Strengthening Corporate Governance
Strengthening Corporate Governance
Basic Views on Corporate Governance
The Company's corporate philosophy is to contribute to society through "food" and to achieve happiness for our employees by doing work that makes our customers happy with "fun and delicious".
The Group's main business activities include the development of directly managed restaurants, the development of restaurant franchises, and the purchase, processing, distribution, and sales of various food materials and foodstuffs. The Food Sanitation Law, the Fire Service Law, and the Personal Information Protection Law are among the laws that companies engaged in the restaurant business must comply with, and the Corporate Governance Code is among the rules that listed companies must follow. The Company believes that the establishment of an appropriate compliance system will provide a foundation for the steady implementation of our corporate philosophy and management strategy, and will contribute to our sustainable growth and enhancement of our corporate value over the medium to long term.
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The Corporate Governance System
As part of our corporate governance system, we have chosen to adopt the structure of a Company with Audit and Supervisory Committee. Under this structure, we believe that the effectiveness of auditing and supervision will be enhanced through audits conducted by directors who are members of the Audit and Supervisory Committee and hold voting rights on the Board of Directors. Additionally, the effectiveness of internal control will be strengthened by utilizing the Internal Audit Department to conduct audits.
The Company's Articles of Incorporation stipulate that the Board of Directors may delegate all or part of important business execution decisions to directors by resolution of the Board of Directors. This is intended to allow the Board of Directors to concentrate on supervising the execution of business by the management team by delegating individual business execution decisions to the management team in accordance with internal regulations and rules.
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Effective Use of Independent Outside Directors
The Company has elected five independent outside directors, representing more than one-third of the 10 directors. The Company has a system in place to receive advice and recommendations from these independent outside directors on the Company's overall management from an independent standpoint, based on their diverse perspectives, experience, and advanced expertise, and to incorporate their opinions into the Company's management.
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Establishment of Voluntary Advisory Committees
The Company has established the Nomination and Remuneration Advisory Committee as a voluntary committee to consider the nomination and remuneration of directors. The Nomination and Remuneration Advisory Committee is composed of directors selected by the Board of Directors, with at least three members, half of whom are outside directors. Currently, two representative directors and two independent outside directors who are members of the Audit and Supervisory Committee serve on the committee, and the independence of the committee is ensured by appointing an independent outside director as its chairperson.
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Analysis and Evaluation of the Effectiveness of the Board of Directors
In order to improve the effectiveness of the Board of Directors, the Company conducts an analysis and evaluation of the Board of Directors and discloses a summary of the results.
https://ssl4.eir-parts.net/doc/7616/ir_material3/253609/00.pdf
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Colowide Group Human Rights Policy
The Colowide Group, guided by its corporate philosophy and fundamental sustainability policy, takes full responsibility for respecting the human rights of all stakeholders affected by its business activities and is dedicated to fulfilling its role in realizing a sustainable society through proactive human rights stewardship.
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１．Scope of Application
The Colowide Group applies this Policy to all its officers and employees. The Colowide Group also expects all its business partners, including franchisees and suppliers, to fully support this Policy and actively work to uphold human rights.
２．Support and Respect for International Standards
The Colowide Group firmly endorses and upholds international human rights standards, including the “International Bill of Human Rights,”※1 the “ILO Declaration on Fundamental Principles and Rights at Work,”※2 and the “Convention on the Rights of the Child.”※3 In line with the “Guiding Principles on Business and Human Rights,”※4 the Colowide Group has established and continuously strengthens its human rights due diligence processes to ensure that it identifies, prevents, and addresses any potential human rights impacts.Where conflicts arise between local laws and international standards, The Colowide Group commits to pursuing all possible measures to uphold the highest standards of human rights.
３．Respect for Human Rights in Business Activities
The Colowide Group strictly prohibits forced labor and child labor.
The Colowide Group is committed to eliminating all forms of discrimination based on age, gender, birth, nationality, race, ethnicity, religion, sexual orientation, gender identity, disability, and other characteristics.
４．Governance
The Group Compliance Promotion Office of the Colowide Group leads the implementation of human rights initiatives. The responsible executive regularly reports to the Board of Directors on key human rights matters and progress, ensuring accountability and continuous improvement.
５．Education and Awareness
The Colowide Group provides ongoing education and awareness programs on this Policy and human rights for all officers and employees throughout the Group.
６．Remedy
If its business activities cause or contribute to adverse human rights impacts, The Colowide Group commits to promptly taking appropriate actions to remedy and resolve such issues.
７．Dialogue
The Colowide Group actively engages in continuous dialogue with relevant stakeholders to effectively address human rights challenges.
８．Disclosure
The Colowide Group transparently shares information about its human rights initiatives related to this Policy through its website and other communication channels on a regular basis.
※1 The International Bill of Human Rights collectively refers to three documents: the Universal Declaration of Human Rights, the International Covenant on Civil and Political Rights, and the International Covenant on Economic, Social and Cultural Rights. These form the fundamental framework for internationally recognized human rights protections.
※2 The ILO Declaration on Fundamental Principles and Rights at Work includes provisions on freedom of association and the effective recognition of the right to collective bargaining, the elimination of forced labor, the effective abolition of child labor, and the elimination of discrimination in employment and occupation.
※3 The Convention on the Rights of the Child aims to promote and protect the human rights of children worldwide (defined as all persons under the age of 18), recognizing that many children still face hunger, poverty, and other difficult circumstances.
※4 The Guiding Principles on Business and Human Rights were endorsed by the United Nations Human Rights Council and provide international guidelines on the expected actions by states and businesses to address adverse human rights impacts related to corporate activities.
June, 2025
Approved by the Board of Directors
