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CSR
CORPORATE SOCIAL RESPONSIBILITY

Governance

Basic Policy

Corporate Governance

Based on our Mission, in order to achieve sustainable growth and increase corporate value over the medium- to long-term, INPEX fulfills its social responsibilities in cooperation with its shareholders and other stakeholders, and works to enhance its corporate governance for the purpose of conducting transparent, fair, timely, and decisive decision-making. Furthermore, in November 2015 we formulated and disclosed the Corporate Governance Guidelines for the purpose of ensuring transparency and fairness in decision-making and realizing effective corporate governance by proactively providing information.

Risk Management

We strive to accurately identify and assess the complex and varied risks inherent in the business environment and to implement necessary risk prevention measures and systems to minimize risks. In addition to large- scale natural disasters and pandemics, business risks include changes in the economic situation, social situation, laws and regulations, and other factors in the business environment as well as risks that exist in business processes such as exploration, production, transportation, and sales. We have implemented internal controls under Japan’s Financial Instruments and Exchange Law (known as “J-SOX”) based on the COSO *1 framework. Each Operational Organization *2 also performs risk management related to occupational health and safety and environmental conservation under the HSE Management System. Additionally, we analyze the impact of fluctuation in oil prices and exchange rates and disclose the information in result briefings.

*1 COSO : The Committee of Sponsoring Organizations of the Treadway Commission

*2 Operational Organization : An INPEX headquarter or organization that implements operator projects

Targets and Results

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Key Tasks FY2016 Targets FY2016 Results FY2017 Targets
Development of a
governance structure
  • Evaluate the effectiveness of the Board of Directors as a whole and disclose a summary of the evaluation results
  • Evaluated the effectiveness of the Board of Directors as a whole, disclosed a summary of the evaluation results, identified and addressed points prioritized for improvement
  • Established the Nomination and Compensation Advisory Committee
  • Evaluate the effectiveness of the Board of Directors as a whole and engage in continuous initiatives to improve effectiveness (establishment of a PDCA cycle)
  • Ensure smooth operation of the Nomination and Compensation Advisory Committee
Development of a
risk management
system
  • Review the headquarters Business Continuity Plan (BCP)*3 for earthquakes and provide relevant education and training to employees
  • Reviewed the headquarters Business Continuity Plan (BCP) for earthquakes and provided education and training to employees
  • Practice headquarters Business Continuity Management (BCM)*4 for earthquakes and provide education and training to employees

*3 Business Continuity Plan (BCP) : The selection of key operations for continuation in the event of a disaster in order to prevent interruption. Prepare a system making it possible to continue such operations.

*4 Business Continuity Management (BCM) : Education and training to instill the formulation and maintenance of BCP initiatives, and renewing management activities to ensure regular business operations in emergencies.

Case Study

Board of Directors Performance Evaluation
INPEX annually evaluates the overall effectiveness of the Board of Directors, in order to regularly verify that the Board of Directors is functioning appropriately as a whole, and strives to identify issues and measures for continuing improvement.
Prior to conducting the most recent assessment (fiscal 2016), the outside directors and Audit & Supervisory Board members met to exchange views on the status of measures addressing issues identified in the previous assessment, as well as conduct an interim assessment of the improvements and the state of progress. At a meeting of the Board of Directors held in February 2017, the directors reviewed the results of these measures, including the details of the above meeting, and deliberated and decided the procedure for performing the fiscal 2016 assessment.
The Board decided that the operations, constitution, role and responsibilities of the Board of Directors and the results of improvement measures would be the topics for assessment and conducted a questionnaire survey of all directors and Audit & Supervisory Board members from the end of February to March 2017.
Subsequently, there was an exchange of views between outside directors/Audit & Supervisory Board members and the Representative Director, and the Board of Directors reviewed the assessment results in April 2017.
In light of these evaluation results, we will continuously undertake improvement with the aim of ensuring greater effectiveness of the Board of Directors.

Outline of Evaluation Result

  1. In general, overall effectiveness is ensured.
  2. Steady improvement is being made, as indicated by the establishment of the Nomination and Compensation Advisory Committee in January 2017, the majority of which is comprised of outside directors and/or outside Audit & Supervisory Board members, including independent directors as advisors to the Board of Directors. Enhancement of information is provided in proposals, multiple meetings are held between outside directors and Audit & Supervisory Board members, including involvement from accounting auditors. With regard to accelerating deliberations pertaining to securing further diversity of incumbent directors, an issue identified in the previous fiscal year’s evaluation, the Company has appointed a woman as an independent director.
    Points for further improvement include the following:
    • Efficient discussion and operation of proceedings through such means as time allocation for reported items and clarification of discussion points;
    • Advance provision of materials and more thorough advance explanations to outside directors and Audit & Supervisory Board members(part-time); and
    • Further expansion of opportunities for collaboration among directors and Audit & Supervisory Board members, including outside directors and Audit & Supervisory Board members (part-time).
  3. The Board of Directors will review and continue to deliberate the medium- to long-term vision and seek to further advance the discussion of management strategy.

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