"Growth–Oriented" Governance Reform Measures
One of the basic policies of Mizuho's medium-term business plan is to—"Form strong corporate governance and culture in the spirit of One Mizuho"—and we are seeking to realize this objective by implementing "growth–oriented" governance reform measures. A key element of these reforms is the June 2014 transition of the Group's holding company, MHFG, to what is currently called a "Company with Three Committees" structure.
We asked Ms. Hiroko Ota, outside director and Chairman of the Board of Directors at MHFG, about the achievements by the transition to a "Company with Three Committees" structure and the issues the Board of Directors is addressing to augment Mizuho's corporate value.
Q. About a year has passed since you became an outside director. Has the Board of Directors been changing during that period? Also, please tell us the objectives you are most intent on addressing as Chairman.
Mizuho has outstanding human resources, a solid customer base, and other resources, but it is not making full use of the potential power of those resources… that is the impression I had when I first became an outside director. Aiming to improve that situation, I have been emphasizing measures to enhance the Board during the past year.
Because the "Company with Three Committees" structure shifts a greater range of authority to executive officers, the Board can focus on being the core forum for discussions of key management issues. The fiscal 2015 business plan was drafted from scratch by means of deliberations of the Board. Because each industry has its own concept about what constitutes "common sense," the addition of outside directors who have accumulated experience in other industries and fields has given the Board new perspectives on management issues. While each Board meeting is scheduled to last about three hours, lively discussions at each of the meetings have exceeded that allotted time frame.
As the Chairman, I carefully go through agenda items and related materials in advance so that discussions can focus on more substantive issues. These preparatory efforts are particularly important since reference materials tend to become voluminous and difficult to understand unless vigorous measures are taken to effectively counter that tendency.
Governance reform has just begun. Going forward, I intend to manage the Board in order to maintain a sense of urgency as required steps are taken to realize all Mizuho's latent strengths.
Q. What do you consider necessary for augmenting Mizuho's corporate value going forward?
Above all, I believe Mizuho's "earning potential" must be elevated. If expeditious and steady progress is made in improving performance, I anticipate that it will promote a rise in employees' pride and confidence. I have been exchanging ideas about this topic with not only the management but also with employees at branches and headquarters, and I am confident that the Group is fully endowed with the potential strengths needed to achieve a considerable surge in performance.
What is necessary is, first, make sure that we effectively shape medium–term strategies. Second, I think that the series of incidents has imperceptibly fostered the spread of a kind of introspective risk–averse posture that may discourage employees from taking many kinds of initiatives that they may consider to be superfluously ‘sticking their necks out,’ and I believe this way of thinking must be thoroughly extirpated.
During fiscal 2015, Mizuho will be emphasizing the key theme of "earning potential." I am determined to make this year a period in which people both within and outside the Group will generally gain a clear perception that Mizuho has been changing for the better.
Mizuho's "Growth–Oriented" Governance Reform Measures
As a front–runner in the field of corporate governance, Mizuho is introducing "growth–oriented" governance reforms designed to foster "earning potential" and thereby realize an increase in corporate value.
Please refer to MHFG's websites for the Corporate Governance Guidelines (established in May 2014), the guidelines that set out the fundamental perspectives regarding corporate governance in Mizuho and the framework and governing policies of the corporate governance system in MHFG.
2004 Director General, Cabinet Office
2005 Professor, National Graduate Institute for Policy Studies
2006 Minister of State for Economic and Fiscal Policy
2008 Professor, National Graduate Institute for Policy Studies (current)
2014 Director of MHFG (Chairman of the Board of Directors)(current)