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Audit and Supervisory Board

As of June 30, 2026

Audit & Supervisory Board Member (Internal)

Shinji SatoDate of birth: May 2, 1960
Meeting attendance during FY2024
Board of Directors meetings:
15/15 (100%)
Audit & Supervisory Board meetings:
13/13 (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:
15/15 (100%)
Audit & Supervisory Board meetings:
13/13 (100%)
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 Nomination Committee meetings from April to June 2025 as an observer and contributed to ensuring the transparency in the nomination process. In fiscal 2025, in addition to the above activities, he also participated in information-sharing sessions among Audit & Supervisory Board Members of Ricoh Group companies 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. Attendance rate during the current fiscal year.

Meeting attendance during FY2025
Board of Directors meetings:
15/15 (100%)
Audit & Supervisory Board meetings:
13/13 (100%)
Nomination Committee meetings*:
2/2 (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.
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. He also has attended Compensation Committee meetings since July 2025 as an observer and contributed to ensuring the transparency in the compensation processes.

In fiscal 2025, in addition to the above activities, he participated in audits of divisions related to domains he is focused on due to importance and proximity with his expertise and gave valuable advice and recommendations. Furthermore, 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:
15/15 (100%)
Audit & Supervisory Board meetings:
13/13 (100%)
Compensation Committee meetings*:
7/7 (100%)
  • *
    As an observer
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)
Jun 2026
Outside Director of Hakuhodo DY Holdings Inc. (Current)
Outside Director of Fujitsu Limited (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 attended Compensation Committee meetings from April to June 2025 as an observer and has attended Nomination Committee meetings since July 2025 as an observer and contributed to ensuring the transparency in the nomination and compensation processes.

In fiscal 2025, 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:
15/15 (100%)
Audit & Supervisory Board meetings:
13/13 (100%)
Nomination Committee meetings*:
2/2 (100%)
Compensation Committee meetings**:
8/8 (100%)
  • **
    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)
Jun 2026
Outside Director of the Board of Mitsubishi Chemical Group Corporation (Current)

Outline of audit activities for fiscal 2025

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. In addition, during reviews by Audit & Supervisory Board Members, roundtable meetings were held with employees from each organization and subsidiary to gain a better understanding of their opinions and challenges on the frontlines. 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 or recommendations to the management through information sharing meetings, etc., to promote actions for strengthening internal control and improving operations.

●: In charge
□: As necessary

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 15 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 meetings 10/9 times
Exchanging opinion with the President / Chairperson★ 2/2 times
Attendance at directors’ review meetings 6 times
Holding governance review meetings attended by Directors and the Audit & Supervisory Board Members★ 1 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 Headquarters organizations (including business units) 17 organizations
Principal offices and plants 1 sites
Themes (Digital talent development) 1 theme
Attending important meetings Group Management Committee (GMC) 22 times
Executive Officer Meeting 11 times
Regular meetings of the Corporate Value Improvement Project 5 times
BBusiness plan review meetings / Business plan interim review 7 times
Business portfolio management meetings 1 times
Business unit management meetings (5 business units) 46 times
Mid-Term Management Strategy working group and review meetings 17 times
Internal Control Committee / Information Security Committee meetings 11 times
ESG Committee / Investment Committee / Disclosure Committee meetings and other important meetings 24 times
Holding information sharing meetings★ CEO, CFO and CHRO 12 times each
Business unit presidents (5 business units) 9 times
Group Headquarters functional organization officers 4 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.) As necessary
Auditing business reports, supplementary schedules, and financial statements Term end
(3)
Subsidiaries
Reviews by Audit & Supervisory Board Members Domestic subsidiaries 6 companies
Overseas subsidiaries 11 companies
Exchanging information with Audit & Supervisory Board Members of subsidiaries★ Audit & Supervisory Board Members of Ricoh Japan 3 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, etc. 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 current fiscal year. As a result, we have established the following audit policy.

Audit policy

We will continue to watch the progress and effectiveness of the Corporate Value Improvement Project while monitoring and verifying the allocation of management resources to growth areas and the development and operation of global governance and internal control systems. In addition, in the formulation of the next management strategy, we will share with the Board of Directors, as appropriate, information and issues related to organizational and governance structures for achieving medium- to long-term growth as a digital services company, and will proactively express our views to contribute to the sustainable improvement of corporate value.

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) Progress of the Corporate Value Improvement Project and its impact on the control environment

Promotion of the Corporate Value Improvement Project and verification of its effectiveness

  • We verified the effectiveness of measures implemented by each organization, including sales and service efficiency improvements and optimization of R&D, as well as the presence of any business impacts or issues, by attending regular meetings of the Corporate Value Improvement Project and business unit management meetings, and conducting Audit & Supervisory Board Members' reviews of related organizations.

Challenges toward the acceleration of growth in the Office Services business and progress of transformation of Office Printing business structure

  • We verified the status and challenges of the Office Printing and Office Services businesses, as well as the progress in generating synergies between newly acquired Office Services subsidiaries and existing sales subsidiaries through Audit & Supervisory Board Members' reviews of business unit management meetings of RICOH Digital Services business unit, regional headquarters and sales subsidiaries.
  • We verified the progress of transformation of business structure, including the reorganization of subsidiary locations, and collaboration with other business units, as well as the status of support and coordination from headquarters, PMI, and the progress of synergy initiatives through Audit & Supervisory Board Members' reviews of RICOH Digital Products business unit and subsidiaries under its supervision.

(Recognition of the Audit & Supervisory Board)

We confirmed that the efficiency targets under the Corporate Value Improvement Project have been achieved largely in line with plan overall. Efficiency improvements utilizing DX and AI have progressed, and going forward, we will verify the securing and development of Office Services personnel in light of the growth strategy. We will continue to closely monitor the effectiveness of PMI associated with subsidiary reorganizations and the strengthening of internal control structure.

Area of focus: (ii) Strengthening headquarters functions and enhancing the global governance framework

Status of the development of global framework of headquarters functions, allocation of roles with business units, and deployment of regulations and policies

  • We verified the status of the development of the global framework, issues relating to the deployment, and the status of collaboration with each business unit and related organizations and subsidiaries through Audit & Supervisory Board Members' reviews of Group headquarters functional organizations and information sharing meetings with their general managers.
  • We verified the progress of the domestic and overseas IT system transformation project, particularly with respect to schedules, costs, expected benefits, resource allocation, and operational impacts at the site level through Audit & Supervisory Board Members' reviews of the digital strategy department, related organizations, and subsidiaries.

Status of the development of internal control systems at individual subsidiaries

  • We verified the status of internal control development at each company, status of governance as well as support and coordination by the headquarters' Supervising Organizations, and status of the control environment at each subsidiary through Audit & Supervisory Board Members' reviews of subsidiaries and their respective supervising organizations.
  • For subsidiaries with multiple business locations, we conducted visiting audits at each location to confirm the roles and authorities of each site, the status of coordination among business locations, and the involvement of the relevant supervising organizations.

(Recognition of the Audit & Supervisory Board)

With respect to the global framework of headquarters functions, progress differs among divisions, and continued reinforcement is necessary. As a governance function of headquarters, the management of IT investment progress is considered particularly important, and we will continue to prioritize verification under the new organizational structure. The integration of subsidiaries has progressed, and we will continue to closely monitor the status of business reorganizations and the progress of the standardization of back-office operations, together with the status of the development of internal control systems at subsidiaries.

Area of focus: (iii) Growth strategy and internal control system under the next management strategy

Impact of organizational and management structures based on the growth strategy on governance and internal control systems, and responses

  • We confirmed the organizational and management structures for fiscal 2026 by attending Mid-Term Management Strategy working group and review meetings, exchanging opinions with the Representative Director, and conducting discussions at Board of Directors meetings and directors' review meetings. In addition, we verified the consistency with the growth strategy, and impacts on and issues relating to internal controls and governance.

Shift of management resources to growth areas and decision-making processes

  • We monitored the status of deliberations on business withdrawals and investments in growth areas and assessed the appropriateness and validity of related decision-making processes by attending GMC meetings, business portfolio management meetings, and business unit management meetings of each unit, and conducting Audit & Supervisory Board Members' reviews.

Talent development and deployment

  • We confirmed the operational status and related issues of Ricoh's job-based HR system through Audit & Supervisory Board Members' reviews of each organization and subsidiary, roundtable discussions with employees, and deliberations at governance review meetings.
  • We positioned digital talent as a common review theme in Audit & Supervisory Board Members' reviews and verified operational efficiency improvements through DX initiatives and AI utilization, as well as the status of personnel development.
  • We confirmed the processes for executive appointments and compensation system revisions by attending the Nomination Committee and the Compensation Committee as observers.

(Recognition of the Audit & Supervisory Board)

Under a matrix management, a robust governance and internal control system is important. Accordingly, we will continue to closely monitor and verify the establishment of control authorities under the new structure, the development of coordination and management frameworks between business units and each region, the establishment of internal frameworks in the field of AI technologies, and the development of digital talent.

Initiatives for fiscal 2026

For fiscal 2026, amid a rapidly changing business environment, and with a view to expanding value as a “workplace integrator,” the Audit & Supervisory Board Members will focus their audit activities on the following areas:

  • the effectiveness of global governance and internal control systems under a matrix management structure across regions and business units.
  • responses to subsidiary management, IT security, and compliance risks associated with business expansion in growth areas.
  • the status of internal operational efficiency improvements through the utilization of DX and AI.

In addition, issues identified through audit activities will be shared with the Board of Directors and the management on a timely basis. Audit & Supervisory Board Members will continue to provide advice and recommendations aimed at enhancing corporate value in a sustainable manner and strengthening internal controls.

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.

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