Governance

Ensuring Compliance

We will ensure that all directors and employees have a high sense of ethics and responsibility, comply with all rules and regulations including laws, ordinances, social norms and corporate ethics, and practice proper corporate governance to ensure that they act in a compliance-conscious manner.

Our group is committed to the mission of Creating Hope Through Healthcare and aims for continuous improvement in our corporate values. We believe that ensuring management transparency, soundness, fairness, and efficiency is essential. Strengthening corporate governance is a key priority for us. To achieve this, we focus on compliance with laws and standards, and the effectiveness and efficiency of our business execution and decision-making processes. The Board of Directors and the Audit and Supervisory Committee play central roles in information sharing and monitoring. Additionally, our major shareholder, M3, Inc., holds more than half of the shares and is thus a controlling shareholder. We are dedicated to establishing fair decision-making processes to protect the interests of minority shareholders in transactions with the controlling shareholder.

Our company adopts a committee-based governance system, specifically the Audit and Supervisory Committee structure, which is responsible for auditing and overseeing the execution of duties by the board of directors.

By granting voting rights to the members of the Audit and Supervisory Committee in board meetings, we strengthen the board’s oversight function, thereby enhancing corporate governance. Additionally, by delegating the decision-making of important business operations to the board of directors, we enable more prompt and flexible management.

To ensure that checks and monitoring effectively function in decision-making, we have adopted a structure that emphasizes approvals in meetings.

Our Board of Directors generally meets once a month, with ad-hoc meetings held as necessary. The board makes decisions on important business operations, in accordance with laws, bylaws, and the Board Regulations, while also overseeing the execution of duties by the directors.

Similarly, our Audit and Supervisory Committee holds regular monthly meetings, with additional meetings held as needed. The committee exchanges information and opinions with internal auditors and external accounting auditors, and conducts regular tri-party meetings to foster close cooperation and enhance the audit function.