PHC Group’s Independent External Audit and Supervisory Board members possess extensive expertise and objective perspectives based on their extensive practical experience at Japanese and global corporations. They play a crucial role in establishing a sound corporate governance structure to support the Group’s sustainable growth. In this section, our two Independent External Audit and Supervisory Board members share their messages regarding the Group’s strengths and challenges from an objective viewpoint, and their approaches to auditing activities utilizing their specialized knowledge.

Yukiko Moriyama
Audit and Supervisory Board Member (Independent External Audit and Supervisory Board Member)

Supporting Highly Transparent and Sound Corporate Management

It has been one year since I was appointed an Independent External Audit and Supervisory Board member. Over the past year, through auditing the execution of duties by PHC Group's Board of Directors, I have renewed my appreciation of the importance placed on the information-sharing, deliberation, and decision-making processes that form the foundation for management decisions in pursuit of our vision to “be a leader in precision technology that powers the future of healthcare.” Regarding governance structures, I recognize that officers with diverse experience and expertise offer advice and perform oversight from different perspectives and that efforts to enhance transparency and soundness are making progress.

I believe that the most important mission required of an External Audit and Supervisory Board member is to maintain a perspective that is objective and independent from management and to audit the execution of duties by the directors from the perspectives of shareholders and other stakeholders. I make an effort to use this independence as the axis of my decisions and to express my candid opinions at Board of Directors and Audit and Supervisory Board meetings. In particular, I provide advice and conduct audits from a perspective of transparency, examining whether appropriate processes are being performed for important decision-making and whether the systems and processes related to information disclosure are functioning in a timely and appropriate manner and from the standpoint of whether legal compliance is truly rooted in the corporate culture, rather than just being a formality.

I am committed to enhancing audit functions and further strengthening the governance structures of the Group by leveraging the knowledge and experience I have gained as a lawyer working in corporate legal affairs, establishing compliance frameworks, addressing harassment issues, and managing crises. I have also served as an external director of other organizations (including as an Audit Committee member of a company with a nominating committee), where I have contributed to management oversight and the enhancement of governance. I will fulfill my responsibilities as an Independent External Audit and Supervisory Board member so that PHC Group can achieve sustainable growth and enhance corporate value over the medium to long term, based on legal compliance and high ethical standards, and earn even greater trust from society.

Yoshikuni Noguchi
Audit and Supervisory Board Member (Independent External Audit and Supervisory Board Member)

Contributing to Governance that Supports the Enhancement of Corporate Value

PHC Group seeks to create a future where high-quality healthcare is accessible to all. As an External Audit and Supervisory Board member, I will make every effort to ensure the reliability of financial reporting and to strengthen internal controls toward achieving sustainable growth and the enhancement of corporate value for the Group.

As the Group’s business continues to globalize and expand through M&A, governance functions for the entire Group including subsidiaries outside Japan are becoming increasingly important for maintaining and improving corporate value.

As a certified public accountant, I have gained experience with various forms of group governance by conducting accounting audits of numerous listed companies, and I have also contributed to the reinforcement of governance as an external Audit and Supervisory Board member of other companies. I will leverage this experience and work in collaboration with the Group’s Internal Audit Department and the accounting auditor to contribute to improvements in the effectiveness of Group governance. I will also exercise oversight functions from an ESG perspective and fulfill my roles as an Audit and Supervisory Board member who lives up to the trust of stakeholders.