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April 28, 2000, Tokyo: Mitsubishi Motors Corporation announces that,
effective June 27, it will reform the current management system, operation
and organization. In relation to the reform, Mitsubishi Motors today
nominated candidates for Mitsubishi Motors' directors and statutory
auditors at the regular meeting of Board of Directors held on April
28, 2000.
I. Reform of Management System
1. Necessity of the proposed reform
| (1) |
MMC's business is about to face great and rapid changes
following the tie-up with Volvo, the establishment of a internal
truck and bus company and the scheduled spin off next year and the
capital tie-up with DaimlerChrysler (DC) involving its participation
in MMC management and the launch of joint operations. Amid this
situation, MMC's management system also needs to drastically reform
in order to realize the benefits of these business tie-ups. |
| (2) |
With the advent of the age of e-commerce in which
speedy managerial actions are required, it is inevitable to establish
a dynamic management organization that can cope most efficiently
with developments in each business. |
| (3) |
From the standpoint of corporate governance, it is
necessary to review MMC's traditional decision-making system and
management-supervising system and build up the corporate constitution
as a truly international corporation. |
2. Aim and direction of the proposed reform
| (1) |
To establish an optimum and quick managerial judgment
and decision-making system and strengthen the supervising function
of the management. |
| (2) |
To clarify the responsibility and authority for each
business field and function. |
| (3) |
To positively promote cooperative projects with DC
and Volvo, and coordinate to protect each parties interests in a
smooth manner. |
| (4) |
To promote the smooth spin off of the truck and bus
company. |
3. Reforms concerning Directors and the Board of Directors
| (1) |
Reduction in the number of directors and optimization of the
scale of the Board of Directors
(Effective from June 27, 2000)
The number of Directors will be reduced to 10 to allow lively
and effective deliberation of the Board of Directors.
Of the 10 Directors, 5 will be nominated by MMC, 3 by DC and
2 will be non-full time outside directors.
Representative Directors and Directors with title will be elected
from MMC nominated Directors.
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| (2) |
Revision of the operation of the Board of Directors
The operational proceedings will be revised with emphasis on
deliberation so that the Board of Directors will be able to perform
their legal duty of loyalty and supervise the business conducted
mainly by the Executive Officers.
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| (3) |
Restructuring in line with the spin-off of the truck and bus
company
After the completion of the spin-off of the truck and bus company,
Mitsubishi Fuso Truck and Bus Company (MFTBC) in 2001, MFTBC will
establish and operate its own Board of Directors. The structure
and operational procedures of MFTBC's Board of Directors will
be rational and comparable to that of MMC's reformed Board of
Directors.
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4. Introduction of Executive Officers System (Effective from June
27,2000)
| (1) |
Meaning and purpose of introduction
In order to clarify the authority and responsibility for the
conduct of business in each business field and function, all departments
(excluding organizations of the truck and bus company) will be
organized under the highest corporate organizational unit, i.e.
"Office", and Executive Officers System will be introduced.
The purpose of this system is to leave to the Board of Directors
such functions as management strategy planning, important managerial
judgments and decision making and supervision of the conduct of
business, and to entrust the conduct of daily business to the
Executive Officers. This system will ensure that both the Board
of Directors and Executive Officers System to concentrate on their
respective functions.
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| (2) |
The Executive Officers System will consist of Senior
Executive Officers and Executive Officers. |
5. Revision of posts and titles (Effective from June 27, 2000)
In line with the above-mentioned reform, corporate regulations will
be revised to newly create posts and titles such as Chief Executive
Officer (CEO) and Chief Financial Officer (CFO).
6. Reform of proceedings and operation of major conferences
In line with the above-mentioned reform of a management system and
a launching of a truck and bus company, the makeup and proceedings of
major conferences will be reformed as follows:
| (1) |
Reform of the Management Conference (Effective from June 27,
2000)
As a result of the management reform and the internal spin off
of the truck and bus company, the current Management Conference
and its procedures will be reformed as the Board of Executive
Officers.
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Board of SEOs : |
1 time a week (in principle)
Members - Full-time Directors and SEOs |
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Board of EOs: |
Once a month (in principle)
Members - Full-time Directors and SEOs, Eos |
II. Changes to Corporate Organization
1. Date of Introduction
The organizational changes will become effective June 27 this year.
2. Purpose and aims
| (1) |
With the reform of the management system and the implementation
of the Executive Officers System, a need to clarify the authority
and responsibility in each business field and the units of corporate
organization. |
| (2) |
A need to clarify the units of each corporate organization
has arose with the participation of DaimlerChrysler in MMC management. |
| (3) |
The changes to be implemented will not change the
substantial job description of the current departments but will
change the grouping of such departments, the arrangement order and
their names. |
| (4) |
To positively promote the cooperative projects with
DC, the company plans to establish a new team (tentative organization)
to engage in such projects. This new project team and together with
the reorganization of the department level, will be decided upon
at the regular meeting of Board of Directors to be held in May. |
3. Changes to be made
The current departments will be regrouped to form new Offices as below:
| (1) |
General Administration Dept., Legal Dept., Human Resources
Dept. and Customers Relations Dept. will be regrouped to establish
a new Office. |
| (2) |
Accounting Dept., Finance Dept. and Public Relations
Dept. will be regrouped to establish a new Office. |
| (3) |
Quality Assurance Dept., Quality Audit & Administration
Dept., Environmental & Technical Affairs Dept., Intellectual Property
Dept., and Engineering Information Systems Dept. will be regrouped
to establish a new Office. |
| (4) |
Car Production Project, Car Production System Strategy
Dept., Car Production Engineering Dept., Car Production Control
Dept., Car Production Information Systems Dept. will be regrouped
to establish a new Office. |
| (5) |
Europe Car Administration Office, International Car
Administration Office and Liaison Office-Beijing will be regrouped
to establish a new Office. |
III. Mitsubishi Motors' new directors and Statutory Auditors are
as follows
The following executives will be formalized at the Annual Meeting
of Shareholders and special meeting of Board of Directors to be convened
on June 27, 2000.
| 1. Directors |
|
President
(Representative Director) |
Katsuhiko Kawasoe (incumbent) |
Executive Vice President
(Representative Director) |
Fumikazu Yokogawa (incumbent) |
Director
(Representative Director) |
Takashi Sonobe (incumbent)
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Director
(Representative Director) |
Yuhiko Kiyota (incumbent) |
| Director |
Yuzo Murata (incumbent) |
| Director |
Takashi Nishioka (candidate)
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| Director |
Mikio Sasaki (candidate) |
| 2. Statutory Auditors |
Takahiko Tsuyuno,
(candidate) |
Yasutoshi Shizukawa,
(candidate) |
Tsuneo Wakai,
(incumbent) |
Hiroshi Nanjo
(candidate) |
IV. Nominees for the Mitsubishi Motors' Senior Executive Officers
and Executive Officers are as follows
This nomination will be formalized at a special meeting of Board of Directors
to be convened on June 27, 2000
1. Senior Executive Officer
| Takashi Usami (Vice President) |
Takashi Sonobe (Vice President) |
| Yuhiko Kiyota (Vice President) |
Yoshisuke Kondo (Vice President) |
| Naomitsu Umino (Vice President) |
Hirotoshi Suzuki |
| Katsuhito Kato |
Akio Hanawa |
| Kazumi Maeda |
Motoaki Inukai |
| Kensaku Miyake |
Junji Midorikawa |
| Atsushi Ueba |
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2. Executive Officer
| Atsushi Saruhashi |
Hideaki Yoshizawa |
Tatsuro Nakagami |
| Masakatsu Suzuki |
Hirohisa Saito |
Akira Kijima |
| Hisashi Watanabe |
Yasuo Fujisawa |
Kazumitsu Yamamoto |
| Masanori Tani |
Masayuki Tanji |
Tadayoshi Juge |
| Akira Okamoto |
Susumu Yashima |
Hiromitsu Ando |
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