Change Country/Area Global

Audit and Supervisory Board

As of June 24, 2025

Audit & Supervisory Board Member (Internal)

Shinji SatoDate of birth: May 2, 1960
Meeting attendance during FY2024
Board of Directors meetings:
16/16 (100%)
Audit & Supervisory Board meetings:
14/14 (100%)
Brief personal profile
Apr 1983
Joined MITSUI & CO., LTD.
May 2010
President and Representative Director of Mitsui & Co. Financial Management, Ltd.
Apr 2012
Chief Financial Officer of Asia Pacific Business Unit of MITSUI & CO., LTD.
Senior Vice President of Mitsui & Co. (Asia Pacific) Pte. Ltd.
Apr 2015
Internal Auditor of Internal Auditing Division of MITSUI & CO., LTD.
Dec 2017
Joined the Company Adviser
Apr 2018
Corporate Vice President in charge of finance
General Manager of Finance and Legal Division
President of Ricoh Americas Holdings, Inc.
Jun 2019
Director of RICOH LEASING COMPANY, LTD.
Apr 2020
General Manager of Finance Division
Apr 2021
General Manager of Finance and Accounting Division
Jun 2021
Audit & Supervisory Board Member (Current)
Kazuo NishinomiyaDate of birth: August 22, 1960
Meeting attendance during FY2024
Board of Directors meetings:
13/13 (100%)
Audit & Supervisory Board meetings:
10/10 (100%)
  • *
    Attendance after appointment at the General Meeting of Shareholders
Brief personal profile
Mar 1983
Joined the Company
Oct 2004
General Manager of Production Planning Office of Production Oversight Center of Imaging Production Division
Jan 2007
Director and President of RICOH INDUSTRIE FRANCE S.A.S.
Feb 2010
Deputy President of PC Unit Products Company
Apr 2010
President of PC Unit Products Company
Apr 2011
Corporate Vice President
Apr 2014
General Manager of Global Procurement Division
Apr 2015
Corporate Senior Vice President
Apr 2017
Deputy General Manager of Production Division
Apr 2018
General Manager of Production Division
General Manager of Chemical Technology & Products Division
Apr 2021
Corporate Officer
General Manager of Professional Services Division
Apr 2024
Advisor
Jun 2024
Audit & Supervisory Board Member (Current)

Audit & Supervisory Board Member (Outside)

Yo OtaDate of birth: October 3, 1967
Major activities

He actively made comments at the Audit & Supervisory Board and the Board of Directors based on his extensive track records from his many years of experience as an attorney practicing all areas of corporate law, including M&As, corporate governance, and compliance, and his extensive experience as a specialist in corporate governance. He also attended Compensation Committee meetings from April to June 2024 and has attended Nomination Committee meetings since July 2024 as an observer and contributed to ensuring the transparency in the nomination and compensation processes. In fiscal 2024, in addition to the above activities, he also participated in audits of divisions in fields of particular focus in relation to his areas of expertise or importance, and provided advice and recommendations. He also actively engaged in discussions at meetings such as governance review meetings, Outside Executive Meetings, and exchanging opinions with Representative Director, and frankly shared his opinions from a professional perspective.

Meeting attendance during FY2024
Board of Directors meetings:
16/16 (100%)
Audit & Supervisory Board meetings:
14/14 (100%)
Nomination Committee meetings*:
8/8 (100%)
Compensation Committee meetings*:
1/1 (100%)
  • *
    As an observer
Brief personal profile
Apr 2001
A member of staff of Civil Affairs Bureau of The Ministry of Justice (Japanese Commercial Code Group of Counsellor's Office)
Jan 2003
Partner of Nishimura & Asahi (Currently Nishimura & Asahi (Gaikokuho Kyodo Jigyo)) (Current)
Jun 2005
Outside Auditor of Culture Convenience Club Co., Ltd.
Jun 2005
Outside Director of Denki Kogyo Co., Ltd.
May 2012
Director of the Japan Association of Corporate Directors (Current)
Apr 2013
Professor of Graduate Schools for Law and Politics of the University of Tokyo
Jun 2013
Councilor of LOTTE Foundation (Current)
Jul 2014
Vice Chairman of Corporate Governance Committee of the Japan Association of Corporate Directors (Current)
Jun 2016
Outside Director of Nippon Kayaku Co., Ltd. (Current)
Jun 2017
Outside Audit & Supervisory Board Member (Current)
Kunimasa SuzukiDate of birth: August 7, 1960
Major activities

He actively made comments at the Audit & Supervisory Board and the Board of Directors from an objective perspective based on a high level of know-how in global management, deep insight into the digital sector, and his extensive experience in both manufacturing and service industries gained while serving in important positions at Sony Corporation and Intel K.K. In fiscal 2024, in addition to the above activities, he actively engaged in discussions at meetings such as governance review meetings, Outside Executive Meetings, and exchanging opinions with Representative Director, and frankly shared his opinions from a professional perspective.

Meeting attendance during FY2024*
Board of Directors meetings:
13/13 (100%)
Audit & Supervisory Board meetings:
10/10 (100%)
  • *
    Attendance after appointment at the General Meeting of Shareholders
Brief personal profile
Apr 1984
Joined Sony Corporation (Currently Sony Group Corporation)
Mar 1994
CEO of Sony Argentina S.A
Jan 2006
Deputy General Manager of VAIO Business Division of Sony Corporation
Apr 2008
EVP (executive vice-president) of Sony Electronics Inc. (USA)
Apr 2009
Senior Vice President of Sony Corporation
Deputy President of Sony Computer Entertainment Inc. and General Manager of VAIO Business Division of Sony Corporation
Apr 2012
Corporate Executive Officer and EVP of Sony Corporation
Apr 2014
EVP of Sony Entertainment Inc. (USA)
Nov 2018
Representative Director and President of Intel K.K.
Jun 2023
Outside Director of JTB Corp. (Current)
Jun 2024
Representative Director and Chairman of Intel K.K.
Outside Audit & Supervisory Board Member
Apr 2024
Chairperson of Semiconductor Assembly Test Automation and Standardization Research Association (Current)
Jan 2025
Senior Advisor of Apollo Global Management, Inc. (Current)
Toshihiro OtsukaDate of birth: December 2, 1960
Major activities

He actively made in-depth advice in the areas of corporate governance as well as accounting audit at the Audit & Supervisory Board and the Board of Directors based on his experience as a certified public accountant and in important positions at KPMG AZSA LLC, from a global perspective. He also has attended Compensation Committee meetings since July 2024 as an observer and contributed to ensuring the transparency in the compensation process. In fiscal 2024, in addition to the above activities, he participated in a number of audits of business units and group headquarters. He was particularly active in asking questions of and communicating with the Independent Auditor, when receiving reports from them. He also actively engaged in discussions at meetings such as governance review meetings, Outside Executive Meetings, and exchanging opinions with Representative Director, and frankly shared his opinions from a professional perspective.

Meeting attendance during FY2024*
Board of Directors meetings:
13/13 (100%)
Audit & Supervisory Board meetings:
10/10 (100%)
Compensation Committee meetings**:
8/8 (100%)
  • *
    Attendance after appointment at the General Meeting of Shareholders
  • **
    As an observer
Brief personal profile
Oct 1987
Joined Minato Audit Corp. (Currently KPMG Japan)
Mar 1991
Registered as a Certified Public Accountant (Current)
Jul 1991
Secondment to KPMG LLP (UK)
Jul 2003
Representative Partner (Currently Partner) of KPMG AZSA & Co. (Currently KPMG AZSA LLC)
Jul 2017
Senior Executive Board Member of KPMG AZSA LLC (responsible for People, Corporate Governance CoE, Integrated Reporting CoE, and Sports Business CoE)Head of People of KPMG Japan
Jul 2019
Senior Executive Board Member of KPMG AZSA LLC (responsible for Operations, Head of Tokyo Office, and Accounting)
CFO of KPMG Japan
Jul 2021
Senior Executive Board Member of KPMG AZSA LLC (responsible for Quality, and Risk Management)
Head of Audit of KPMG Japan
Jun 2024
Outside Audit & Supervisory Board Member
Jun 2025
Outside Director, Audit & Supervisory Committee Member of Mizuho Bank, Ltd. (Current)

Outline of audit activities for fiscal 2024

This body reviewed risks and issues in the five areas, namely (1) Directors, (2) Business execution, (3) Subsidiaries, (4) Internal audit, and (5) Accounting audit, and formulated annual activity plans. Outline of audit activities in each of these areas and division of duties of Audit & Supervisory Board Members are as below. Audit activities are mainly carried out by full-time Audit & Supervisory Board Members, and the contents are shared in a timely manner at the Audit & Supervisory Board meetings. Outside Audit & Supervisory Board Members conduct audits with full-time Audit & Supervisory Board Members and make recommendations, taking advantage of their respective expertise and backgrounds, and express their opinions from the independent standpoint. Information obtained and issues identified through audit activities are provided as feedback to management through information sharing meetings, etc., to promote actions for improvement.

●: In charge
□: Voluntarily or partly in charge

Domain Details of main audit activities
(★Meeting organized by the Audit & Supervisory Board Members)
Results Division of responsibilities
Full-time Audit &
Supervisory
Board Members
Outside Audit &
Supervisory
Board Members
(1)
Directors
Attending Board of Directors meetings, monitoring Board of Directors effectiveness improvement measures, and reviewing and following up the agenda items on Board of Directors meetings 16 times
Reporting on audit policy and plan/audit activities at Board of Directors meetings 4 times
Attending as an observer in the Nomination Committee / Compensation Committee mettings 8/9 times
Exchanging opinion with Representative Director★ 2 times
Holding governance review meetings attended by Directors and the Audit & Supervisory Board Members★ 2 times
Holding Outside Executive Meeting (meeting for exchange of opinions by Outside Directors and Audit & Supervisory Board Members)★ 2 times
(2)
Business
execution
Reviews by Audit & Supervisory Board Members Business units 5 business units
Group headquarters functional organizations 14 organizations
Principal offices and plants 1 sites
Themes (Intellectual property and procurement functions) 2 themes
Attending important meetings Group Management Committee (GMC) 24 times
Executive Officer Meeting 14 times
Regular meetings of the Corporate Value Improvement Project 20 times
Business plan review meetings 2 times
Business portfolio management meetings 2 times
Business unit management meetings (5 business units) 41 times
Internal Control Committee / Information Security Committee meetings 10 times
ESG Committee / Investment Committee / Disclosure Committee meetings and other important meetings 26 times
Holding information sharing meetings★ CEO, CFO, CHRO and CTO 37 times
Business unit presidents (5 business units) 8 times
Group Headquarters functional organization officers (5 functions) 8 times
Risk management and internal control departments 12 times
Reviewing and confirming important documents (agendas and minutes of important meetings, documents for approval, written agreements, etc.) Successively
Auditing business reports, supplementary schedules, and financial statements Term end
(3)
Subsidiaries
Reviews by Audit & Supervisory Board Members Domestic subsidiaries 4 companies
Overseas subsidiaries 12companies
Exchanging information with Audit & Supervisory Board Members of subsidiaries★ Audit & Supervisory Board Members of Ricoh Japan 4 times
Full-time Audit & Supervisory Board Members of Ricoh Industry and PFU 2 times each
Information exchange meetings among Audit & Supervisory Board Members of the Group 2 times
(4)
Internal
audit
Receiving explanation from the internal audit division about the internal audit plan, and reporting the results thereof★ 4 times
Holding regular meetings with the internal audit division★ 12 times
Holding three-way audit meetings★ 4 times
(5)
Accounting
audit
Holding Information exchange meetings with the Independent Auditor★ 8 times
Receiving explanation about audit plan and reports of mid-year visiting audit and review and audit results from the Independent Auditor 10 times
Evaluating the Independent Auditor 2 times

Areas of focus and actions for current fiscal year

The Audit & Supervisory Board considered anticipated risks in light of changes in both the internal and external environments, in addition to the Company's business activities for the fiscal year under review. As a result, we have established the following audit policy.

Audit policy

We will monitor and verify the “acceleration of growth” and “impact on governance structure and internal control system” through the Corporate Value Improvement Project, in addition to the effectiveness of various measures, the development of corporate culture, and the status of response to issues toward the transformation into a digital services company. In particular, we will closely monitor the impact of the promotion of the human capital strategy on the control environment through interviews with employees.

The areas of focus, activities, achievements, and recognition of the Audit & Supervisory Board on each area of focus for the current fiscal year are as follows.

Area of focus: (i) Decision-making process and implementation of strategies for “acceleration of growth”

Status of consideration and decision-making process for various measures and strategies, and impact of implementation

  • We verified the direction and impact of “business selection and concentration” and “optimizing R&D,” including the strategies and selection of themes for each organization, by attending regular meetings of the Corporate Value Improvement Project and business portfolio management meetings, conducting Audit & Supervisory Board Members' reviews of each business unit and related organizations, holding information sharing meetings with functional organization managers, and holding discussions at Board of Directors meetings.

Status of the Office Services business development and risk management

  • We verified the status of Office Services business development, business-specific information security measures and risk management systems for software services, and the development and operation of IT systems, in addition to the linkage with existing businesses, through Audit & Supervisory Board Members' reviews of RICOH Digital Services business unit, regional headquarters and sales subsidiaries.

(Recognition of the Audit & Supervisory Board)

We confirmed that efforts to improve the structure for a digital services company are progressing, including a review of the business portfolio and R&D optimization. Toward “Acceleration of Growth,” it is important to allocate resources, including human capital, and create further synergies between acquired office service-related subsidiaries and existing sales subsidiaries, which we will be closely monitor.

Area of focus: (ii) Status of Strengthening “development of corporate governance and internal controls”

Development and Strengthening of Corporate Governance and Internal Control Systems for “Strong Headquarters”

  • We verified the governance status of the headquarters functional organizations through Audit & Supervisory Board Members' reviews and information sharing meetings with the functional organization managers.
  • Regarding procurement and intellectual property, we interviewed the relevant functional departments within each business unit as part of the thematic audits. Through this, we verified the effectiveness of cross-organizational functions, such as the penetration of the headquarters' strategies and policies within the Group, and the coordination and division of roles between the headquarters and the business units.

The roles and responsibilities among headquarters functions, business units, and subsidiaries in the “Transformation of Office Printing business structure”

  • During the Audit & Supervisory Members' review of ETRIA, which was founded in July 2024, and its supervising organization, we verified the progress of PMI and synergy measures, as well as the establishment of governance and internal control systems as an individual company, and the status of support and cooperation from the headquarters for internal management functions. - We verified the impact of the reallocation of resources on the Company's relevant divisions, including the transfer of some functions of the headquarters functional organization and business units following the foundation of ETRIA.

(Recognition of the Audit & Supervisory Board)

With respect to the headquarters function, we confirmed progress in governance effectiveness due to the organizational change. To further strengthen governance, we will continue to monitor the progress of implementation overseas, including redefinition of the roles and responsibilities of each function and functional officer, especially clarification of roles with overseas regional headquarters. In addition, we will continue to confirm the status of the development and operation of governance and internal control systems at ETRIA and other subsidiaries in line with the expansion and changes in their structures.

Area of focus: (iii) Issues and responses in promoting the “human capital strategy”

Impact of the promotion of the “human capital strategy” on the control environment

  • We verified the concept of a program design, review process, and implementation status of the “Second Career Support Program” through Audit & Supervisory Board Members' reviews of the human resources department, regular meetings with the CEO, CFO, and CHRO, and regular meetings of the Corporate Value Improvement Project.
  • We verified the progress of the skill development programs (the digital professional development programs), the post-development deployment plan, and its implementation status through confirmation at important meetings and interviews with the functional officer of relevant functions.
  • We verified the control environment, including employee reactions, awareness, and degree of penetration in the workplace, through interviews with top management of each organization and subsidiary, and roundtable discussions with employees.

(Recognition of the Audit & Supervisory Board)

We confirmed that the design and implementation of the “Second Career Support Program” have been thoroughly discussed, including by the Board of Directors, and that the program have been fully explained to the employees, and that the impact on the control environment is limited. Regarding the development of digital professionals, we confirmed that the program is well established and that a structure is in place to accept them after the program. We will continue to monitor the impact of the “human capital strategy” on the business and control environment in each organizational function, the status of the development and shift of digital professionals, and the effectiveness of the strategy.

Initiatives for fiscal 2025

For fiscal 2025, in light of the growing uncertainty in the external environment, including geopolitical risks (including U.S. tariffs) and information security risks, our audit activities will continue to prioritize the progress and effectiveness of the Corporate Value Improvement Project, the allocation of management resources to growth areas and its impact on governance and internal controls, and the development and operation of internal control systems including those for global operations.
In addition, in the formulation of the next management strategy, Audit & Supervisory Board Members will actively express our opinions, including opinions on the organization and governance structure to the Board of Directors or to the management team, toward achievements of medium- to long-term growth as a digital services company.

Notes on the Audit Performance

Audit & Supervisory Board Members, as a statutory independent entity entrusted by the Company's shareholders, are responsible for auditing the Directors' performance of their duties, and ensuring the establishment of systems of good corporate governance to respond to the trust placed in the Company by society. The Audit & Supervisory Board voluntarily prepares these Notes as complementary material to the Audit & Supervisory Board's Report, in order to enhance the effectiveness of the dialogue with stakeholders including shareholders, based on the belief that more concrete explanation of the Audit & Supervisory Board's activities will lead to enhanced audit transparency. We also plan to disclose the outline of these Notes in the section on the “Status of the Audit conducted by Audit & Supervisory Board” in the Securities Report.

PAGE TOP