Interview with Outside Director
Eisai is working to continuously improve corporate governance with a particular emphasis on its stakeholders
Outside Director
(Chair of Audit Committee and Member of Independent Committee of Outside Directors)
Koichi Masuda
1. One year has passed since you became an Outside Director at Eisai. What are your impressions of Eisai today?
Masuda:
I think that Eisai is a very progressive company where all Eisai employees constantly think from the patient's perspective and understand that business activities should be aimed at improving patient value. Moreover, this corporate vision is a consistent point of focus throughout management.
Many organizations are attempting to shift their focus in business activity from the supply side to the user side, but I think few companies are thorough when it comes to this. Eisai stands out from the rest, as the human health care (hhc) philosophy is understood throughout the organization. In addition, this philosophy is stipulated in the Articles of Incorporation and shared with all Eisai shareholders. I find that extraordinary.
I also think that the organization is very open. There is a deep-seated culture of communicating what needs to be said among all Officers and employees that is not constrained by rank or department. You can see this in the way the Board of Directors conduct their meetings, the way the staff operate in the Management Audit Department work, and the way the Audit Committee conducts itself. This openness fosters active communication within the company and, in my view, helps Eisai to respond to the diverse needs of patients and other stakeholders.
2. What is your impression of Eisai's corporate governance?
Masuda:
Eisai is one of the most innovative thinkers with regard to corporate governance and putting that governance into practice in Japan. In my capacity as a certified public accountant and overseeing the Japanese Institute of Certified Public Accountants, I have come in contact with many companies over the years and been involved with various companies progressively engaged in corporate governance. Even compared to those companies, to my knowledge, Eisai maintains a particularly high level of corporate governance.
Obviously, Eisai has done a good job of bringing in outside expertise for building a strong corporate governance system. However, I think an outstanding characteristic of Eisai's corporate governance is its consistent and acute awareness of potential issues with the existing corporate organization and efforts to make improvements. A humanly built system is never perfect, so companies must always make an effort to improve the existing system. I sense that Eisai is a company where all the officers and employees are always alerted and actively engaged in discussing ways to solve problems and make improvements to the existing management system.
I think that Eisai also takes a particularly sincere approach to accountability for stakeholders. My theory is that sound conduct at the General Meeting of Shareholders is usually an indicator of whether a company's corporate governance is functioning. At a recent General Meeting of the Shareholders, there were 23 questions shareholders raised during the Q&A session, and Eisai's management took the time to respond to each one in detail.
3. In your opinion, what needs to be done to improve Eisai's corporate value?
Masuda:
The world is going through a period of major change. We are on the verge of entering an “Era of Great Globalization.” Advances in IT and other means of communication imply that a wide range of company information can be communicated around the world faster, while companies are facing more diverse and far greater risks. I think that risk management is crucial if Eisai is to increase corporate value and protect various stakeholder benefits continuously.
As a Director at Eisai, my mission is to guide the company down the path of nurturing human resources and building an organization fittingly capable of responding to those growing and diversifying risks.
[Personal history]
| Apr. 1966 | Yoshiji Tanaka Certified Public Accountant Office |
|---|---|
| Sep. 1978 | Joined Shinwa Audit Corporation |
| Jul. 1992 | Managing Partner, Asahi Shinwa Audit Corporation (currently KPMG AZSA & Co.) |
| Jul. 2001 | Deputy Chairman and President, The Japanese Institute of Certified Public Accountants |
| Jul. 2004 | Chairman, Political Federation in The Japanese Institute of Certified Public Accountants (current) |
| Jul. 2007 | Chairman and President, The Japanese Institute of Certified Public Accountants (current) |
| Oct. 2009 | Auditor, Enterprise Turnaround Initiative Corporation of Japan (current) |
| Apr. 2010 | Outside Auditor, NKSJ Holdings, Inc. (current) |
| Jun. 2010 | Director of the Company (current), Chair of Audit Committee (current), Member of Independent Committee of Outside Directors (current) |
| Jun. 2011 | Outside Director, TDK Corporation (current), Outside Director, Daishi Bank, Ltd. (current) |
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