Corporate Governance

Basic Policy on Corporate Governance

At ECO BINDER SOLUTIONS , we recognize that strong corporate governance is essential to achieving sustainable growth, enhancing corporate value, and fulfilling our responsibility to stakeholders including shareholders, customers, employees, partners, communities, and the environment.

This policy outlines the principles and framework through which ECO BINDER SOLUTIONS ensures accountability, transparency, ethical conduct, and effective management oversight in all areas of operation.

1. Governance Philosophy

We are committed to:

• Transparent and accountable decision-making processes.
• Ethical conduct and compliance with all applicable laws and regulations.
• Sustainable development and environmental responsibility.
• Active engagement with stakeholders.
• Long-term value creation for shareholders and society.

2. Corporate Structure and Oversight

The Company shall maintain a governance structure that clearly delineates roles, responsibilities, and authority among the Board of Directors, executive management, and operational units.

The Board of Directors shall oversee management and ensure that strategic objectives align with the Company’s mission and stakeholder interests.

Board composition shall be diverse, with a mix of executive, non-executive, and independent directors.

Committees such as Audit, Risk, and Sustainability Committees may be established to enhance oversight and focus on key areas.

3. Compliance and Ethics

The Company shall uphold the highest standards of ethical conduct in all business dealings.

A Code of Conduct shall be adopted and enforced among directors, officers, employees, and partners.

Compliance programs and regular audits shall be conducted to prevent, detect, and respond to violations of law or internal policies.

4. Risk Management

A comprehensive risk management system shall be implemented to identify, assess, mitigate, and monitor key risks.

Special focus shall be given to environmental, operational, financial, legal, and reputational risks.

The Company shall ensure business continuity planning and disaster preparedness.

5. Sustainability and ESG Commitment

ECO BINDER SOLUTIONS is committed to promoting environmentally sustainable and low-carbon cement technologies.

ESG (Environmental, Social, Governance) criteria shall be integrated into decision-making and reporting processes.

The Company will set measurable goals for reducing carbon emissions, improving resource efficiency, and supporting circular economy practices.

6. Shareholder and Stakeholder Engagement

The Company values open, fair, and constructive dialogue with shareholders and other stakeholders.

General meetings shall be held in a transparent manner, with accurate and timely disclosures.

Efforts shall be made to reflect stakeholder feedback in corporate strategies and performance reviews.

7. Information Disclosure and Transparency

Timely, accurate, and clear disclosure of financial and non-financial information is a core priority.

The Company shall ensure compliance with applicable disclosure regulations and voluntary sustainability reporting standards.

8. Continuous Improvement

The corporate governance framework shall be reviewed periodically to ensure alignment with global best practices and evolving stakeholder expectations.

Director and executive training, performance evaluations, and feedback systems shall be implemented to enhance leadership effectiveness.

9. Policy Oversight

This Basic Policy on Corporate Governance shall be approved by the Board of Directors.

Any amendments must be deliberated and adopted by the Board.

Implementation of the policy shall be monitored by the Corporate Governance Officer or equivalent body designated by the Company.

Standards of Conduct 

A compass for action

We will think and act independently as members of the Taiheiyo Cement Group to help build social infrastructure, promote a closed resource cycle and vitalize local communities.

Dedication to fairness

We will maintain a fair and honest attitude at all times.

Dealing outside the Company in good faith

We will deal with people outside the Company fairly and in good faith.

Fostering collaboration and cooperation in the workplace

We will respect our colleagues and strive to grow together.

Appropriate use of Company assets and information

We will appropriately handle important management resources such as assets and information.

Officers lead by example

Directors and other officers recognize their role in setting the standard for conduct and will lead by example to ensure the thorough penetration of the Standards of Conduct throughout the Company.