企业管治/合规
企业管控
介绍NIDEC（尼得科）集团经营体制及企业/管理/政策。
Nidec Group Corporate Governance Policy
Principle
The Nidec Group Corporate Governance Policy aims for sustainable enhancement of corporate value based on ethical integrity and social trust. To this end, we pursue sound, efficient and transparent business management through ceaseless improvement in internal controls and fair, timely and appropriate information disclosure.
Stakeholder Engagement
Sustainable enhancement of corporate value builds upon harmonious relations with stakeholders. Our definition of stakeholders extends broadly and includes not only our shareholders, customers, suppliers, individual employees, but even the communities and the environment that can be directly or indirectly affected by the Group's objectives and actions. As a business seeking growth through fulfillment of social responsibility and sustainable corporate value development for our stakeholders, we will continue to increase our focus on products and activities that are green and socially desirable. This concept constitutes a common thread running through our entire business activities, most notably reflected in our engagement in the brushless DC motor technology, which provides excellence in energy efficiency, operating life and noiselessness for IT and audiovisual devices, automobiles, home appliances and industrial machinery. Nidec Group contributes to the progress of society and reduction of load on the earth's environment by developing and supplying products that are environmentally friendly and required by society, and through a range of business activities related to the above. We believe that all this helps ensure sustainable growth in our company value.
Business Execution and Management Oversight
The Board of Directors makes material management decisions and oversees the Group’s business operations as a whole. The Board of Directors includes highly independent outside directors (non-executive directors), who are dedicated to monitoring managerial decisions from an objective perspective and further improving management transparency for all stakeholders.
The Audit and Supervisory Committee audits directors’ execution of business and receives reports from accounting auditors.
The Group Executive Management Meeting is responsible for business execution and discusses specific operational issues. The Group Executive Management Meeting is held and convened by the President twice a month as a rule, as the decision-making body for operational matters. The meeting involves the pre-deliberation of items submitted to the Board of Directors, as well as the deliberation and resolution of overall operational policies, plans, and individual important matters.
With a view to improving management efficiency, the Group has adopted an executive officer system and a business unit management system. The executive officer system delegates part of the Board responsibilities to executive officers, thereby allowing the Board of Directors to focus on more proactive, in-depth discussions on the Group’s strategic directions and enables executive officers to accelerate the execution of business. In the meantime, the business unit management system makes clear the locus of respective managerial responsibilities and contributes to the maintenance and improvement of a viable internal control system. Furthermore, the Group has adopted chief officer system.
Internal Control
The Group commits itself to the enhancement of its management soundness and transparency by specifying risk management responsibilities and maintaining compliance capabilities generally required for listed companies in Japan. Through the auditing activities of the Corporate Administration & Internal Audit Department, a specialized oversight division, the Group regulates its internal controls over financial reporting and evaluates their effectiveness in the manner consistent with the Article 24-4-4, Paragraph 1 of the Financial Instruments and Exchange Act. In addition, Compliance Committee, Risk Management Committee and Information Security Management Committee, all operating under the direct supervision of the Board of Directors, are dedicated to the creation of a strong internal control environment for the Group. Each Committee has its subordinate body, named the Legal & Compliance Department, the Risk Management Office of the General Affairs and Sustainability Promotion Department and Information System Department, respectively.
Information Disclosure
The Group ensures strict adherence to its Disclosure Policy and conducts fair, timely and proper disclosure of information in order to offer appropriate accountability and transparency to shareholders and relevant stakeholders. Each disclosure item is carefully reviewed by the Disclosure Committee with respect to materiality, legality and adequacy of disclosure. In the meantime, shareholder opinions and viewpoints are constantly fed back to the management through day-to-day investor relations activities.
Subsidiary Governance
Unified under the same management principles, each company of the Group operates in compliance with Nidec's internal control system. The members of the management team at each Nidec subsidiary, including those sent from Nidec, undertake substantial discussions in managerial decision-making with a significant involvement of outside members of the Audit and Supervisory Board and experts to ensure that specific circumstances in each company are rationally considered and that each company's independency is appropriately assured.
July 1, 2025 Corporate Governance Report
Corporate Governance Structure
Board of Directors
As of March 3, 2026
| Mitsuya Kishida | Representative Director and President (Chairman of the Board) |
| Shinichi Sato | Member of the Board of Directors *Outside Independent Director |
| Yayoi Komatsu | Member of the Board of Directors *Outside Independent Director |
| Takako Sakai | Member of the Board of Directors *Outside Independent Director |
| Hiroyuki Ochiai | Member of the Board of Directors (Fulltime Audit and Supervisory Committee Member) |
| Hiroshi Yoshii | Member of the Board of Directors (Audit and Supervisory Committee Member) *Outside Independent Director |
| Aya Yamada | Member of the Board of Directors (Audit and Supervisory Committee Member) *Outside Independent Director |
| Hiroe Toyoshima | Member of the Board of Directors (Audit and Supervisory Committee Member) *Outside Independent Director |
| Kunio Umeda | Member of the Board of Directors (Audit and Supervisory Committee Member) *Outside Independent Director |
*Outside Members of the Board of Directors refer to those who have not been directors, executive officers, managers or employees of the company or any of its subsidiaries at any time prior to the Board election.