The Board’s Statement on s172
The Board of Directors, in line with their duties under s172 of the Companies Act 2006, act in a way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, and in doing so have regard to a range of matters when making decisions for the long term. Key decisions and matters that are of strategic importance to the Company are appropriately informed by s172 factors.
In doing so, the directors must have regard (among other matters) to:
- The need to create an effective environment for all shareholders of the Company and act fairly.
- Promote Patient care & improve access to Healthcare
- The likely consequences of any decision in the long term
- The interest of the Company’s employees and their continued engagement
- The need to foster business relationships with suppliers, manufacturers, logistics service suppliers, patients, regulators and others.
- Recognising our Corporate Social Responsibility (CSR) for any impacts that our decisions and the business activities have on society and the environment
- Commitment to increased transparency within the pharmaceutical industry and to strengthening the public trust in the relationships between pharmaceutical companies and HCPs and HCOs
- The need to actively manages distribution channels so that products are delivered to suppliers in a timely manner.
The Company adheres to the established Corporate Governance Guidelines of Astellas Pharma Inc., which clarifies the basic views and guidelines of the Company’s corporate governance. Further information can be obtained from the annual accounts and other information published on the Group’s website www.astellas.com.
Key Stakeholders
Our People
Astellas recognises employees as important stakeholders. The company has open and direct relations with its employees via various channels of communications whether informal or formal. Support services are also available with a designated HR department dealing with all human resource scenarios. The company actively encourages training and development. We are working to train employees and strengthen their competitiveness.
Astellas is fostering a corporate culture that aims to align the aspirations of its diverse employees in one direction to realise its business philosophy. Designated systems have been implemented to give employees every opportunity to succeed.
Clients, Customers, Suppliers and Partners
Astellas is committed to fulfilling its social responsibilities in the course of conducting business activities.
Health and safety are paramount in all areas of the supply chain and value chain, from research and development to the provision of product information. We also endeavour to ensure compliance with all relevant laws and regulations in the form of training and company announcements. The company is always making sure product safety is key.
Patients
Astellas’ raison d’être is to “contribute toward improving the health of people around the world through the provision of innovative and reliable pharmaceutical products.”
Astellas stands on the forefront of healthcare. The company and group actively seek opportunities to turn innovative science into value for patients. The keys to our success will be our Focus Areas, Principles of Activity, and Drivers, which describe where we should create value and how we should act to realise that value.
This process originates with advances in science, and Astellas then allocates sufficient funds and implements measures to satisfy the requests and expectations of stakeholders. By creating value for patients, through this process, we will generate funds to sustain the next phase of growth and provide returns to stakeholders.
Environment & Society
At Astellas, we recognise our Corporate Social Responsibility (CSR) as our responsibility for any impacts that our decisions and the business activities have on society and the environment.
Engagement comes in various forms with various stakeholders to enhance the sustainability of society by fulfilling our social responsibilities as a pharmaceutical company: for example, providing pharmaceutical products that satisfy unmet medical needs. As a result, we earn trust from society for both the Company and our products, which enhances our sustainability.
The company and group have established five fields of CSR based management and take a broad ranging perspective. Fields include:
- Business Activities
- Society
- Employees
- Environment
- Compliance
Further Information can be found on the company website www.astellas.com
Principal risks and uncertainties
The company has identified the principal areas of risk that it faces as:
Impact of pharmaceutical regulations
The business is subject to various regulations including medical cost containment measures. Any tightening of these could have a negative impact on earnings. More stringent regulations governing clinical development, production and distribution of pharmaceuticals could also increase costs.
Product risk
The company’s results could be adversely affected if it cannot appropriately maintain and protect patents on its leading products. If any significant product liability litigation is initiated, or if our products cause unexpected adverse effects then this too could have a negative impact on earnings.
In addition, technology is rapidly advancing, and the company faces intensifying competition. If rivals launch highly competitive peer products, the company’s business results could be adversely affected.
Financial instrument risk
The company has established a risk and financial management framework whose primary objectives are to protect the company from events that hinder the achievement of the company’s performance objectives. The objectives aim to limit undue counterparty exposure, ensure sufficient working capital exists and monitor the management of risk at a business unit level.
Liquidity risk
Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities.
The company manages its cash flow in order to maximise interest income and minimise interest expense, whilst ensuring the company has sufficient liquid resources to meet the operating needs of the business. The directors have received confirmation from the Astellas Group that financial support will be provided for the foreseeable future.
Credit risk
Credit risk is the risk that one party to a financial instrument will cause a financial loss for that other party by failing to discharge an obligation. Company policies are aimed at minimising such losses and require that deferred terms are only granted to customers who demonstrate an appropriate payment history and satisfy credit worthiness procedures, such as conducting credit checks and other established credit control procedures.
Economic Risk
As a result of COVID-19 we have advised our employees in accordance with government guidance & restrictions. While placing the highest priority on the safety of our employees, in order to continue our social mission of ensuring a stable supply of drugs, quality control, managing safety, and providing information, our essential business continues to be carried out with strict measures taken to prevent infections.
As for the supply of products, there are currently no issues caused by COVID-19, as we have been able to manage risks around procuring and distributing finished products by closely cooperating with suppliers and manufacturers taking into account business continuity and at stable supply.
The directors are, at the date of this report, continuing to monitor the ongoing uncertainty regarding Brexit and its potential impact on the company. Although the company trades with clients and suppliers across the region, and employs staff who are EU nationals, the directors consider that the risks presented by Brexit are manageable with limited impact to business performance, as a result of the team that was established to monitor and manage the effective changes with suppliers, customers, employees and other stakeholders. As part of the Astellas network of companies, the directors consider that the company has access to sufficient expertise to manage the risks of Brexit effectively.
MAT-GB-NON-2023-00045 / October 2023