[{"data":1,"prerenderedAt":-1},["ShallowReactive",2],{"doc-seo-253647-105":3,"detail-sidebar-cat-1-en-105":81,"doc-detail-253647-en":126},{"code":4,"msg":5,"data":6},0,"ok",{"site_id":7,"language":8,"slug":9,"title":10,"keywords":11,"description":12,"schema_data":13,"social_meta":74,"head_meta":76,"extra_data":78,"updated_unix":80},105,"en","otsuka-holdings-co-ltd-governance-and-corporate-governance-structure","Otsuka Holdings Co., Ltd. - Governance and Corporate Governance Structure","","Otsuka Holdings Co., Ltd. outlines its corporate governance commitment to achieve sustainable growth in corporate value over the medium to long term through transparent, fair, and timely decision-making. The document describes oversight and audit mechanisms, including the Audit & Supervisory Board, the Accounting Auditor, and the Internal Audit Department, within a company structure defined under the Companies Act. It also summarizes key governance metrics, director/board attendance composition, and governance enhancement initiatives from 2008 to 2020, including guideline revisions and committees.",{"@graph":14,"@context":73},[15,34,56],{"@type":16,"itemListElement":17},"BreadcrumbList",[18,23,27,31],{"item":19,"name":20,"@type":21,"position":22},"https://docshare.wps.com","Home","ListItem",1,{"item":24,"name":25,"@type":21,"position":26},"https://docshare.wps.com/template/","Template",2,{"item":28,"name":29,"@type":21,"position":30},"https://docshare.wps.com/template/letters/","Letters",3,{"item":32,"name":10,"@type":21,"position":33},"https://docshare.wps.com/template/otsuka-holdings-co-ltd-governance-and-corporate-governance-structure/253647/",4,{"url":32,"name":10,"@type":35,"image":36,"author":41,"headline":10,"publisher":44,"fileFormat":47,"inLanguage":8,"description":12,"dateModified":48,"datePublished":49,"encodingFormat":47,"isAccessibleForFree":50,"interactionStatistic":51},"DigitalDocument",{"url":37,"@type":38,"width":39,"height":40},"https://docshare.wps.com/thumbnails/otsuka-holdings-co-ltd-governance-and-corporate-governance-structure/253647.png","ImageObject",442,249,{"name":42,"@type":43},"Mary Man","Person",{"url":19,"name":45,"@type":46},"DocShare","Organization","application/pdf","2026-10-22","2026-09-13",true,{"@type":52,"interactionType":53,"userInteractionCount":55},"InteractionCounter",{"@type":54},"ViewAction",14,{"@type":57,"mainEntity":58},"FAQPage",[59,65,69],{"name":60,"@type":61,"acceptedAnswer":62},"What core approach to corporate governance does Otsuka Holdings follow?","Question",{"text":63,"@type":64},"Otsuka Holdings commits to transparent, fair, and timely decisions and ongoing dialogue with stakeholders to fulfill corporate social responsibility while promoting sustainable corporate value growth.","Answer",{"name":66,"@type":61,"acceptedAnswer":67},"How does the company ensure oversight and accountability?",{"text":68,"@type":64},"The company relies on the Audit & Supervisory Board, which audits directors’ duties in collaboration with the Accounting Auditor and the Internal Audit Department.",{"name":70,"@type":61,"acceptedAnswer":71},"How is the board and audit structure organized as of March 27, 2020?",{"text":72,"@type":64},"The document states the company uses an Audit & Supervisory Board structure, listing 13 directors including 4 outside independent directors, and 4 audit & supervisory board members including 3 independent auditors, with Deloitte Touche Tohmatsu LLC as the accounting auditor.","https://schema.org",{"og:url":32,"og:type":75,"og:title":10,"og:site_name":45,"og:description":12},"article",{"robots":77,"canonical":32},"index,follow",{"doc_id":79,"site_id":7},253647,1790154159,{"code":4,"msg":82,"data":83},"success",[84,89,94,98,103,108,113,117,122],{"id":85,"doc_module":22,"doc_module_name":25,"category_name":86,"show_sort_weight":87,"slug":88},11,"Presentations",90,"presentations",{"id":90,"doc_module":22,"doc_module_name":25,"category_name":91,"show_sort_weight":92,"slug":93},12,"Resumes",80,"resumes",{"id":55,"doc_module":22,"doc_module_name":25,"category_name":95,"show_sort_weight":96,"slug":97},"Invoices",70,"invoices",{"id":99,"doc_module":22,"doc_module_name":25,"category_name":100,"show_sort_weight":101,"slug":102},15,"Posters",60,"posters",{"id":104,"doc_module":22,"doc_module_name":25,"category_name":105,"show_sort_weight":106,"slug":107},16,"Social Media",50,"social-media",{"id":109,"doc_module":22,"doc_module_name":25,"category_name":110,"show_sort_weight":111,"slug":112},17,"Forms",40,"forms",{"id":114,"doc_module":22,"doc_module_name":25,"category_name":29,"show_sort_weight":115,"slug":116},18,30,"letters",{"id":118,"doc_module":22,"doc_module_name":25,"category_name":119,"show_sort_weight":120,"slug":121},21,"Paper Templates",5,"papers-templates",{"id":123,"doc_module":22,"doc_module_name":25,"category_name":124,"show_sort_weight":4,"slug":125},158,"General","general-158",{"code":4,"msg":82,"data":127},{"doc_id":79,"user_id":128,"nickname":42,"user_avatar":129,"doc_module":22,"category_id":114,"category_name":29,"doc_title":10,"doc_description":12,"doc_content":130,"file_id":131,"file_url":132,"file_type":133,"file_size":134,"view_count":55,"is_deleted":4,"is_public":22,"is_downloadable":22,"audit_status":22,"page_count":135,"language":136,"language_code":8,"site_id":7,"html_lang":8,"table_of_contents":137,"faqs":138,"seo_title":139,"seo_description":12,"update_tm":140,"read_time":30},7421720224475,"https://ap-avatar.wpscdn.com/davatar_276721f389ce27ea32af1340a28f341c","Governance   \nCorporate Governance  \nOtsuka Holdings Co. , Ltd. (“the Company”) is committed to promoting sustainable increase of its corporate value over the medium to long term by realizing its corporate philosophy,“Otsuka-people creating new products for better health worldwide.” To meet this commitment, it adopts a basic policy of making transparent, fair and timely decisions, and fulfilling its corporate social responsibility by living up to the expectations of all stakeholders, including customers, business partners, employees, local communities, and shareholders, through ongoing dialogue.  \nBoard of Directors meeting attendance:  \n100 %  \nOutside directors:  \n30.8 %  \nFemale directors:  \n23.1 %  \n\n| The Company discloses its basic approach to corporate governance in its Corporate Governance Guidelines, available on the corporate website. |  |  |\n| --- | --- | --- |\n| Corporate Governance Guidelines |  |  |\n| | [https://www.otsuka.com/en/company/](https://www.otsuka.com/en/company/)[ ](https://www.otsuka.com/en/company/)[governance/pdf/guideline.pdf](governance/pdf/guideline.pdf) |  |\n| Corporate Governance Report |  |  |\n| | [https://www.otsuka.com/jp/company/governance/](https://www.otsuka.com/jp/company/governance/)[ ](https://www.otsuka.com/jp/company/governance/)[pdf/report.pdf](pdf/report.pdf) ([available](available) only in Japanese) |  |\n\nOverview of Corporate Governance Structure The Board of Directors, which also includes outside directors, advances the execution of management plans, supervises the Company’s management, and also assumes roles and responsibilities to enhance the profitability and capital investment efficiency in order to promote the sustainable growth of the Company and the increase of corporate value over the medium to long term. The Company secures its soundness and establishes the  \nsolid corporate governance structure living up to social expectations by ensuring that the Audit & Supervisory Board and its members, which are independent from the Board of Directors, can audit the Directors’ performance of their duties in collaboration with the Accounting Auditor, as well as the Internal Audit Department.  \n1. Corporate Organization  \nAs a company with an audit and supervisory board as defined by the Companies Act, the Company has established a Board of Directors and an Audit & Supervisory Board, and also engages an accounting auditor. The Articles of Incorporation stipulate that the number of directors shall not exceed 18, and that the number of Audit & Supervisory Board members shall not exceed five.  \nInitiatives to Strengthen Corporate Governance  \n\n| 2008 | • Establishment of Otsuka Holdings\u003Cbr>• Term of directors set at one year\u003Cbr>• Decision not to adopt a directors’ retirement benefits system\u003Cbr>• Corporate officer system adopted\u003Cbr>• Two outside Audit & Supervisory Board members |  |\n| --- | --- | --- |\n| 2010 | • Three outside Audit & Supervisory Board members\u003Cbr>• Stock options as performance-linked remuneration introduced\u003Cbr>• Stock publicly listed in December |  |\n| 2011 | • First Medium-Term Management Plan announced |  |\n| 2013 | • Two outside directors; three outside Audit & Supervisory Board members |  |\n| 2014 | • Second Medium-Term Management Plan announced\u003Cbr>• Three outside directors; two outside Audit & Supervisory Board members\u003Cbr>• Otsuka Group Global Code of Business Ethics established |  |\n| 2015 | • Corporate Governance Guidelines established\u003Cbr>• Internal whistleblowing system (for Otsuka Holdings and major group companies) established, with reporting to an independent body outside the Company |  |\n| 2016 | • Three outside directors; three outside Audit & Supervisory Board members\u003Cbr>• Effectiveness of Board of Directors evaluated\u003Cbr>• System for granting stock options conditional on progress with the medium-term management plan introduced |  |\n| 2017 | • Corporate Governance Guidelines revised\u003Cbr>• Corporate Governance Committee established\u003Cbr>• Started to evaluate t","cbCaiuvdGDcvYGiC","https://ap.wps.com/l/cbCaiuvdGDcvYGiC","pdf",642292,7,"English","# Governance\n## Corporate Governance Structure\n## Corporate Organization\n## Initiatives to Strengthen Corporate Governance\n## Governance Structure (As of March 27, 2020)\n## Board of Directors Meetings\n## Director Selection Criteria","[{\"question\":\"What core approach to corporate governance does Otsuka Holdings follow?\",\"answer\":\"Otsuka Holdings commits to transparent, fair, and timely decisions and ongoing dialogue with stakeholders to fulfill corporate social responsibility while promoting sustainable corporate value growth.\"},{\"question\":\"How does the company ensure oversight and accountability?\",\"answer\":\"The company relies on the Audit \\u0026 Supervisory Board, which audits directors’ duties in collaboration with the Accounting Auditor and the Internal Audit Department.\"},{\"question\":\"How is the board and audit structure organized as of March 27, 2020?\",\"answer\":\"The document states the company uses an Audit \\u0026 Supervisory Board structure, listing 13 directors including 4 outside independent directors, and 4 audit \\u0026 supervisory board members including 3 independent auditors, with Deloitte Touche Tohmatsu LLC as the accounting auditor.\"}]","Otsuka Holdings Co., Ltd. - Governance and Corporate Governance Structure | PDF",1789268338]