Compliance
Compliance Policy
With recognition that our company is a member of society, we enhance corporate ethics and understand the spirit and meaning of laws, company regulations, international rules, and social norms in order to appropriately meet social demand and become a company trusted by the international community.
Action Guidelines
- We not only comply with laws and regulations, but also act in good faith with common sense and responsibility as a member of society.
- We comply with applicable laws and regulations regarding the prevention of corrupt practices, and not engage in any corrupt practices (bribery, conflict of interest, insider trading, anti-competitive practices, money laundering, improper relationship with politics and government, etc.), either directly or indirectly, and conduct our business activities with integrity. Gifts and entertainment shall be provided or accepted legally and within the limits of social norms (based on legitimate business purposes and industry standards). Furthermore, we will not make any illegal political contributions or donations.
- We regularly provide education and training for our officers and employees to improve awareness of compliance and anti-corruption, and to prevent any illegal or unethical conduct by ensuring that they act proactively with high ethical standards and accurate knowledge.
- Should a violation occur, we will promptly investigate the causes and take remedial actions. We will strive to take appropriate countermeasures to prevent recurrence and fulfill our accountability.
Promotion System
Our group has established a Compliance Committee chaired by the Representative Director to improve compliance (holding regular meetings twice a year and extraordinary meetings as needed). The Compliance Committee is responsible for activities to prevent compliance violations and provides guidance and monitoring on how to respond in the event of a violation. Furthermore, important decisions made by the Compliance Committee are reported to the Board of Directors through the Management Meeting, and an effective implementation system is established under the supervision of the Board of Directors.
In fiscal year 2025, the Compliance Committee held two meetings to report and discuss responses to legal revisions, the status of compliance activities, improving the effectiveness of internal whistleblowing systems at overseas group companies, and the results of a compliance awareness survey targeting domestic employees and improvement activities based on those results.
Whistleblowing system
We have established an internal reporting system, the "Corporate Ethics Helpline," which allows employees and business partners to consult or report compliance-related issues. We continuously promote awareness of this system through training, educational activities using the company intranet, poster displays, and the distribution of portable cards.
We have established internal (Compliance Committee Secretariat) and external (private specialist company, English and Japanese support) reporting channels to enhance convenience, allowing for consultations and reports even outside of working hours and on holidays. Anonymous consultations and reports are also possible, and we thoroughly protect whistleblowers to ensure they are not identified or suffer any disadvantages. The channels accept consultations and reports on all compliance violations, including harassment, or acts that may constitute such violations. We investigate the facts of each received report, and if a problem is confirmed, we take prompt action. In fiscal year 2025, we established external reporting channels for two new group companies.
In addition to these initiatives, measures such as raising awareness through our monthly compliance newsletter and establishing a consultation service for women have helped to improve the awareness and effectiveness of our internal whistleblowing system, resulting in an increasing trend in the number of consultations and reports.
In fiscal year 2025, we received 125 consultations and reports, including those from group companies. These included issues related to harassment, labor relations, and internal regulations. Cases where problems were identified were promptly resolved and corrected.
Furthermore, we have established a dedicated hotline for job seekers regarding "job-hunting harassment," which will begin operation in fiscal year 2026.
We have also established contact points at each of our overseas group companies, and we have confirmed the performance and effectiveness of the internal reporting system across all companies. Combined with the results of the aforementioned domestic employee compliance awareness survey, we have confirmed an improvement in awareness and trust in the internal reporting system throughout the Niterra Group.
Compliance education and awareness
To enhance the compliance awareness and knowledge of executives and employees, we share and disseminate information through compliance promoters in each department, and conduct hierarchical training for domestic group employees once a year. We also continue education and awareness-raising using materials such as the "Compliance Guidebook," which summarizes company and societal rules; the "Compliance Newsletter," which covers examples that may occur in everyday life; and "Guidelines for Promoting Compliance (for Managers/Mid-Career Employees)," which explains the roles and behaviors expected at each hierarchical level.
In fiscal year 2025, we also conducted a compliance awareness survey targeting domestic employees. The survey results were reported to the Compliance Committee. Departments and group companies whose results were unsatisfactory are working on improvement activities to overcome their weaknesses, and we will also be verifying the effectiveness of these efforts. In addition, we created and distributed a "Global Compliance Guidebook" with the aim of fostering a unified ethical sense across the entire group, including overseas locations.
Compliance Guidebook
The compliance guidebook contains explanations of laws and rules that must be followed within our group and in society, as well as specific prohibited actions.
<Examples of content>
- Top Message
- Compliance Policy
- Whistleblowing system
- Respect for Human Rights
- Prohibition of harassment
- Prevention of fraud
- Compliance with antitrust laws
- Prohibition of bribery and inappropriate entertainment
- Prohibition of bribery of foreign public officials, etc., in overseas business operations.
- Prohibition of insider trading
- Compliance with trade-related laws
- Protection of personal information
- Maintaining company secrets
- Prohibition of conflicts of interest
- Environmental conservation
- Regulations on donations and political contributions
- Severing ties with antisocial forces
etc.
Guidelines for Promoting Compliance (For Managers/For Mid-Career Employees)
We have prepared two versions of our compliance promotion guidelines: one for managers and one for mid-level employees. These guidelines serve as a guide for managers and mid-level leaders to promote compliance in the workplace, and include necessary behaviors, knowledge, and examples tailored to each position.
<Examples of content>
- Expected roles and behaviors
- Compliance Management
- Preventive measures before a problem occurs
- Response after a problem occurs
etc.
Efforts to prevent corrupt practices
Our corporate code of conduct includes the principles of "conducting fair, transparent, and free competition and proper business transactions, and maintaining sound and proper relationships with political and administrative bodies," and we are committed to preventing corrupt practices.
Our "Compliance Guidebook" outlines rules to prevent corrupt practices, including the prohibition of involvement in political donations and bribery, and we inform our employees of these rules. In addition, we issue a "Guidelines on the Giving and Receiving of Gifts and Entertainment" to raise awareness and prevent inappropriate behavior. Our company is a signatory to the "United Nations Global Compact" and we are committed to preventing corruption by informing our employees of our "Anti-Corruption Policy."
Even with charitable donations, we ensure that the content and use of the funds do not violate any laws or regulations.
Our overseas group companies are also committed to preventing corruption (particularly bribery of public officials and the prohibition and prevention of facilitation payments). In particular, we provide education on overseas corruption laws to employees seconded from Japan to our overseas group companies and conduct regular checks on local laws.
We require our business partners to refrain from bribery through our "Sustainability Procurement Guidelines."
In the event of any incident that violates our anti-corruption measures, the Compliance Committee will take the lead in addressing the issue. Furthermore, in fiscal year 2025, there were no legal violations related to corrupt practices across the entire group.
Efforts to eliminate antisocial forces
We will take a firm stance against antisocial activities, forces, and organizations, and will not engage in any actions that would facilitate their activities, including purchasing goods, providing benefits, or participating in money laundering, including through our affiliated suppliers.
Efforts to prevent insider trading
We have established internal regulations to prevent insider trading, which can hinder fair trading in the stock market.
Our internal regulations outline the management of our company's internal information and the standards of conduct regarding the buying and selling of our or other companies' shares. By adhering to these regulations, we strive to prevent insider trading by our officers, employees, and ourselves.
Efforts regarding competition law
We take the violations of the Competition Act (Anti-Monopoly Act) that came to light in fiscal year 2014 very seriously, and we have established a system to promote compliance with the Competition Act and are striving to ensure thorough compliance with laws and regulations both domestically and internationally.
In Japan, we have developed an "Antitrust Law Compliance Manual" and disseminated it to our employees, and we also conduct various internal seminars, including for executives. Furthermore, we have introduced an internal email audit system to monitor and prevent the recurrence of competition law violations.
Our overseas group companies regularly report to us on their competition law compliance activities, and our competition law legal and compliance team conducts audits of their compliance systems and operations to ensure that the rules are thoroughly understood and followed. We also invite experts to conduct seminars.
We will continue to conduct education and audits both domestically and internationally to ensure strict compliance with competition laws.
Export-related initiatives
In addition to complying with domestic laws and regulations based on the Foreign Exchange and Foreign Trade Act, which are in accordance with the international framework for export control for ensuring peace and security in the international community (International Export Control Regime), we have established an internal export control system to also comply with U.S. laws and regulations (EAR). Furthermore, we continuously conduct awareness-raising and inspection activities regarding export control in relevant departments to ensure thorough and strengthened export control in compliance with the law, and we are also focusing on preventing the outflow of goods that can be used for military purposes and sensitive technologies, thereby striving to prevent instability in the international situation.
Furthermore, we have established a system to understand and respond to international trends regarding export control and amendments to related laws and regulations. In response to recent amendments to export control-related laws and regulations, we have reviewed relevant regulations and disseminated information to relevant departments, striving for continuous improvement of our export control system.