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Governance

Audit and Supervisory BoardAs of June 21, 2019

Audit and Supervisory Board Members

Katsumi Kurihara

Audit and Supervisory Board Member
Katsumi Kurihara

Date of birth:
March 24, 1956
1978: Joined the Company
June 2016: Assumed the position of Audit and Supervisory Board Member


Formerly

Corporate Senior Vice President and General Manager, Manufacturing Quality Assurance Center, Manufacturing Division, Ricoh Co., Ltd.

Hiroshi Osawa

Audit and Supervisory Board Member
Hiroshi Osawa

Date of birth:
February 28, 1964
1988: Joined the Company
June 2017: Assumed the position of Audit and Supervisory Board Member


Formerly

Executive Vice President, Ricoh Europe Plc; General Manager, Business Management Department, Corporate Strategy & Planning Center, Corporate Division, Ricoh Co., Ltd.

Takashi Narusawa

Outside Audit and Supervisory Board Member
Takashi Narusawa

Date of birth:
December 8, 1949
Appointed as Audit and Supervisory Board Member: June 2016


Currently

Outside Director, The Nisshin OilliO Group, Ltd.; Outside Director, Hirata Corporation
Outside Director, LOTTE Co., Ltd.

Contributions

Attended all of the 12 board meetings held in the term ended March 2019 (attendance rate: 100%).
Attended all of the 13 auditors’ meetings held during the same period (attendance rate: 100%)

Shigeru Nishiyama

Outside Audit and Supervisory Board Member
Shigeru Nishiyama

Date of birth:
October 27, 1961
Appointed as Audit and Supervisory Board Member: June 2016


Currently

Professor, Graduate School of Business & Finance, Waseda University; Outside Director (Audit and Supervisory Committee Member), UNIPRES CORPORATION; Outside Director, Macromill, Inc.

Contributions

Attended all of the 12 board meetings held in the term ended March 2019 (attendance rate: 100%).
Attended all of the 13 auditors’ meetings held during the same period (attendance rate: 100%)

Yo Ota

Outside Audit and Supervisory Board Member
Yo Ota

Date of birth:
October 3, 1967
Appointed as Audit and Supervisory Board Member: June 2017


Currently

Partner, Nishimura & Asahi; Outside Director, Denki Kogyo Co., Ltd.; Director, the Japan Association of Corporate Directors; Councilor, LOTTE Foundation; Vice Chairman, Corporate Governance Committee, the Japan Association of Corporate Directors; Outside Director, Nippon Kayaku Co., Ltd.

Contributions

Attended 11 of the 12 board meetings held in the term ended March 2019 (attendance rate: 92%).
Attended 12 of the 13 auditors’ meetings held during the same period (attendance rate: 92%)

Independent Auditor

As KPMG AZSA LLC had served as our independent auditor for an extended time, the Audit and Supervisory Board considered several candidates. Deloitte Touche Tohmatsu LLC was selected as the replacement at Ricoh’s 119th Ordinary General Meeting of Shareholders on June 21, 2019. Ricoh looks to this new independent auditor to ensure accounting audits are performed appropriately by drawing on its global audit structure, independence, expertise, and efficiency, and provide new perspectives in audits, helping strengthen the Ricoh Group’s governance.

The name, main office location, history, and other information on the new independent auditor are as follows.

Although Deloitte Touche Tohmatsu LLC has received fees, etc., relating to advisory services which are services other than those defined in Article 2, Paragraph 1 of the Certified Public Accountants Act (non-audit services) from Ricoh and its subsidiaries during the past two years, we have not concluded non-audit service agreements that impair the independence of that firm.

As of February 28, 2019
Name Deloitte Touche Tohmatsu LLC
Office Main office: Marunouchi Nijubashi Building, 2-3, Marunouchi 3-chome, Chiyoda-ku, Tokyo
History May 1968: Tohmatsu Awoki & Co. established
May 1975: Joined Touche Ross International (TRI) (currently Deloitte Touche Tohmatsu Limited (DTTL)) alliance
Feb. 1990: Changed name to Tohmatsu & Co.
July 2009: Transitioned to a limited liability company and changed name to Deloitte Touche Tohmatsu LLC
Summary Capital: ¥1,007 million
Partners (CPAs): 532 persons
Non-CPA partners: 54 persons
Staff CPAs: 2,797 persons
Successful CPA exam candidates, etc.: 1,143 persons (including junior accountants)
Other specialists: 2,125 persons
Other staff: 166 persons
Total: 6,817 persons
Companies involved in audits: 3,339 companies (as of May 31, 2018)

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Outline of audit activities

The Audit and Supervisory Board reviewed risks and issues in the four areas, namely (1) Directors, (2) Business execution, (3) Internal audit, and (4) Accounting audit, and formulated annual activity plans. Outline of audit activities in each of these areas are illustrated as follows. Audit and Supervisory Board Members pointed out the issues and provided suggestions to Directors and business divisions, concerning the matters brought to our attention through these audit activities. With respect to the issues regarding the circumstances and response to the financial irregularities at a sales subsidiary in India and the subsequent conditions, etc., Audit and Supervisory Members made sure to stay updated on the latest development, by requesting explanation from the Directors, Executive Officers, and the employees concerned, etc., as well as attending the relevant meetings, in addition to the audit activities as illustrated as follows.

Notes on the Audit Performance

The Audit and Supervisory Board prepared the Audit Report on the following; (i) Methods and contents of the Audit employed by the Audit and Supervisory Board Members and the Audit and Supervisory Board, and (ii) Audit results. With respect to (i) Methods and contents of the Audit employed by the Audit and Supervisory Board Members and the Audit and Supervisory Board, the Board decided to voluntarily prepare and disclose these Notes in the year ended March 31, 2018, as complementary material to the Audit Report, in order to enhance the effectiveness of the dialogue with stakeholders including shareholders, based on the belief that it is crucial to provide more concrete explanation, to enhance audit transparency.

Notes on the Audit Performance