Governance
Toyota Australia aims to achieve the highest levels of internal governance.
Governance within Toyota Australia is the responsibility of the Board of Directors. Toyota Australia has a Board of 12 Directors. The Board is responsible for enhancing the interests of the company's sole shareholder - Toyota Motor Corporation - and other stakeholders ensuring that the company is properly managed.
Executives are compensated according to industry rates and performance. Executive remuneration is subject to annual review and is composed of a fixed salary payment and an incentive program that is tied to the achievement of organisational targets in the financial year.
In the year to 31 March 2011, 13 board meetings were held.
Board of Directors as at 31 March 2011
| Name of Director | Responsibilities | Years with Toyota and Qualifications |
|---|---|---|
| M Yasuda | President and CEO | 39 years, Degree in Engineering and Applied Physics. |
| D Buttner | Senior Executive Director - Sales and Marketing | 24 years, Bachelor of Economics |
| M Callachor | Executive Director - Sales and Marketing | 29 years, Bachelor of Business |
| C Harrod | Executive Director - Manufacturing and Purchasing | 22 years, Graduate Diploma in Human Resources |
| B O'Connor | Executive Director - Corporate Services | 32 years |
| Y Nakano | Senior Executive Director and Treasurer | 25 years, Bachelor of Business Administration |
| T Shinozaki | Senior Executive Director - Manufacturing and Purchasing | 36 years, Degree in Mechanical Engineering |
| A Davis (non-resident Director) Appointed 1 July 2010 | CEO, Toyota New Zealand | 32 years, Bachelor of Commerce and Administration, Bachelor of Law |
| Y Kawada (non-resident Director) | Managing Officer | 31 years, Degree in Electrical Engineering |
| K Minami (non-resident Director) Appointed 1 July 2010 | Executive President | 41 years, Degree in Electrical Engineering |
| H Onishi (non-resident Director) Appointed 1 July 2010 | Managing Officer | 34 years, Bachelor of Economics |
| T Sasaki (non-resident Director) | Managing Officer | 31 years, Bachelor of Economics |
| M Isogai (non-resident Director) Resigned 30 June 2010 | Managing Officer | 32 years, Bachelor's Degree in Law |
| A Okabe (non-resident Director) Resigned 30 June 2010 | Senior Managing Director | 40 years, Degree in Social Engineering |
Board Committees
Toyota Australia has six key committees responsible for assisting the board in carrying out its responsibilities and to enable consideration of issues in the areas of risk management and strategy.
Senior Consultative Group
Toyota Australia has a senior consultative group that enables employees to raise issues of concern with senior management. The group aims to achieve mutual understanding on key business issues facing the company and employees. It consists of the President, company representatives from each operating arm and union representatives.
The group meets quarterly and topics discussed in the reporting period include the global economic outlook, labour and volume planning, and the production of the next generation engine at Altona.
Legal Compliance Training
During the past two years, Toyota Australia has implemented an improved training programme to develop awareness of key laws and legal changes relating to the business. The legal department delivers in-house training and promotes the use of e-learning modules to help staff recognise situations that could raise potential issues.
Australia's competition and consumer law, which has undergone significant changes recently, is a focus of the training program. A compliance manual is accessible online for employees, who are also provided with an information card that summarises the key points and details how they can escalate potential issues.
Fraud and Corruption Control Program
Toyota Australia has a Fraud and Corruption Control Program that provides employees with a framework to assist them in the prevention, detection and response to fraud, corruption and other improper conduct. The programme provides a standard procedure to report any incidents of concern. It also promotes consistent ethical organisational behaviour by providing guidelines and assigning responsibilities for the development of controls and the conduct of investigations within the business.
The prevention and reporting of fraud and corruption mitigation in Toyota Australia is every employee's responsibility, with management having overall responsibility for its prevention, detection and response.
In 2010/11, workshops were delivered by the legal department to senior management and other office-based staff on fraud and corruption control. The fraud awareness online training module was developed and rolled out to all office-based staff who had not received face-to-face fraud awareness training, in the last quarter of 2010/11. There were 670 enrolments for online fraud training.
Sarbanes-Oxley
Toyota Australia has a program to comply with Toyota Motor Corporation's Sarbanes-Oxley (SOX) requirements. SOX is an annual requirement for companies listed on the U.S. Stock Exchange to ensure there are rigid processes and controls in place over corporate financial reporting.