SHIBUYA GROUP COMPLIANCE CODE OF BUSINESS CONDUCT
The management philosophy of the Shibuya group is based on the "Joy of working," a philosophy which encourages a positive attitude in our employees allowing them to rise to the challenge of new business opportunities. This reflects our daily motto created by our founder. We contribute to society through acting on our business challenges by the principle of putting the "Customer first." "Compliance" refers to the Shibuya group companies and to our employees having an open and fair attitude with regard to all stakeholders including shareholders, customers, suppliers, and society, complying with legal requirements and internal codes, and conforming to business ethics and social norms. The Shibuya Group Compliance Code of Business Conduct offers specific examples of actions and behavior that will help to bring these concepts to reality.
1. RELATIONSHIP WITH CUSTOMERS
1-1 Customer Satisfaction
We, the Shibuya Group Companies, strive and make our best efforts to achieve customer satisfaction by providing our customers with high quality products and services that we develop and manufacture.
1-2 Safety of Products and Services
We design and manufacture our products to meet or exceed regulations or guidelines concerning product and workplace safety. We will take all reasonable measures to ensure that our products or services do not damage or injure anyone's life, body or property. In the event that any damage or injury is caused despite our efforts, we are committed to providing prompt and appropriate remedies and taking appropriate steps so that the same event will not happen again.
1-3 Proper Advertisement and Publicity
We disclose to our customers accurate information on our products and services.
1-4 Product Liability
We recognize and observe applicable regulations for product liability and supply our products to our customers while carrying out our responsibility for accountability.
1-5 Protection of Customers' Business Information
We comply with applicable laws and regulations including our internal regulations and agreements and take all reasonable measures to protect customer's information.
1-6 After-sales services and Response to Customer Inquiries
We commit to our customers and maintain after-sales support. We respond to customer's requests and inquiries in a diligent and prompt manner for customer satisfaction.
1-7 Business Entertainment
In order to maintain appropriate relationships with our customers, we will not permit or offer excessive gifts or business entertainment, whether tangible or intangible, beyond the prevailing social standards and common sense. We will not permit any inappropriate payment to customer's personnel.
2. RELATIONSHIP WITH SHAREHOLDERS AND INVESTORS
2-1 Accurate Accounting and Financial Reporting
In order to ensure our accurate and timely financial reporting, we will properly, honestly and timely process all financial transactions of our respective companies, including without limitation, recognition of sales and incurrence of costs, in accordance with the applicable accounting and tax laws, regulations and internal rules. In no case will we engage in any inappropriate accounting practice(s).
2-2 Timely Disclosure
In order to maintain transparency of our management, we treat all shareholders and investors in an impartial manner, and will disclose to them accurate information on our business in a timely fashion. We also promptly publish any information that may have a material impact regarding our business operations.
2-3 Speculative Trading
We will not engage in any speculative trading which may impair our business activities.
2-4 Profit Distribution
We will seek and strive to properly distribute profits as well as to reserve internally for investment for our long-term sustainable growth.
2-5 Improper Benefit to Shareholders
We will not extend financial benefits to anyone to unduly influence shareholder behavior.
2-6 Insider Trading
We shall not engage in any insider trading or other transactions that may give rise to any suspicion of insider trading, whether concerning the Shibuya Group, its customers, business partners or otherwise.
3. RELATIONSHIP WITH EMPLOYEES
3-1 Respect for Creativity and Independence
We will provide our employees with good working conditions, appropriate education and training. We will respect their creativities and independence and strive to promote "Kaizen (Improvement), Kaikaku (Innovation), and Kaihatsu (Development)." We will encourage and promote inventions and creations produced in the course of our business activities.
3-2 Employer-Employee Relationships
We will respect our employee's rights and comply with all applicable laws and regulations including agreements with the labor union of our employees. We will promote an environment where employees and employer can cooperate with each other to achieve corporate objectives through mutual conversation and discussions.
3-3 Safety and Health
We will strive to improve our working environment by taking necessary measures in a continuous and planned manner in order to maintain and improve the physical and mental health of employees. We will comply with laws of labor relations and take required measures to establish comfortable and safe working conditions.
3-4 Fair Evaluation and Compensation
We will evaluate and compensate our employees based on fair rules and criterion such as the ability to perform tasks, job responsibilities and achievements. We will not use any form of child or forced labor.
3-5 Promotion and Development of Job Skills
We will promote skill development of our employees and maximize their performance regardless of their age, gender, sexual orientation, religion, nationality, race, and other unrelated factors.
We prohibit discrimination by language or behavior that may be construed as harassment, including sexual harassment and power harassment.
4. RELATIONSHIP WITH SOCIETY
4-1 Respect for Human Rights and Prohibition against Discrimination
We will respect fundamental human rights throughout our business activities. We will object to any discrimination based on age, race, gender, sexual orientation, religion, language or ethnic background, and will not discriminate based on ideology, creed or political opinion.
4-2 Harmonization with Society
We acknowledge our responsibilities as a member of social community and endeavor to be a good corporate citizen. We will strive to foster socially acceptable values, conduct, and cooperate with the local community to harmonize with society.
4-3 Protecting the Global Environment
We recognize the importance of the global environment and its sustainability. We will comply with applicable environmental laws and regulations, and utilize environmental management systems to implement full responsibility for our environment.
4-4 Dealing with Antisocial Forces
We will reject any relationship with antisocial organizations or individuals. We will take resolute attitudes toward unjustifiable demands when disguised as business or customer claims.
4-5 Social Contribution
We will contribute and promote social development and welfare through our business activities. We will support the activities of "Shibuya Foundation for promotion of local culture."
5. RELATIONSHIP WITH SUPPLIERS
5-1 Equal Partnership
Suppliers and other players in the supply chain are important business partners for us. We seek establishment of long-lasting stable relationship on the basis of mutual trust.
5-2 Supplier Selection
We employ free competition in the selection of our business partners on the basis of fair and reasonable criteria.
5-3 Fair Trade
We will not engage in unfair trade or dealings with our suppliers.
5-4 Elimination of Improper Relationships
We prohibit our employees to abuse their position and accept entertainment, money and goods, any other tangible or intangible benefits, personal compensation or commission in relation to the business from our suppliers beyond the prevailing social standards and common sense.
5-5 Transactions with Small Subcontractors
We comply with our obligations under the Act against Delay in Payment of Subcontract Proceeds, etc. to Subcontractors and will not conduct unfair business and practices prohibited as an abuse of dominant bargaining position.
6. RELATIONSHIP WITH COMPETITORS
6-1 Compliance with Antitrust Laws
We will not engage in unreasonable restrictions of competition and/or unfair practices prohibited by any applicable antitrust laws.
6-2 Improper Advertising
We will not knowingly damage the reputation of the products and services of other companies nor use false or deceptive forms of comparison in our advertisements.
6-3 Intellectual Property Rights
We will honor and respect intellectual property rights owned by others and take appropriate measures when rightful uses of intellectual property rights of others are required.
6-4 Legitimate and Appropriate Acquisition of Information
We take appropriate and legitimate measures against acquiring any non-public information of others. We will take legitimate and appropriate measures should we obtain and use undisclosed information of others.
7. RELATIONSHIP WITH ADMINISTRATION AND GOVERNMENT
7-1 Transactions with Government and Public Officials
We will conduct our business with government and/or public entities fairly in accordance with applicable regulations, and bidding rules and procedures.
7-2 Anti-Bribery to Government Officials
We will refrain from any conduct or behavior that could be deemed as bribery to officials of any government including quasi-government.
7-3 Political Contributions
We will comply with Public Offices Election Act, Political Funds Control Act, and other relevant political laws and regulations. We will not make political contribution to any individual or organization of policy prohibited by law or in an excess amount under the law.
7-4 Relationships with Governmental Authorities
We will fully cooperate with courts, police, tax authorities and other government authorities when such authority legally requires applicable report or notice subject to our confidential obligations to others.
8. COMPLIANCE IN INTERNATIONAL TRANSACTIONS
8-1 Respect for Local Cultures and Compliance with Applicable Laws
We respect and understand culture of countries or regions where we conduct our business and comply with applicable laws and regulations as well as internationally acceptable standards.
8-2 Compliance with Import and Export Regulations
We will comply with proper customs procedures according to the relevant import and export laws and regulations as well as our company policy. Furthermore we will conduct security control in rigorous manner to preserve peace and harmony of international community.
We will exercise due care in setting prices for our products and services in order to prevent and avoid anti-dumping measure or issues in international transfer-price taxation.
8-4 Gift to Foreign Governmental Officials
We will refrain from any conduct or behavior that could be deemed as bribery to officials of any foreign government under applicable laws and regulations.
9. SHIBUYA EMPLOYEES' CODE OF CONDUCT
We will strive to maintain our integrity and behavior in good faith and sincere manner. We will not take or get involved in any antisocial activities that may harm our company's reputation and damage our brand image.
9-2 Shibuya Brand Integrity
We acknowledge that our business activities and success rely heavily on the brand integrity of Shibuya acquired through past years of hard work of our employees. We will endeavor to enhance the trustworthiness and goodwill of the Shibuya brand through our business activities.
9-3 Conflict of Interest
We will not engage in any conduct which may sacrifice the interest of the Shibuya group. When conflict of interest is likely to be an issue or happened, we will report or consult with appropriate entity or body to avoid or prevent any problem.
9-4 Strict Maintenance of Confidentiality
We will not improperly disclose any confidential information obtained during one's performance of duties, whether such information is under one's direct control or responsibility, and the confidential obligation shall survive after one's employment.
9-5 Cooperation with Audit
We will actively cooperate with all audits and inspections conducted by independent auditors, corporate auditors, and internal audit departments based on laws and regulations including corporate rules adopted by us, and accurately respond or submit information based on relevant facts. Furthermore, when such audits or inspections disclose a need for improvements, we will immediately follow up such requests unless there are reasonable grounds for objection.
9-6 Internal Control
We will observe and follow our internal control system to achieve the effectiveness and efficacy of business, the reliability of financial reporting, and the compliance of laws and regulations.
When an employee is asked by any media about matters related to the company, one should politely direct such requests to the public relations department and should not make any personal comments or remarks or reports as to what he/she may have seen or heard within the company without prior permission of the company.
9-8 Utilization of Company's Assets
We will utilize company assets including buildings, facilities, and equipment with due care and use them only for our business purpose.
9-9 Utilization of the Information Systems
We will observe internal security rules and regulations when we use the company information systems and prevent from leakage or destruction of internal information and take appropriate protective measures against unauthorized access.