Nippon Carbide Industries hereby establishes the Code of Conduct for all the officers and employees of the Company to comply in accordance with the “Basic guidelines on Corporate Activities”.

In today’s modern society, it is our natural duty as a citizen to carry out corporate activities in a lawful way. Further, social demands for corporate ethics are expected to increase even more in the future. A single incident of tort committed by one person could shake the foundation of the Company's existence. The logic of committing a wrongful act for the sake of a company would not work. Employees should be aware and responsible for their personal behaviors. And those in management positions should be aware of their responsibility to ensure that their subordinates comply with this standard.

• Legal compliance

  Needless to say, compliance with laws and regulations is a top priority. Please make sure that “you do not engage in any act in violation of laws”. Please pay particular attention to the thorough compliance with the following laws and regulations that are closely related to corporate activities. 

  • Fair competition
    The Antimonopoly Act stipulates the rules for business activities in a liberal economic system, and is a so-called “economic constitution” aimed at "ensuring fair competition."
    ・Unreasonable restraint of trade (entrepreneurs in the same profession make arrangements among each other and conduct their business activities in such a manner as to keep common pace with respect to price and quantity. Cartels, bid rigging, etc.)
    ・It is a violation of the Antimonopoly Act to commit or participate in any act that violates the market economy rules, such as being involved in unfair trade practices (imposing conditions on the other party not to deal with competitors, determine the selling prices of distributors, and unilaterally deciding the terms of business with weak business partners and subcontractors by taking advantage of its strong position). This is not an issue that concerns only those who are directly involved in sales activities. It is necessary to always keep in mind fair competition throughout the entire business activities.
  • Insider trading
    The Financial Instruments and Exchange Act stipulates various rules for the purpose of ensuring the soundness and fairness of the securities market. Insider trading is one of the topics covered by the Act. Buying and selling securities, inducing others to trade, and revealing inside information, in each case based on information regarding material events that might affect the trading prices of securities (including material information of subsidiaries) are against the Act. Information that might have a significant impact on the trading prices of securities includes, unpublished inside information such as finance information, information on research and development of new products and new technologies, information on acquisitions of businesses, and information on launch of new businesses. Therefore, if you are involved in works relating to any of these areas (or if you become aware of any such information through your duties), please pay particular attention to ensuring appropriate information management.
  • Trade secrets and personal information
    For the purpose of preventing unfair practices related to trade secrets, the Unfair Competition Prevention Act stipulates the right to seek an injunction and the right to seek damages for a person whose business interests have been infringed.
    Unauthorized leakage or disclosure of trade secrets (financial information, know-how, product information, manufacturing process information, customer list, personnel information, etc.), and illegal acquisition or disclosure of trade secrets of third parties are prohibited. Further, the Rules of Employment of the Company include confidentiality provisions, which stipulate that employees have a confidentiality obligation not only during their employment but also after their retirement. With regard to personal information, the Act on the Protection of Personal Information have been fully enacted in 2005. The Company has established a policy on personal information protection as well as personal information protection guidelines for the purpose of personal information protection. Please make sure that you fully understand the purpose and content of these rules, policies and guidelines and reflect them in your daily activities.
  • Export control
    In order to maintain international peace and security, Article 48 of the Foreign Exchange and Foreign Trade Act (Foreign Exchange Act) requires permit for the export of cargo that may be used for or diverted to weapons.
    If you are assigned with work related to export of goods, it is necessary to fully understand the contents and carry out your work.

• Conflicts of interest between the Company and its officers and employees

  • You shall act in an honest and fair way with respect to the Company, and you should avoid acting for your personal interests or interests of third parties or acts that would damage the interests of the Company.

  •  For transactions in which you, any of your close relatives, or a legal entity that is operated by your or your close relative is a counterparty, prior approval is required from the board of directors if you are an officer, or from the manager of the General Affairs Department if you are an employee. 

• Prohibition of fraudulent transactions

  • It is strictly prohibited to carry out disguised transactions or prepare reports and slips for transactions that do not exist, including but not limited to keeping records for fictitious purchases, sales or inventory.
  •  You must comply with financial and accounting rules, prepare slips and reports accurately, and execute the assigned budget in good faith according to the established rules.

• Proper use of company assets

  All raw materials, inventories, equipment, consumable goods, information, computer network systems, etc. to which the Company has ownership, either tangible or intangible, are corporate assets and may not be used for any purpose other than the business purposes.

  In particular, you must not access or copy any information that you do not need to know for your work, and you must not steal, falsify, or leak any information. Further, you need to make sure that nothing mentioned above would happen with regard to information under your management. 

• Political activities

  • It is important to note that donations to political parties and politicians are restricted in accordance with the Political Funds Control Act.
  • It is prohibited to solicit support for, or to invite joining a specific political party or political organization, or to force support or voting for a candidate for a specific public office against the will of the other party. 

• Environmental protection, security and disaster prevention

  • You shall comply with environmental laws and regulations, always pay attention to environmental protection, and cooperate with the Company's measures to help reduce the negative effect on the environment implemented at each stage of product lifecycle including technology development, design, production, sales, and collection.
  • Further, you shall comply with security-related laws and regulations and cooperate with the Company’s measures to prevent the occurrence of disasters such as explosions, fires, and leaks. 

• Employment and working environment

  • You must recognize that safety should be the first factor to be ensured at any production site. In line with this, you must endeavor to establish a good working environment, comply with health and safety related laws and regulations and internal rules, and strive to prevent injuries and illnesses.
  • Unfair discrimination based on gender, age, nationality, religion, disability, origin, etc. is absolutely prohibited.
  • The rights and humanity of other officers and employees shall be respected, and sexual harassment against the will of the other person is prohibited.

• Entertainment and gifts, etc.

  • Bribing politicians and civil servants is prohibited by law. Further, offering of entertainment and gifts shall be carried out in an extremely restricted manner so as not to invite any suspicion.
  • Offering of entertainment and gifts to business partners shall be limited to the extent permitted as a business practice. In addition, expensive and unreasonable entertainment, gifts or money must not be offered.
  • You shall not receive or solicit any monetary or other personal benefits that may affect the business relationships of the Company, directly nor indirectly, from customers, suppliers, partner companies, financial institutions and other business partners. Exchange of midyear gifts, year-end gifts, condolence money, etc. shall be limited to the extent of business courtesy. If you receive something that you consider is expensive, or if you are unable to determine what to do, you must report it to your superior.

• Elimination of relationships with antisocial forces

  You must not provide funds or facilities to antisocial forces, including subscribing to magazines or making donations that would benefit antisocial forces, and you must not use antisocial forces for business activities and trouble solving. Further, you must not yield to threats made by or blackmails from antisocial forces. In cases where you receive any threats or unreasonable complaints, you must promptly contact the General Affairs Department and report the incident to the police authorities via the General Affairs Department, and act in accordance with police guidance.