For the purpose of securing further effectiveness and improving the functions of the Board of Directors, we implement an effectiveness evaluation of the Board of Directors. We conduct a written questionnaire survey and hold interviews on the self-evaluation with all the Directors and Auditors concerning the effectiveness of the Board of Directors in terms of its structure, operation and agenda, as well as the systems to support the Board of Directors, management strategy, and challenges.
Based on the results of the questionnaire survey, we implement constructive discussions for future initiatives by sharing the evaluation results of the current status and challenges within the Board of Directors.
The Board of Directors is functioning highly effectively as a result of its improved composition, operation, agenda, and support system. The Board is also having sufficient discussions on important agenda, such as M&A and alliances, as annual policies on healthcare, digital transformation, overseas business, ESG, etc., and the medium-term management plan are properly shared.
In the future, we will work to increase the effectiveness of the Board of Directors further by increasing the number of External Directors and Auditors to increase diversity, holding board meetings more effectively and efficiently, and enhancing discussions on management strategies and issues with awareness of the cost of capital and share price.
The diversity of Directors and Auditors in terms of the knowledge, experience, skills, etc., has been secured appropriately, and they are individuals who can contribute to frank, active, and constructive discussions.
We can expect increased diversity and more constructive and fruitful discussions going forward as the numbers of both External Directors and Auditors have increased since May 2024.
Board meetings are properly operated as they are operated systematically in accordance with an annual schedule, and any materials to be submitted to the Board of Directors are sent in advance and important matters are explained beforehand to board members.
We will continue to ensure that materials are sent properly in advance and important matters are explained properly beforehand. We will also work to operate board meetings more effectively and efficiently through more appropriate meeting scheduling and time allocation over agenda items.
Agenda items for board meetings have been selected appropriately as the direction of corporate strategies and the medium-term management plan have been shared with the Board of Directors, and the scope of delegation to the management side has been clearly defined.
In the future, we will also consider introducing discussions at board meetings on remuneration and appointment of Directors in coordination with the Nomination and Remuneration Committee in order to ensure more appropriate remuneration and appointment of Directors.
Directors and Auditors are provided with appropriate opportunities to obtain necessary information and to request the provision of additional information. The support of the Internal Audit Department is also ensured.
In the future, we will consider introducing regular meetings only among external officers and interviews between external officers and Directors/Executive Managing Officers in order to further boost the ability of the Board of Directors to get things done.
The results of self-evaluation by Directors and Auditors indicate that each of them has been able to update information through on-site visits and exchange meetings with other external officers and to express their opinions from diverse perspectives based on their own knowledge.
We will continue to provide support to the self-improvement efforts of Directors and Auditors in order to ensure that each of them will be able to fulfill their roles and responsibilities at board meetings.
As annual policies on healthcare, digital transformation, overseas business, ESG, etc., and the medium-term management plan are properly shared every year, the Board of Directors can discuss important matters, such as M&A and alliances, sufficiently.
In the future, we will further enhance discussions on business portfolio rebalancing, management resources allocation, etc., through the monitoring of management strategies and issues with awareness of the cost of capital and share price.