Corporate Governance Report［PDF：788KB］
Basic Views on Corporate Governance
Under the Corporate Philosophy of “Creating
Richness with Value to Society” and the purpose
of “Contributing to enriching people’s lives and to
the advancement of society as a whole by creating
the future of dining”, Skylark Group operates
approximately 3,000 outlets, mainly table service
restaurants, patronized by a cumulative total of
approximately 300 million customers annually. We
aim to offer great-tasting food at affordable prices
with good service in its comfortable restaurants
to as many people as possible. We believe that
continuously enhancing our corporate value by
contributing to society through food business is
our most important management task.
We aim to operate a corporate group that is trusted not only
by its customers, but by all of its stakeholders,
including our shareholders, business partners,
local communities and employees. To achieve
these objectives, we have established the Skylark
Group Charter of Corporate Behavior, and have
shared this with all executives and employees so
that they each behave with social decency and
observe laws, international rules and their spirit. We
are also working to enhance corporate governance
by implementing various initiatives to ensure the
soundness, effectiveness and transparency of
management.
Basic Policies on Corporate Governance
- (1) We shall respect the rights of Stakeholders and ensure equality
- (2) We shall take into consideration the interests of Stakeholders including shareholders and cooperate appropriately with those Stakeholders
- (3) We shall disclose corporate information appropriately and ensure transparency.
- (4) We shall ensure effective oversight and business execution by the Board of Directors.
- (5) We shall conduct constructive communication with shareholders that possess investment policies matching with mid to long term interest of our shareholders.
Major Initiatives to Strengthen Corporate Governance
| July 2014 |
Appointment of one independent outside director and two outside corporate auditors |
| October 2014 |
Listed on the First Section of the Tokyo Stock Exchange |
| January 2016 |
Transition to holding company structure |
| March 2016 |
Increase the number of independent outside directors by one to two, and have at least half of the directors be outside directors. |
| April 2016 |
Establishment of a liaison committee of independent directors and auditors, with two members, the majority of each of the three members of the voluntary Remuneration Committee and Nomination Committee (three members each), being independent outside directors. Establishment of an external contact point for internal reporting. |
| May 2016 |
Formulate basic policy on corporate governance |
| March 2017 |
Increase of one outside corporate auditor with financial and accounting expertise |
| March 2019 |
Increase one independent outside director (female), three out of eight directors and two out of three corporate auditors to be independent directors. |
| May 2019 |
Establish a system to ensure that whistleblowing is reported directly to independent outside directors. |
| October 2019 |
Started evaluating the effectiveness of the Board of Directors. |
| December 2020 |
Established the Group Sustainability Committee and strengthened the sustainability promotion system. |
| March 2021 |
Increase the number of independent outside auditors (female) to make the board of directors composed of multiple women, and increase the ratio of independent directors to a majority (6 out of 10) of the total board members. |
| March 2022 |
Increase the number of independent outside auditors (female) by one, and increase the percentage of female officers on the Board of Directors to 30% (3 out of 10) |
| April 2022 |
Moved to the Tokyo Stock Exchange Prime Market |
| March 2023 |
Transitioned to a company with an audit committee system. |