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    Interview with Outside Director

“E-I-S-A-I”: Excellence, Innovation, Satisfaction, Ability, and Imagination
Outside Director
(Chair of Compensation Committee)
Ko-Yung Tung

Personal history

1. You have been an Outside Director for three years now. What are your views on Eisai in light of your extensive experience in international business and international relations?
Ko:  Eisai is not only an extremely impressive company, it also has a unique culture. This assessment is based on my various experiences as a board member of many Western companies as well as many years as legal counsel to many Japanese and other international companies.
What makes Eisai so unique? I believe that it is Eisai's human health care (hhc) concept. This is not something that is simply published in materials about the company. Every member of Eisai, from the President on down to the youngest staff, holds this concept close to his or her heart. A company is defined not only by what it makes or does, but more importantly by its people and what they believe. Despite the different countries, personalities and backgrounds among over 10,000 employees at Eisai, all of them have one thing in common - a commitment to hhc. hhc puts Eisai's patients as the ultimate goal of the company. From this fundamental mission flow other important goals - shareholders' value, quality control, product excellence, community care, employee welfare, and demanding corporate governance, among other byproducts. This defines Eisai's unique culture.
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2. What is your impression of corporate governance at Eisai?
Ko:  As I mentioned above, I believe that Eisai's corporate governance is a natural consequence of its commitment to hhc. hhc cannot be attained with the highest level of corporate governance that assures that the company looks after the interests of the stakeholders, including the shareholders, the patients, and employees. That is why, I believe, Eisai chose to adopt the “Company with Committees System” in June 2004; at that time, it was still extremely rare for Japanese companies to choose this governance approach. Despite the prevailing corporate culture in Japan, Eisai pressed ahead with moves to diversify its director appointments, with seven out of eleven being Outside Directors, each being independent and representing different perspectives, expertise and experiences. I'm happy to note that at the last Annual Shareholders' Meeting, a woman has joined us on the Board. I hope that there will be further diversification on the Board as diversity of opinions will make Eisai a stronger company as it strives to be a world's leading company.
One of the primary roles of the Board of Directors is to supervise the operations managed by the executive team. Eisai has established a working environment that equips the Outside Directors with the necessary information to fulfill this supervisory function. The executive officers supply detailed materials for review and provide in-depth briefings on the agenda items and the issues involved ahead of time. Another role, and perhaps a more important one, of the Board, especially for the Outside Directors, is to provide imagination and vision to Eisai's executives. If it is only for supervision of the executives, the directors can all be corporate managers. However, Eisai has outside directors who are independent with a variety of backgrounds, experiences, expertise and perspectives so that they can offer their individual opinions to help guide Eisai to be an innovative, world-class company and world citizen.
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3. What do you think Eisai needs to do to gain a competitive edge in the global market?
Ko:  I think it is vital to build a creative environment where both employees and management can generate various ideas, if Eisai is to continue growing in the global market.
Eisai has a unique corporate culture, and also has vast potential with room for further improvement in both business operations and corporate governance. At the Board Meetings, I would like to be involved in more in-depth discussions on how Eisai can improve its competitive edge in the global market. As an Outside Director, I want to work to create an environment where other executives and employees can create various ideas for the business.
As I said at the opening dinner for the European Knowledge Center, “EISAI” stands for E for “excellence,” I for “innovation,” S for “satisfaction,” A for “ability,” and I for “imagination.” Those are, I believe, the ingredients to Eisai's success.
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[Personal history]
Feb. 1973 Associate, Debevoise & Plimpton LLP
Jul. 1976 Founder and Partner, Tung, Drabkin & Boynton
Jul. 1985 Partner, O'Melveny & Myers LLP
Dec. 1999 Vice President and General Counsel, World Bank
Apr. 2000 Secretary-General, International Centre for Settlement of Investment Disputes
May. 2005 Senior Counselor, Morrison & Foerster LLP (current)
Jan. 2006 Visiting Professor, Yale Law School (current)
Jun. 2006 Director of the Company (current), Member of Nomination Committee (current), Member of Compensation Committee, and Member of Independent Committee of Outside Directors (current)
Jun. 2008 Chair of Compensation Committee of the Company (current)
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