Communication with Stakeholders

Disclosure Policy

We will strive to further develop communications as we believe that enhancing the platforms through dialogue with stakeholders will support our quest for innovation. To this end, in April 2019 the IR Committee was reorganized as the Corporate Communications Committee and shifted its focus from considering information disclosure policies for capital market participants to considering corporate communication strategies encompassing a wider array of stakeholders.

The Corporate Communications Committee is a corporate management committee composed of the CFO, Head of Finance Supervisory Division, and heads of the Corporate Communications Department, the Corporate Planning Department, the Finance & Accounting Department, the Risk & Compliance Department, the Human Resources Management Department and ESG Department. The committee holds regular meetings and is responsible for the establishment, revision and internal dissemination of the Disclosure Policy, and for the management and promotion of information collection, disclosure and other related activities. Top management, including the CEO and key executive officers, has primary accountability for disclosure. In addition, the Corporate Communications Department takes the lead in coordinating with relevant departments, using various tools to communicate promptly and effectively.

Chugai’s policy for disclosing information to shareholders and investors is to make timely, appropriate and fair disclosure of information in accordance with the Financial Instruments and Exchange Act and relevant rules of the stock exchange on which Chugai’s shares are listed in order to receive fair valuation in capital markets. In addition, as a means to ensure transparency, we disclose information simultaneously in Japanese and English in principle, to allow easy access to disclosed information.

Communication with Shareholders and Investors

General Meeting of Shareholders

Unlike many Japanese companies, which have fiscal years ending in March, Chugai’s fiscal year ends in December. As a result, we can avoid holding our general meeting of shareholders on the same day as other companies.

Notice of convocation for the general meeting of shareholders are normally sent out more than four weeks prior to the meeting date.

The 113th annual general meeting of shareholders was held on March 28, 2024. After the presentation of the business report, shareholders deliberated on agenda items concerning appropriation of surplus, partial amendment to the articles of incorporation, election of directors, election of audit & supervisory board members, and revision of remuneration limit of audit & supervisory board members. All agenda items were approved and passed by a majority.

IR Activities

In 2023, we held meetings on financial results and new products, as well as R&D and sustainability, addressing areas of high need. We also held an IR Day, which we continue to hold in a format in which institutional investors and securities analysts can engage in direct dialogue with the Company’s CEO and other members of management in a setting with a small number of people. Dr. Mariko Y Momoi also participated in discussion this time, due to high demand for direct dialogue with independent outside directors. Furthermore, in addition to conducting online company briefings for individual investors focusing on themes such as the Company’s strengths of antibody engineering technologies and DX, we conducted a tour of Chugai Life Science Park Yokohama, which is a new research center that started full-scale operations in April 2023, for institutional investors and securities analysts.

Due to the introduction of the Principles for Responsible Institutional Investors (Japan’s Stewardship Code) and Japan’s Corporate Governance Code, greater dialogue between companies and shareholders is required. Chugai has proactively established forums for ongoing discussions between investors and the management team to ensure a fuller exchange of opinions. We will continue measures to enhance face-to-face IR with management.

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Corporate Governance

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