strong Leader in Securities Markets |
| Mitsubishi UFJ Securities, the core securities company of the MUFG Group, regards the improvement of corporate governance as one of its highest management priorities. We consider this important so that we can exert stronger leadership in the securities markets, backed by the trust and confidence of all stakeholders, including customers, the public at large, shareholders and employees. To stimulate discussion and debate among directors and increase management transparency, Mitsubishi UFJ Securities has appointed four outside directors to its current 13-member Board of Directors. These outside directors include executives who are currently in senior management positions outside the MUFG Group. The Board of Corporate Auditors also has a heavy outside influence; three of its five members are from outside the Company. The Board of Corporate Auditors, among other roles, checks whether directors are executing their duties properly. The Board of Directors determines fundamental policies regarding business execution and oversees the performance of duties by directors. Meanwhile, the Executive Meeting discusses and determines important matters regarding general management and the execution of operations, while the Risk Management Meeting discusses and decides on important matters relating to risk management. This structure facilitates speedier management decision-making. Furthermore, to support the activities and functions of the Executive Meeting and Risk Management Meeting, cross-sectional committees have been established as advisory bodies to facilitate discussion and conduct studies on important matters concerning the Company. Moreover, Mitsubishi UFJ Securities has an Audit Committee, which under the authority vested in it by the Board of Directors deliberates on various matters relating to internal auditing and compliance to support decision-making by the Board of Directors. The fivemember committee, which meets in principle once a month, is made up of two outside directors, two outside specialists and an officer in charge of internal audit. The majority of the members of this committee therefore come from outside the Group. The chairperson of this committee is also appointed from committee members who come from outside the Group. |
| Mitsubishi UFJ Securities Governance Structure |
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The Internal Audit and Compliance Committee of Mitsubishi UFJ Financial Group, as the holding company, receives reports from the Audit Committee of Mitsubishi UFJ Securities regarding the matters deliberated, while being aware of compliance with various laws and regulations, including the Financial Instruments and Exchange Law of Japan. |
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The internal audit sections collate companywide information, which is reported to and deliberated by the Audit Committee of Mitsubishi UFJ Securities. Relevant information is then reported to the Internal Audit and Compliance Committee of Mitsubishi UFJ Financial Group. |
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Mitsubishi UFJ Securities’ Audit Committee has been established at the discretion of the Company. It has not been established pursuant to Article 404, Paragraph 2, of the Corporate Law of Japan. |
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