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Section 172(1) statement

When making decisions, the Directors of the Kyowa Kirin International group (the “KKI Group”) (which includes the subsidiaries Kyowa Kirin Services Ltd and Kyowa Kirin Limited) must act in a way they consider, in good faith, is most likely to promote the success of the Company for the benefit of its members as a whole, while also considering the broad range of stakeholders who interact with and are impacted by our business. Throughout the year, while discharging their duties, section 172(1) requires a director to have regard, amongst other matters, to the:

  • likely consequences of any decisions in the long term
  • interests of the company’s employees
  • need to foster the company’s business relationships with suppliers, customers and others
  • impact of the company’s operations on the community and environment
  • desirability of the company maintaining a reputation for high standards of business conduct and
  • need to act fairly as between members of the company.

In discharging their s.172(1) duties the Directors have had regard to the factors set out above, as well as other factors relevant to the decisions being made. The Board acknowledges that every decision made will not necessarily result in a positive outcome for all stakeholders. By considering our Purpose and Values, together with our strategic priorities, the Board aims to ensure that the decisions made are consistent and intended to promote the Company’s long-term success.

Examples of how the Directors have engaged with the Company’s stakeholders with regard to section 172(1) (a) to (f) are detailed below:

Our ultimate shareholders, through our parent company, are in regular communication with the Board. Performance metrics and updates are provided through established mechanisms. The KKI Group Board meets regularly with Kyowa Kirin Co., Ltd. The Board has embraced the vision and strategy to maximise shareholder value.

The Board strives to maintain and develop a culture where everyone feels valued and included. The Board has engaged with employees via a variety of channels. Regular “Town Hall” meetings have taken place, both virtually and in-person, where the Board has shared its strategic vision, where employees are able to learn about the patient journey and where Q&A sessions are delivered. Feedback from employees is actively encouraged and is considered a key driver in developing our business activities, processes and workplace environment. Initiatives to encourage wellbeing are well established and continue to evolve and are strongly influenced by the workforce. Professional and personal development of employees is viewed as fundamental to the continued success of the company and our revised Development & Performance Management seek to promote this.

Suppliers, customers and others
The Board recognises that as a pharmaceutical company it is crucial that we deliver a reliable service to our customers and patients. This year, Brexit has created additional challenges to ensuring the supply of medicines to patients across the regions in which we operate. To ensure continuity of service, we have developed new business models, revised the way we work with suppliers and partners and fostered new relationships. Strong relationships with suppliers are crucial to ensure a continuity of service to our patients.

As a pharmaceutical company it is essential that we fully comply with regulations across a variety of territories. The Board regards compliance with the upmost importance and this message is delivered and followed by all facets of the business. Internal Audit and Compliance functions report to the Board on a regular basis and strong Whistleblowing policies have been adopted. Training and monitoring is continually developed and open communication between the Board and stakeholders is encouraged.

Community and environment
The role of the KKI Group in supporting the communities in which we operate is an ever-present topic of discussion. It is recognised that climate change is of considerable importance and as such the business continually reviews the way it operates with regards to our carbon footprint. Kyowa Kirin has a wide-ranging global presence. The necessity of air travel between Kyowa Kirin sites is always considered and videoconferencing is promoted where practical.

The Company and our employees are always energised to engage with local community groups, projects and charities to help achieve successful outcomes.

Furthermore, in response to the COVID-19 pandemic, the KKI Group has responded pragmatically to engage and consider the key stakeholder groups mentioned above.