CA2006 s172 Duty to promote the success of the Company

The directors of Canon Medical Systems Ltd have acted 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 (amongst other matters) to:

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

This section of the Strategic report describes how the directors have had regard to the above matters and forms the directors statement required by The Companies Act 2006.

Stakeholder Engagement

The Directors have taken into account the views and interests of a wide range of stakeholders, including CMSUK’s parent companies, its workforce, customers, suppliers and the wider environment and community.

Considering and balancing this broad range of viewpoints is important to the Director’s decision making process, to promote the long term success of the business.

The Directors consider and discuss information from across the organisation to help them understand the impact of the Company’s strategies and operations. They also review strategy, operational and financial performance, as well as information covering areas such as key risks and legal and regulatory compliance. Much of this information is provided through the channel of a monthly meeting of operational managers representing all areas of the business.

Financial performance, customer satisfaction, logistics, outside influences such as Brexit, clinical trends, and challenges the company is facing at any time and plans to resolve these.

Resultantly, the Directors consider the governance, employee satisfaction and customer satisfaction of the company to be well managed and handled appropriately.

Immediate and Ultimate Parent Companies

CMSUK is a wholly owned subsidiary of Canon Medical Systems Europe BV, and its ultimate parent is Canon Inc. The Directors have a legal and financial duty to engage regularly with these organisations.

Engagement happens on a two-way consistent and regular basis, through weekly/monthly meetings to update on strategy and performance and ongoing feedback on operational matters.

Through a formal two-way budget process twice per year the opportunities and threats, and risks and challenges of the company are presented, and discussed, between Canon Medical Systems UK and its parent company, which ensures alignment both of strategy and culture. This combined with periodic research of the market trends combined with close surveillance of regulatory and legal developments leads the directors to conclude that Canon Medical Systems UK is in control of a progressively successful outcome for the company for the foreseeable future.


‘Colleagues’ means all members of the workforce (employees, agency workers and contractors). CMSUK’s colleagues are central to everything the Company stands for and achieves. Investment in colleagues protects and strengthens the culture and supports CMSUK’s long term strategy and vision. CMSUK’s employee core values which underpin everything else are trust, quality, care and empowerment.

The Company is committed to being the best employer in the sector and achieves this through recruiting the most exceptional individuals, offering competitive remuneration and benefits, and always keeping colleagues’ wellbeing at the forefront. CMSUK conducts comprehensive employee engagement surveys and has developed a number of ongoing initiatives to improve satisfaction, motivation and engagement based on the results of these.

During 2019, the Directors engaged with colleagues directly during a number of Company Roadshows, an annual Company Event and monthly video updates.

A selection of managers representing colleagues from all areas of the business meet monthly to discuss any operational issues, and offer a two way communication between the Directors and the wider organisation. Directors engage with this group on topics of strategic interest and outputs are reported back to the Directors for consideration.

Local challenges in various parts of our workplace both office and field based. Concerns raised included: company car policy as the technology and environmental challenges progress with speed, employee ideas for innovation captured, developing customer trends with innovation in clinical demands and techniques.

Constant engagement with employees keeps the companies finger on the pulse of trends evolving in the marketplace and allows the company to adapt with high agility to maintain high relevance with its products and services.


As a Company in the healthcare sector, CMSUK’s customers are central to everything the Company does. CMSUK’s mission is to deliver clinical excellence at the forefront of diagnostic imaging technology and to be committed to offering the best service and customer support possible.

Engagement for CMSUK and its customer base are multi-layered. Firstly, there is an independently run full and deep customer satisfaction survey undertaken every two years. This provides granular data on all the items where customer satisfaction is high and in the most recent survey customer satisfaction ranked at 98 to 100% ‘good to excellent’ for CMSUK’s products and also staff. Moreover, after each key customer intervention there is a ‘spot check’ customer satisfaction opportunity where scores are repeatedly 9.6 to 10.0 out of a maximum available ten.

CMSUK’s customer base is predominantly (90%) NHS and these customers are under extreme workload and time pressure. Machine uptime therefore and high quality service delivery resultantly are critical.

CMSUK is an open-loop constantly learning organisation and subsequently it is key to the company’s culture to constantly review and improve all aspects of service delivery. Much of this is captured through the various ISO standards from 9001 to 14001 to 18001 as well as carbon zero operations under PAS 2060, where constant improvement objectives are set and met.


The Directors recognise the key role suppliers play in ensuring CMSUK delivers an exceptional service to its customers. The Company is selective about the suppliers it engages to ensure quality is always a priority and endeavours to treat its suppliers as valued stakeholders. CMSUK submits regular payment practices reports and has made improvements in average payment times and query resolution throughout the year.

Community and Environment

Canon Medical Systems CSR commitments in the UK reach far beyond the products and services provided. Made for Life is a philosophy and tangible series of global, international and national CSR initiatives which focuses on the health of the environment and creating a better society for people in the UK and developing nations.

The Directors have implemented a number of CSR initiatives over recent years, including:

  • CMSUK’s Carbon Zero programme which not only gives CMSUK Carbon neutral status, but also funds a number of projects in developing countries including Uganda and Kenya via cooking stoves and water boreholes. During 2019, a group of CMSUK employees visited Uganda to see the work that was being done there and to meet some of the families benefiting from these projects.
  • CMSUK are proud sponsors of the Support Dogs, a national charity which specialises in training dogs to ensure the safety, independence and wellbeing of people living with epilepsy, autism or disabilities.
  • CMSUK are working, in association with the professional basketball team Sheffield Sharks, to deliver a unique programme called ‘Respect’ which focuses on improving the opportunities for young people to break away from a cycle of disadvantage, giving hope and confidence, plus practical skills to better opportunities in life. The RESPECT programme delivered by Sheffield Sharks is about striving for the greater good. It mirrors CMSUK’s own Japanese business culture and the philosophy behind the long-standing ‘Made for Life’ vision of building relationships that rely on trust, respect and transparency to improve life for all. During 2019, enough money was raised by employees and directors during a charity auction at a Company social event for a minibus to be purchased and donated to the RESPECT programme.



The framework for principal decisions is driven by the specific circumstances of the company. The following is considered, when material to the Company:

  • New strategy or a refresh as well as mid-term plan scoping
  • Capital allocation decisions, including payment of dividends and pension funding
  • Material corporate activity including acquisitions and disposals
  • Large scale or departmental restructuring
  • Board appointment
  • Decisions relating to major regulatory or legal matters
  • Risk register updated quarterly with mitigation actions
  • Investments required to develop new strategies and tools
  • Investments needs in personnel: either expansion or development
  • Decisions needed for new opportunities and partnerships
  • Investment needs in research and development


CMSUK is proud of its heritage in research and development at a local level. Whereby key products are developed overseas, the actual application of those products and services in partnership with NHS Trusts and Universities in the UK is key to the company’s desire to understand:

  • Constantly evolving clinical applications for the benefit of patient safety
  • Constantly evolving clinical applications for faster and more accurate diagnosis
  • Constantly evolving technology applications such as Artificial Intelligence to assist doctors
  • New and developing knowledge of disease processes
  • Urgently developing societal needs to understand lifestyle choice impacts on well being


CMSUK has and is currently sponsoring numerous Research Fellow and PhD students around the UK, as well as investing in the associated new technologies to assist this knowledge economy. This contribution is culturally important to CMSUK and moreover beneficial in the company’s understanding of new techniques, and opportunities, whereby the company can remain at the forefront of innovation for the benefit of all.