Sustained Innovation and Creativity - Toyota Industries Corporation

Corporate Governance Structure of Toyota Industries CorporationWith the exception of matters resolved at the Shareholders’Meeting, the Board of Directors discusses and decidesall important management matters. Toyota Industries hasalso independently set up the Management Council,Management Committee and Business OperationCommittee to increase effi ciency and the speed ofmanagement and decision-making as well as facilitateappropriate judgment. By deliberating on important mattersrelated to management strategies and individual businesses,these bodies assist top management and the Board ofDirectors in appropriate decision-making. Among the issuesdeliberated on by the Management Council, ManagementCommittee and Business Operation Committee, the crucialissues prescribed in Japan’s Commercial Code are put forthfor discussion by the Board of Directors.Shareholders' MeetingAppointment/DismissalAppointment/MonitoringAppointment/DismissalBoard of Corporate Auditors5 auditors(including 3 external auditors)MonitoringMonitoring/ReportingMonitoringBoard of Directors17 directors(including 1 external director)ReportingReportingIndependent AuditorsReportingAccountingauditCorporate Auditor’s OfficeAppointment/MonitoringPresidentDirectivesDirectivesManagementCommittee(Deliberates onimportant matters frommanagement'sperspective)ManagementCouncil(Reports on executionof business operations)Business OperationCommittee(Follows up on executionof business operations)ReportingReportingCommittees* Audit OfficeDirectives Internal auditsDirectives Directives DirectivesDiscussing/ReportingDiscussing/ReportingReportingReportingReportingDirectors/Managing OfficersBusiness Divisions & In-House CompanyManagement CouncilDirectors and managing offi cers convene to share reports on the statusof operations of each business.Management CommitteeThe Management Committee deliberates on crucial matters relatedto all areas of management, including Company-wide strategy andallocation of management resources. The committee consists ofdirectors above the executive vice president level. When the presidentconsiders it necessary, relevant other directors and managers alsoattend committee meetings.Business Operation CommitteeThe Business Operation Committee deliberates on crucial mattersrelated to each business segment. The president, directors in chargeof corporate planning and directors assigned to oversee divisionaloperations (division managers, etc.) attend committee meetings.* Major CommitteesCorporate Code of Conduct CommitteeCompliance SubcommitteeData Security SubcommitteeCrisis Response SubcommitteeRegional Society Contribution SubcommitteeEnvironmental CommitteeExport Transaction Control CommitteeStock Option CommitteeToyota Industries Corporation Annual Report 200649