Corporate Governance

Based on the Management Mission: "we strive toward better health for individuals and progress in medicine by developing superior pharmaceutical products," Takeda strives to strengthen internal control, including thorough compliance, as well as promoting the establishment of a system allowing the creation of a healthy and transparent environment for quick decision-making in order to establish a management framework befitting a "world-class pharmaceutical company with Japanese origine," which operates business worldwide.

Management Structure

Takeda has a management structure designed to facilitate swift and flexible response to management challenges which are increasingly divergent in both quality and quantity. The Chairman of the Board sets the basic policy of the Takeda Group, as well as overseeing management from the position of a shareholder, and engages in decision-making as a company, while the President is responsible for the overall execution of business operations and management, based on the basic policies of the Takeda group.

Board of Directors Meeting

As a rule, Takeda holds Board of Directors meetings with directors and auditors (including outside auditors) once a month to resolve and report on important subjects concerning its management. In addition, Takeda is striving further to revitalize the Board of Directors meetings and promote quicker decision-making to respond to changes in the business environment. The annual shareholders' meeting held in June 2005 passed a resolution to set an upper limit for the seats of directors and auditors (up to twelve directors and four auditors respectively) which are prescribed in the Articles of Incorporation.

Executive Committee and Operating Committee

The Executive Committee hosted by the Chairman of the board deliberates business strategies as well as material management issues. The Operations Committee hosted by the President Deliberates important issues in terms of the execution of business, including reporting issues to the board of directors, to engage in discussions and implement coordination among corporate divisions.

Audit System

The organizational form is a company with auditing officers. As for improving the transparency of management by utilizing human resources from outside the company, we consider that the objectively and impartiality of the management observation function have been successfully secured through audit by three external auditors (out of four auditors in total) and fully functioning. As for the business execution, Takeda has established a quick and effective business operation system by constituting an organization centering on human resources with considerable knowledge of the pharmaceutical business and in-house circumstances.

Audit by Corporate Auditors

External auditors attend meetings of the board of directors to make their opinions from an objective standpoint as external specialists and the attendance rate of external auditors for meetings of the board of directors.

Internal Audit

Periodic internal auditing is conducted and strengthened under the control of the Auditing Department, an independent function reporting directly to the President, who collaborates with related divisions, such as the Finance & Accounting Department.