Ryohin Keikaku Co., Ltd.

Governance

Internal Control

Internal Control Systems

The Ryohin Keikaku Group has established a “Basic Policy for the Development of an Internal Control System” and, based on this policy, has developed internal control systems to ensure compliance with laws and regulations, operational efficiency, reliability of financial reporting and asset protection.

Internal Audit and Operation System

The Company has established the Internal Audit Office as its internal audit division, and it currently consists of 13 members (ss of the end of August 2025). The Internal Audit Office audits compliance with internal regulations and manuals at stores and headquarters, as well as the appropriateness and effectiveness of all business activities and procedures. The office also reports regularly to the representative director and the Board of Directors.

Risk Management System

Risk management in the Ryohin Keikaku Group is overseen by the Compliance and Risk Management Committee under the supervision of the Board of Directors. The Compliance and Risk Management Committee, chaired by a director of the Company, meets regularly to gather information on compliance and risks and to further discuss important issues. Matters discussed by the committee are regularly reported to the president & representative director and the Board of Directors. The content of discussions is also communicated to directors and corporate auditors. The Compliance and Risk Management Committee is independent of the Board of Auditors and is chaired by a different person from the chairman of the Board of Auditors.

Auditing System

As independent individuals entrusted by shareholders, corporate auditors are responsible for auditing the execution of duties by directors in order to ensure the sound and sustainable growth of the Company and to establish a robust corporate governance system that earns the trust of society. In order to fulfill these responsibilities, corporate auditors attend meetings of the Board of Directors and other important meetings, review the deliberations of the Board of Directors and the content of reports, investigate the status of the Company’s operations and assets and take necessary actions in a timely manner. Auditors meet regularly with the representative director to confirm management policies and to exchange opinions on issues that need to be addressed by the Company, risks and other important auditing matters.

Internal Control | Ryohin Keikaku Co., Ltd.