経営倫理から見た社外監査役の選任(自由論題)

抄録

Since 1993, large Japanese companies have been required to have at least one Outside Corporate Auditor ("OCA") under the Commercial Code of Japan. From 1 May 2005, large companies must have a minimum of three auditors, with each serving a four-year term, of which at least half of them must be OCA. However for companies whose fiscal year end in March (i.e. majority of Japanese large companies), the new rule will only be applicable from June 2006. To appoint an OCA, it is important to select the right people who possess both quality and qualification to understand the principle of corporate auditing and also agrees with the company's business philosophy. Conventional path of choosing someone just for formality should strictly be avoided; otherwise auditing would never properly function and will damage the trust and reliability of the company.