By maintaining and enhancing management efficiency, transparency and soundness, we strive to continuously create corporate value and make ourselves even more attractive to our shareholders.
JSR Group's most important challenges are to strengthen our R&D activities from a long-term perspective, increase our competitiveness by developing new businesses, and maintain continuous growth in our business performance.
We are also working hard to enhance corporate governance with the aim of developing a trusted and attractive corporate culture. Management transparency and soundness are being boosted, and management monitoring and oversight functions are being strengthened through the appointment of independent outside directors and auditors.
2. Codes of Conduct
Code of Conduct to fulfill Responsibility to Shareholders
(1) Code of Conduct for Proper Recording of Information and Disclosure
- 1) When evaluating business activities, we shall focus not only on final results but also on business processes that deliver those results. We will strive to accurately and explicitly record our business activities.
- 2) We shall disclose information on management and business activities in a timely and appropriate manner.
(2) Code of Conduct for Preventing Insider Transactions
- 1) In the case that we have and hold any undisclosed material information, we shall not release such information until it is disclosed officially. Additionally, we shall not sell and/or purchase JSR's and/or other relevant companies' shares or relevant financial products until official disclosures are made.
- 2) We shall not use, for our private interests, undisclosed material information which we have come to know through conducting our business and which concerns JSR Group and/or other companies in which we engage.
3. Investor Relations (IR)
JSR Group strives to promote investor relations (IR) with due consideration for our shareholders and investors, and to disseminate information regarding business situation and corporate policies promptly and accurately.
(1) Shareholders' Meetings
Panel exhibition at a shareholders' meeting
JSR Group has implemented a variety of measures to facilitate the exercise of shareholder voting rights. The following provides a few examples.
■ Examples of measures to facilitate the exercise of shareholder voting rights
- - Early holding of general meetings of shareholders to avoid the typical peak period of shareholders' meetings
- - Earlier notification for general meetings of shareholders
- - Adoption of a system for voting via the Internet
- - Participation in electronic platforms for the exercise of voting rights by institutional investors
- - Listing of invitations to shareholders' meetings on JSR’s website in both Japanese and English, and introduction of smartphone compatibility
We aim to make documents attached to invitations to our shareholders' meetings easy to understand. To this end, we provide not only legally required content, but also other useful information, such as information regarding our products and an overview of our mid-term business plan. Additionally, we make effective use of graphs, photographs, and color printing.
We also employ various methods to enhance understanding of JSR at ordinary general meetings of shareholders. They include displaying panels that present JSR, explaining our business conditions with visual and audio media, and presenting a briefing on the mid-term business plan by the President.
(2) Communication with Shareholders and Investors
In addition to conducting briefings on our business results after each quarter, we also organize seminars for investment institutions and analysts as well as various other events to achieve extensive bi-directional communication with shareholders and investors.
During FY2018, we held a total of about 240 meetings with investors in Japan and overseas. We also participated in several seminars (briefings) for corporate investment analysts and for individual investors. Feedback on opinions and questions received through these meetings is shared with management on a regular basis.
With regard to the global development of JSR Group companies, we voluntarily introduced IFRS* from FY2017 in an effort to improve the comparability of financial information regarding international capital markets.
* International Financial Reporting Standards
1) Information Disclosure on Our Website
Our website provides information regarding stock price, news, and other topics in a timely manner
In order to provide the latest information regarding our financial and business performances, JSR Group's website contains the section, "Investor Relations (IR)." This section includes the latest IR information, news releases, and the latest stock price information, which are indicated in a way that is easy to see. The section also presents various types of IR information, including documents regarding our business results, annual reports, IR news, information related to our stocks, documents regarding our shareholders' meetings, and our company information for individual investors. We strive to provide necessary information in a timely and easy-to-understand manner.
2) Information Disclosure in Annual Reports
We publish an annual report (English version) every year regarding the relevant fiscal year's financial results and management and business situations.
We also published a Japanese version of our annual report in FY2018.
3) JSR Throughout Society
We send the "JSR Throughout Society (available only in Japanese)" brochure to our shareholders. This brochure aims to help our shareholders to understand that our Group's products are used extensively for a wide range of materials and parts needed in society. The brochure explains how our products are utilized in leading-edge fields such as fuel-efficient tires, smart phones, and life sciences field.
4) Environmental Reporting Platform Development Pilot Project
JSR is a participant in the Ministry of the Environment’s “Environmental Reporting Platform Development Pilot Project” and discloses environmental information accordingly.
4. Shareholder Composition
The number of JSR shareholders was 17,678 as of March 31, 2019; shareholder composition is as follows:
* The shareholding ratio is calculated by using 220,431,196 shares (calculated by deducting the number of treasury shares (5,694,949 shares) from the total number of issued shares) and then rounding off at the third decimal place.