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Corporate Governance

Corporate Governance

Basic Policy

Historically, Sony Group Corporation has consistently focused on effective group management by evolving its governance while diversifying its businesses, the regions it serves and its capital procurement methods. Sony Group Corporation therefore continuously strives to strengthen its corporate governance system based on the understanding that corporate governance is an essential basis to promote our management in order to fulfill the company’s corporate social responsibility and increase corporate value over the mid- to long-term. To operate Sony effectively, Sony Group Corporation continues to approach its corporate governance through two basic precepts:

  • (a)The Board of Directors (the “Board”), a majority of which is comprised of independent outside Directors, focuses on effective oversight of management’s operation of the business and maintains a sound and transparent governance framework by utilizing the Nominating Committee, the Audit Committee and the Compensation Committee; and
  • (b)The Board determines Sony’s fundamental management policies and other material matters and with a view to promoting timely and efficient decision-making within Sony, delegates to the Senior Executives (including Corporate Executive Officers), who assume important roles in the management of Sony, decision-making authority to conduct Sony’s business operations broadly in line with their respective responsibilities, as defined by the Board.

Organizational Structure

In furtherance of these efforts, Sony Group Corporation has adopted a “Company with Three Committees” corporate governance system under the Companies Act of Japan (Kaishaho) and related regulations (collectively the “Companies Act”). Under this system, Sony Group Corporation has introduced its own requirements to help improve and maintain the soundness and transparency of its governance by strengthening the separation of the Directors’ function from that of
management; maintaining what the company believes is an appropriate Board size, which enables the members of the Board to actively contribute to discussion; and advancing the proper functioning of the statutory committees.

Key Initiatives in FY2025

Enhanced corporate governance system

  • Monitored the progress of the business portfolio review and capital allocation
  • Deepened discussions on and supervision over initiatives toward realizing the “Creative Entertainment Vision”
  • Oversaw policies and the status of responses to risks that could affect Sony’s management, including cybersecurity, economic security and geopolitical risks

Risk Management

  • Managed impact on global operations due to trade restrictions and economic sanctions imposed by certain countries and regions
  • Continued initiatives to maintain and strengthen the functions of the crisis management framework and reduce business disruption risks

Cybersecurity

  • By leveraging automation and AI, examined increasingly sophisticated cyber-attacks on a daily basis, improved countermeasures, and identified new threats, thereby continued to swiftly and appropriately respond to information security issues
  • Identified business-critical assets, including systems and information, to strengthen preparedness against security threats
  • Improved measurement to give a more comprehensive view of conformance with Sony Information Security Policies and Standards

Tax Strategy

  • Continued to manage our tax affairs in line with business objectives and operations, as well as regular reporting and communication regarding tax affairs with the CFO, who is a Corporate Executive Officer, and the Audit Committee
  • Built open and transparent relationships with governments regarding our tax affairs
  • Provided support to governments and the OECD regarding tax reform efforts and tax policy to ensure any future rules are fair and administrable

Corporate Strategy, Business Strategy and Other Policies

The Board sets and determines the fundamental management policy, including the mid-term plan and annual business plan pursuant to the Charter of the Board by fully examining multiple perspectives based on the ideas of management led by the Chief Executive Officer (“CEO”). Please refer to the pages below for Sony’s Purpose & Values, the Mid-Term Corporate Strategy for Sony, the business strategy for each business segment, and the vision of Sony’s founder:

For details such as policies, approaches, plans and initiatives on sustainability, please refer to the pages below.

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