Governance

Basic Policies & Framework

Basic Approach

As a financial instruments business operator mediating between investors and the financial instruments markets, we are constantly mindful of our social responsibility. We aim to enhance stakeholder satisfaction by maximizing corporate value, while ensuring thorough compliance with laws and regulations and securing sound, transparent management. To this end, we have established a corporate governance framework that functions effectively.

From the standpoint of achieving sustainable growth and enhancing long-term corporate value, we consider the essence of corporate governance to be: ensuring transparency and fairness in decision-making; making full and effective use of management resources; and invigorating management through prompt, decisive decision-making. Guided by the following basic principles, we are working to enhance our corporate governance:

  1. Respect the rights of shareholders and ensure equal treatment.
  2. Consider the interests of stakeholders, including shareholders, and engage in appropriate collaboration with them.
  3. Disclose company information appropriately and ensure transparency.
  4. Ensure that the Board of Directors properly fulfills its roles and responsibilities, including setting the company’s overall strategic direction and establishing an environment that supports appropriate risk-taking.
  5. Engage in constructive dialogue with shareholders.

In line with our basic approach to corporate governance, we appoint independent outside directors and maintain an Audit & Supervisory Board to strengthen audit and oversight of the Board of Directors and the company’s checks and balances functions.

In addition, to reinforce corporate governance over business execution, we have established a Management Meeting and other committees as advisory bodies to the President & Representative Director, and we have introduced an executive officer system.

For more details, please refer to the Corporate Governance Report (Japanese version only).

Internal Control

Basic Approach to Internal Control Systems and Their Development Status

Basic Approach to Internal Control Systems

In accordance with the Companies Act and its Enforcement Regulations, we have established a fundamental policy for building our internal control systems, entitled Resolution on the Development of Systems to Ensure the Appropriateness of Operations within the Corporate Group Consisting of the Company and Its Subsidiaries. Based on this policy, we have developed a structured internal control framework and are committed to ensuring its proper implementation and continuous improvement.

For more details, please refer to the Corporate Governance Report (Japanese version only).

Compliance & Risk Management

Compliance

Our corporate philosophy is built on three core values: trust, value creation, and expertise. We view our commitment to compliance as a key driver in realizing these values, as well as our medium-term management slogan: Built on Trust. Committed to You.

Our approach to compliance goes beyond mere legal adherence—we aim to build a robust framework that earns the trust of our customers, markets, society, and shareholders.

For more details, please refer to the Corporate Governance Report (Japanese version only).

Risk Management

To systematically identify and manage the various risks surrounding our business, we have established the Risk Management Policy, which sets forth our approach to anticipating and categorizing specific risks—including market risk, system risk, operational risk, and liquidity risk.

In addition, we have set up the Risk Management Office within the Compliance Division as the central unit overseeing company-wide risk management. This office monitors the risk management practices of each department and branch, and is responsible for identifying, assessing, and controlling individual risks.

For more details, please refer to the Corporate Governance Report (Japanese version only).

Information Security

Purpose of Information Security

We regard the proper handling and protection of our information assets—including customer data—as one of our highest management priorities. To this end, we have established a comprehensive set of internal regulations, including the Basic Information Management Policy, which sets forth the principles and compliance requirements for managing these assets. Our objective is to strengthen the integrity and proper handling of all information managed by our officers and employees, thereby upholding the trust placed in our company.

Basic Approach

Our information security activities are guided by the following eight principles:

  • Accountability – Responsibilities are clearly defined and assigned.
  • Awareness – All members are informed of security requirements.
  • Ethics – Ethical standards are upheld in all actions.
  • Mutual Control – Checks and balances are maintained through mutual oversight.
  • Proportionality – Security measures are applied appropriately in proportion to risks.
  • Integrity – Information is maintained in a complete and unaltered state.
  • Responsiveness – Issues are addressed promptly and effectively.
  • Reassessment – Policies and measures are regularly reviewed and improved.

Information Security Education

The department responsible for information security actively disseminates internal regulations and relevant implementation guidelines to all personnel. It also promotes education and awareness, conducts regular training sessions, and reports the results to the Chief Information Security Officer (CISO).

Corporate Name:
Toyo Securities Co., Ltd. — Financial Instruments Business Operator
Registered with the Director-General of the Kanto Local Finance Bureau (Kinsho) No. 121

Memberships:
Japan Securities Dealers Association (JSDA)
Type II Financial Instruments Firms Association