Management Policy

Shareholder Return Basic Policy

We consider returning profits to our shareholders as an important management issue, and we aim to continuously and stably strengthen shareholder returns by enhancing corporate value and stock value. Regarding dividends, we determine the dividend amount with a target DOE (Dividend on Equity) of 5.0% or higher.

1. Dividend of Surplus

Regarding the dividend of surplus, although our Articles of Incorporation stipulate that we may pay interim dividends as provided for in Article 454, Paragraph 5 of the Companies Act, our basic policy is to pay dividends once a year at the end of the fiscal year to ensure fair dividends based on our performance.

2. Profit Return and Internal Reserves

By balancing profit returns and internal reserves, we aim to secure and develop excellent human resources, enhance recognition, strengthen sales, and expand sales promotion. Furthermore, by prioritizing swift responses to investment opportunities related to future business expansion, we will strive to further enhance our corporate value and performance.

Basic Environmental Policy

Our company positions the harmony between environmental conservation and business activities as one of the important management issues, and based on this policy, we will contribute to the realization of a rich social environment.

1. Raising Awareness of Environmental Conservation

We will work to raise employees' awareness of environmental conservation and reduce the use of resources and energy in daily operations.

2. Efficient Use of Resources

We will work on reducing waste generation, reusing resources, and recycling (reduce, reuse, recycle) to contribute to the formation of a recycling-oriented society.

3. Proper Disposal

If medical waste is generated in our business activities, we will ensure proper disposal.

4. Compliance

We will comply with environmental laws and regulations, various guidelines, internal rules, and environmental contracts concluded with customers or external related organizations.

5. Continuous Improvement

If there are changes in the global environmental situation or social demands, we will review this policy as necessary.

Basic Policy on Personal Information Protection

Our company recognizes the importance of personal information protection, establishes a policy for personal information protection, and strives for appropriate protection of personal information with officers and employees working together.
Regarding the collection, use, provision, and management methods of personal information, we have established and will implement the following regulations on education, training, auditing, etc. as a means to ensure effectiveness.

1. Collection of Personal Information

When collecting personal information, we will do so only with the consent of the individual, using lawful and fair means.
When collecting, we will clearly state the purpose of use and limit it to the scope of information necessary to achieve that purpose.
We will not collect information that may infringe on an individual's interests unless there is clear consent from the individual or legal backing.

2. Use of Personal Information

When our company accepts or outsources tasks involving the processing of personal information, we will clearly define and follow provisions regarding the confidentiality of personal information, matters related to subcontracting, sharing of responsibilities in case of accidents, and the return and deletion of personal information at the end of the contract.
When using personal information, we will use it within the scope of consent obtained from the individual.

3. Shareholder Personal Information

The purposes of using shareholder personal information held by our company are as follows:
(1) For the exercise of rights and fulfillment of obligations based on the Companies Act
(2) To provide various conveniences from the company to shareholders
(3) To implement various measures to facilitate the relationship between shareholders and the company
(4) For shareholder management, such as creating shareholder data according to prescribed standards based on various laws

4. Provision of Personal Information

Our company will not provide personal information to third parties without the consent of the individual. However, we may unavoidably provide it when required by law or when necessary for the protection of life, body, or property, and it is difficult to obtain the consent of the individual.

5. Management of Personal Information

Personal information obtained by our company when collecting or accepting work from external sources will be kept in an accurate state, and measures will be taken to prevent unauthorized access, loss, destruction, falsification, and leakage.
When accepting work from external sources that involves the processing of personal information, we will confirm that the consignor has obtained the consent of the individual and collected the information through lawful and fair means.
Our company will appoint a management supervisor for each unit of work that handles personal information, and will practice and comply with this policy.
In the event of unauthorized access, loss, destruction, falsification, or leakage of personal information, or non-compliance with laws and regulations in the personal information management system, we will investigate the cause and make corrections.

6. Response to Complaints and Consultations from Individuals

We will strive to respond promptly, within a reasonable scope, to complaints and consultations from individuals regarding the handling of personal information.

7. Laws, Guidelines Established by the Government, and Other Norms

Our company will comply with Japanese laws, guidelines established by the government, and other norms related to the protection of personal information.

8. Continuous Improvement of Personal Information Protection Management System

Our company will regularly review and continuously improve the personal information protection management system in light of changes in social conditions.

Basic Policy on Handling Specific Personal Information

Our company has established and will implement the following regulations regarding the handling of specific personal information.

1. Proper Handling of Specific Personal Information

Our company will properly handle specific personal information in compliance with the "Act on the Use of Numbers to Identify a Specific Individual in Administrative Procedures," the "Act on the Protection of Personal Information," and the "Guidelines for Proper Handling of Specific Personal Information (Business Operator Edition)."

2. Security Management Measures for Specific Personal Information

Our company has established "Detailed Rules for Handling Individual Numbers and Specific Personal Information" regarding security management measures for specific personal information.

3. About Our Contact Point

For questions regarding the handling of individual numbers and specific personal information at our company, please contact the following:

DVx Inc.
General Affairs Section, Management Administration Department 03-5985-6827

Basic Personnel Policy

As lifestyles and values diversify, and with the IT transformation of business operations, the basic requirements of business continue to change, such as increased demand for speed and accuracy. In an environment that changes moment by moment, our company must be an organization composed of employees who are resilient to change in order to maintain sustainable growth in the medical-related business. Therefore, with the aim of becoming employees and an organization that are resilient to change, we have established the following basic policies in our personnel strategy.

1. A Company is Its People

To practice the principle that "a company is its people," we seek diverse talent and create an organization that leverages each individual's uniqueness for business growth, while sharing information to maintain rapid decision-making and conducting efficient organizational management.

2. Capability Development

We measure the capabilities and potential of our people and organization, and steadily strengthen both our human resources and organizational structure. We also provide an environment where employees can challenge themselves toward growth.

3. Sustainable Work Environment

We provide a sustainable work environment where employees can continue to work energetically, through measures such as applying work hours according to employee circumstances including statutory leave and time off, adjusting workload according to health conditions, and establishing new systems.

Information Disclosure Basic Policy

Our company aims to maximize corporate value and achieve long-term and stable returns to shareholders. Under our management philosophy of "human-friendly healthcare," we have established a basic policy to provide timely information to all stakeholders based on transparency, fairness, and continuity, while complying with relevant laws such as the Companies Act and the Financial Instruments and Exchange Act, as well as the timely disclosure rules set by the Tokyo Stock Exchange.

1. System for Executing Timely Disclosure Operations

For timely disclosure operations, we have established detailed rules for important information disclosure, and maintain consistency and uniformity in information disclosure by conducting it under the responsibility of the officer in charge of information disclosure. In addition, important information that should be disclosed in a timely manner is promptly disclosed after a decision by the President or the Board of Directors.

2. Method of Information Disclosure

Disclosure of important information, such as material facts stipulated in the timely disclosure rules, is made on "TDnet" provided by the stock exchange. In addition, published information will be posted on our company website in a timely manner.
Even for information that does not fall under the category of important information, if it is deemed useful for understanding our company, we will actively disclose it through our company website and other means.

3. Development of Disclosure System

To ensure the comprehensiveness, appropriateness, and timeliness of information disclosure, we will build internal controls and disclosure controls. We will also collaborate with the Audit and Supervisory Committee and external experts to enhance the validity and operational effectiveness of the control system.

4. Quiet Period Regarding Financial Results

To prevent leakage of financial information and maintain fairness in disclosure, we designate the period from the day after each quarterly financial closing date to the day of the financial results announcement as a quiet period, during which we refrain from commenting on or answering questions about the financial results. However, if during this period there is a prospect of significant deviation from the already announced performance forecast, we will make appropriate announcements in accordance with the timely disclosure rules. Even during the quiet period, we will respond to questions limited to the company's management strategies that are not related to financial results.

5. Matters Concerning Performance Forecasts and Future Predictions

Among the management plans, future outlook, strategies, etc. posted on our company website, those other than those related to past or present facts are forecasts regarding future performance, and these are based on judgments and assumptions based on information available at this time. Therefore, actual performance may differ from these results due to various risks, fluctuations in uncertain factors, economic conditions, etc.

6. Disclosure of Information Regarding Performance for Unpublished Financial Periods

Regardless of the nature of the information (quantitative or qualitative) or the method of disclosure (oral, written, or electronic), we will not disclose information regarding the performance of unpublished financial periods (quarterly or annual). Information that is exceptionally disclosed will be posted on our company website, and we will respond to questions within the scope of the disclosed information.

Basic Policy on Information Security

As an organization involved in healthcare, our company considers trust from medical facilities, healthcare professionals, and patients as our top priority, and establishes the following as our basic policy for handling information assets from the perspectives of confidentiality, integrity, and availability.

1. Basic Statement

Our company will appropriately protect important information assets within the scope of application from all threats, whether intentional or accidental, and achieve our business objectives.

2. Compliance

Our company recognizes the importance of information security and complies with laws and guidelines that we should follow, our articles of incorporation and work rules, and information security-related contracts concluded with customer medical facilities, patients, and external related organizations.

3. Management Responsibilities and Obligations

We recognize the appropriate protection of information assets as an important management issue and allocate necessary management resources.
We understand and comply with contracts agreed upon with customer medical facilities, patients, and external related organizations regarding information that should be protected, and if the content is insufficient for the purpose of each other's operations, we will make appropriate modifications and strive to build mutual trust relationships and achieve mutual prosperity.
We will establish an Information Security Liaison Committee and implement the establishment, introduction, operation, monitoring, maintenance, and improvement of information security across the entire company.
We will guide employees and related departments to follow appropriate standards and implementation procedures based on this policy.

4. Employee Responsibilities and Obligations

We fully understand the importance of complying with this policy and appropriately protecting information assets, and put it into practice.
When an accident occurs or a vulnerability to a threat is discovered, we are responsible for promptly reporting it to the Information Systems Department, directly or indirectly, and will not engage in actions that increase risks to information assets that should be protected.

5. Risk Assessment

For information assets that should be protected, we anticipate threats to confidentiality, integrity, and availability, and evaluate vulnerabilities to these threats. Based on this assessment, we will develop and implement control measures to protect and maintain the confidentiality, integrity, and availability of each information asset.

6. Internal Audit System

Our company regularly conducts system audits by the internal audit department to confirm compliance with this policy.

7. Penalty Provisions

If an employee acts contrary to this policy and causes damage to information assets, the employee who committed the act will be subject to disciplinary action and legal action.

8. Management Review

We will review this policy periodically or when necessary. If changes to this policy occur, we will review related regulations, procedure manuals, etc.
If this policy is reviewed, we will confirm the validity of regulations based on this basic policy.

Basic Policy on Internal Control System

Based on the Companies Act and the Financial Instruments and Exchange Act, our company has established the following basic policy for developing and operating a system to ensure the appropriateness of our business operations.

1. System to Ensure that the Execution of Duties by Directors and Employees Complies with Laws and Regulations and the Articles of Incorporation

(1) Our company recognizes that compliance with laws and regulations is a prerequisite for all corporate activities, and has established the "Compliance Manual" and "DVx Behavioral Guidelines" as standards for directors and employees to act in accordance with corporate philosophy, social norms, and ethics, as well as to comply with laws, regulations, internal rules, and industry self-regulations, and ensures thorough awareness.

(2) The Risk and Compliance Committee conducts risk assessments including compliance and fraudulent acts, and formulates company-wide initiatives aimed at establishing and promoting a compliance system.

(3) To ensure thorough compliance, the Management Administration Department oversees compliance initiatives across the organization and provides education and awareness.

(4) To check whether employees are performing their duties appropriately without violating laws and regulations, the Internal Audit Office conducts operational audits and reports the audit content to the Representative Director and the Board of Directors.

(5) Based on the internal whistleblowing regulations, we have established a system for reporting acts that violate laws and regulations or unethical acts, and promote its use.

(6) We respond organizationally with a firm stance against antisocial forces that threaten social order and sound corporate activities.

2. System for Storage and Management of Information Related to the Execution of Duties by Directors

Records of decision-making at important meetings such as the Board of Directors, and important documents and information (including electromagnetic records) related to the execution of duties by directors, are appropriately stored and managed in accordance with laws and regulations and information security regulations.

3. Regulations and Other Systems for Managing the Risk of Loss

Based on the Risk Management Regulations, the Risk and Compliance Committee conducts cross-organizational risk management, taking into account our company's growth scale, market changes, etc.

4. System to Ensure Efficient Execution of Duties by Directors

(1) To ensure that directors' duties are executed appropriately and efficiently, we establish Board of Directors Regulations, Authority Regulations, and Business Division Regulations to clarify authority and responsibility.

(2) The Board of Directors requests reports on the progress from each responsible director and executive officer based on the annual plan and medium-term management plan, discusses issues that have arisen, and takes necessary measures.

(3) The Representative Director and directors and executive officers in charge of each department regularly hold management meetings to discuss matters necessary for management and issues in the execution of duties.

5. System to Ensure the Appropriateness of Business Operations in the Corporate Group Consisting of Our Company and Its Parent Company and Subsidiaries

The Company has established the “Affiliated Company Management Regulations” to ensure that decisions on important matters concerning business operations, including those of subsidiaries and affiliated companies, are subject to prior approval or prior reporting to the Company.
As necessary, the Company dispatches its officers or employees to serve as directors or auditors of subsidiaries, thereby establishing a comprehensive management system under the Company's oversight.

6. Matters Concerning Directors and Employees Who Should Assist the Audit and Supervisory Committee in Its Duties

The Audit and Supervisory Committee appoints a full-time Audit and Supervisory Committee member to enhance the effectiveness of its duties. If the Audit and Supervisory Committee requests to appoint employees to assist in its duties, employees to assist will be appointed after consultation with the Audit and Supervisory Committee.

7. Matters Concerning Independence of the Directors and Employees in the Preceding Item from Other Directors (Excluding Directors Who Are Audit and Supervisory Committee Members) and Ensuring the Effectiveness of Instructions from the Audit and Supervisory Committee to Such Directors and Employees

Personnel transfers, evaluations, etc. of employees who assist the Audit and Supervisory Committee in its audit duties require the consent of the Audit and Supervisory Committee. Within the scope of audit duties, such employees shall work outside the direction of directors (excluding directors who are Audit and Supervisory Committee members) and follow the instructions of Audit and Supervisory Committee members.

8. System for Directors (Excluding Directors Who Are Audit and Supervisory Committee Members) and Employees to Report to the Audit and Supervisory Committee

(1) Directors and employees shall promptly report to the Audit and Supervisory Committee in the following cases:
  ・When they discover facts that may cause significant damage to the company
  ・When they discover fraudulent acts related to the execution of duties by directors
  ・When they discover important facts that violate laws or the Articles of Incorporation

(2) In addition to (1) above, our company has established a whistleblowing system based on internal whistleblowing regulations, and directors and employees can report illegal acts, etc. to the Internal Audit Office or outside Audit and Supervisory Committee members.

(3) Directors shall report on the status of execution of their assigned duties at the Board of Directors meetings.

(4) Notwithstanding (1) through (3) above, the Audit and Supervisory Committee may request reports from directors and employees as necessary.

9. System to Ensure that Persons Who Make Reports in the Preceding Item Do Not Receive Unfavorable Treatment for Making Such Reports

Our company shall not subject persons who have made reports in the preceding item to unfavorable treatment for having made such reports.

10. Matters Concerning the Policy for Handling Expenses or Debts Incurred in the Execution of Duties by Audit and Supervisory Committee Members (Limited to Those Related to the Execution of Duties by the Audit and Supervisory Committee), Including Procedures for Advance Payment or Reimbursement

When an Audit and Supervisory Committee member requests advance payment or reimbursement of expenses incurred in the execution of their duties, such expenses or debts shall be processed unless they are deemed unnecessary for the execution of the duties of the Audit and Supervisory Committee member.

11. Other Systems to Ensure Effective Audits by the Audit and Supervisory Committee

(1) The Audit and Supervisory Committee regularly exchanges opinions with the Representative Director to deepen mutual understanding of issues that the company should address and important audit issues.

(2) The Audit and Supervisory Committee receives reports on internal audit results from the Internal Audit Office and regularly exchanges opinions with the Internal Audit Office and accounting auditors to maintain close cooperation.

12. System to Ensure the Appropriateness of Financial Reporting

To ensure the appropriateness of financial reporting, our company effectively and appropriately operates the internal control reporting system based on the Financial Instruments and Exchange Act and related laws and regulations, continuously develops, evaluates operations, and confirms effectiveness, and makes improvements if necessary.