Chapter 2 Integrity and Honesty

Integrity and honesty shall be the core of ethical organizational culture that the employees are to hold. The ethical organizational culture shall function as the essential assets for the Company’s sustainable growth over the trust of customers. The employees shall comply with the following duties to make ethical organizational cultures which can be trusted by customers.

1. Living within the means

① Restricting Excessive Investments or Acts of Bearing the Obligation/Debt

The employees shall refrain from excessive investment activities deviating from their own economic ability, and shall maintain an appropriate level of liabilities by considering their ability to repay.

② Maintaining the Dignity

The employees shall have basic knowledge of ethics and law-abiding spirits required as members of the Company, and they should try not to engage in the following activities in contravention of these regulations.

1. ● Making extravagant consumption behavior deviating from their own economic ability or beyond their means
2. ● Engaging in speculative gambling or visiting gambling houses beyond the extent of the temporary entertainment
3. ● Habitually visiting harmful places likely to cause excessive drinking or social controversies, which give an inconvenience or a feeling of disgust to third parties
4. ● Driving under the influence of alcohol;
5. ● Unreasonably using the Company’s budgets or expenses, including business trip expenses and business promotion expense, for any purposes other than the original purpose.
6. ● Engaging in any other activities equivalent of the above activities.

2. Honest and Transparent Work Performance

The employees shall clearly recognize their own rights and duties, they shall not provide goods and services to customers without qualifications or authorities, and they shall communicate honestly in performing their duties.
The employees shall abstain from undermining sound market orders in making transactions with false names or borrowed names or expediently proceeding for excessive performance. The employees shall prepare and manage the materials to be submitted to the regulatory agencies and external auditors or to be announced or disclosed externally through stock exchange markets and the Internet in a timely, correct, transparent, and fair manner in accordance with relevant laws and bylaws.

Chapter 3 Prohibition of Bribery and Anti-corruption

The employees shall keep in mind that bribery or corruption goes against their duties for integrity and honesty and undermines the fairness of the business, they shall not give to or receive from customers or interested parties any gift or entertainment, and they shall not request or receive promises for themselves or third parties by taking advantage of their internal positions or titles.

1. Prohibition of Giving or Receiving Gifts or Treats

The employees shall not receive gifts or treats from their customers or interested parties. In particular, if the given situations which third parties can consider such gifts or treats may have affected the transactional judgments and decisions of the employees, the employees shall not accept any gifts and treats. However, an exception shall be made for the following cases where it is unlikely to cause conflicts of interest and can be accepted by the social norms.

1. ● Where meals are provided within the scope of customary practices while the employees are doing their jobs.
2. ● Where a host distributes gifts or items to participants uniformly in an official event related to duties.
3. ● Where gifts or promotional items are distributed to a number of random people.
4. ● In any other cases equivalent to the above activities.

2. Prohibition of Providing Gifts or Treats

Providing gifts or treats to customers or interested parties shall be prohibited in cases where a third party can consider it as bribes or requests for special consideration related to duties.

However, an exception shall be made in cases where it can be accepted by the social norms, but it shall not violate the other party’s bylaws or ethical rules in this case. In addition, providing gifts or treats to the employees one another shall be prohibited in principle, but an exception shall be made in case of expenditures for congratulations and condolences of mutual assistance if it does not go beyond the excessive level for the purpose of simple friendship.

3. Prohibition of Providing Gifts or Treats

1. ① The employees who have received gifts in violation of 『the Code of Conduct』 shall return the portion exceeding the standards or the prohibited gifts to the providers without delay.
2. ② When there are situations under which it is difficult to destroy or return the gifts of Section 1, the employees shall report to the compliance officer or the department head responsible for the Code of Ethics.
3. ③ The compliance officer or the department head responsible for the Code of Ethics may dispose of the reported gifts in accordance with Section 2 in a following way.
   1. ● The gifts shall be destroyed if they have no economic values as a result of decomposition or spoilage, etc.
   2. ● The gifts shall be donated to social welfare facilities or public organizations if the economic values of the gifts are likely to be undermined as a result of decomposition or spoilage, and etc.
   3. ● In any other cases, the gifts shall be donated to social welfare facilities or public organizations except for cases where other rules need to be applied.

Chapter 4 Obligation to Sincerely Perform Duties and Prevention of Conflicts of Interest

Conflicts of interest arise where employee’s personal interests may be considered more than the Company’s interest while they are doing their jobs. All the employees shall not place their own interests over the Company’s interests in these cases.

1. Obligation to Sincerely Perform Duties and Activities other than Duties

The employees shall not receive gifts or treats from their customers or interested parties. In particular, the employees shall not receive any gifts or treats under the circumstances where a third party can believe that such gifts or treats may have affected the transactional judgments and decisions made by the employees. However, exceptions shall be made for the following cases where it is unlikely to cause conflicts of interest and can be accepted by the social norms.

1. ● Where meals are provided within the scope of normal practices while the employees are doing their jobs.
2. ● Where a host provides articles to participants across the board in an official event related to duties;
3. ● Where souvenirs or promotional articles are provided to distribute them to many and unspecified persons; or
4. ● In any other cases equivalent to the above activities.

2. Protection of the Company’s business opportunities and assets

The employees shall not use for their own benefits or cause a third party to use the Company’s business opportunities that they have acquired by using their positions or internal information while performing their duties.

The Company’s assets shall be used for its businesses and shall not be used for private benefits of the employees.

The Company’s significant information requiring external confidentiality (for example, intrinsic information related to the Company’s business and information of the Company’s research and development) shall be strictly protected and managed under the relevant laws, bylaws, and agreement conditions, and it shall not be used for private purposes or disclosed to a third party.

Chapter 5 Mutual Respect for Employees, and Providing Sound Working Environments

1. Compliance with Workplace Etiquette

The employees shall have required basic manners towards one another in the workplace lives, they listen to the other party’s opinions, and they shall not use insulting or violent words or actions to the other party.
The employees shall sincerely perform their duties with commitments and shall not unfairly pass their own duties to other employees.

2. No Sexual Harassment in the Workplace

The employees shall not engage in sexual harassment in the workplaces or aid and abet such sexual harassment, and shall not take disadvantageous actions against those who have raised such issues.

3. Nondiscrimination

The employees shall not engage in unfair discriminatory activities on the ground of blood ties, school ties, geographical ties, age, gender, religion, marriage status, disability and political tendency.

4. Prohibition of Employ Cash Loan

The employees shall not engage in cash loan, guarantees or security regardless of all the payment such as interest.

5. Self-Development and Work-Life Balance

The employees shall make efforts to improve job performance and to develop themselves in order to enhance their competitiveness in response to changes and challenges, and they shall also pursue the quality of balanced lives by allocating adequate time and resources with respect to their homes, health, leisure and hobbies.

Chapter 6 Employees’Contributions to the Community and Protection of the Environment

1. Contributions to the Community

The employees shall consider the community as the foundation which makes the Company’s sustainable growth possible, and shall actively participate in contributory activities to heighten the values of the community and its members in order to fulfill their duties as members of the Company and the community.

2. Protection of the Environment

The employees shall recognize that the global environment is a value asset to be shared with the future generations and to enable basic survival and well-being of humanity. In addition, the employees shall minimize environmental risks, comply with the relevant laws and regulations, and actively participate in domestic and overseas environmental protection activities in all the fields of activities.

Chapter 7 Supplementary Rules

1. Inquiry and Reporting

When the employees have difficulty in making decisions in ethically problematic situations by themselves or have questions about the application and interpretation of 『the Code of Conduct』, they may ask questions to the following authorized people. When the employees have reasonable grounds to suspect a violation of 『the Code of Conduct』 or have come to know a violation, they shall notify an authorized person without delay:

1. ● Compliance officers
2. ● An authorized person in the compliance team or the audit & inspection team
3. ● In-house lawyers
4. ● Any other qualified people.

2. The Effects of Violation

If the employees have violated 『the Code of Conduct』, they may be subject to investigation under the relevant bylaws, and may be subject to disadvantageous actions as a result of the violation.