Thorough Compliance
Mission
Thorough implementation of soft-law-based compliance going beyond legal and regulatory compliance is the key principle for business continuity.
We will gain the trust of international society and people involved in our business activities through thorough compliance.
Policies
In line with its mission to sustainably grow corporate value, the company is committed to developing systems and activities to ensure compliance with the laws and regulations of each country and region, as well as the spread of ethical values based on solid integrity. The company's management takes the lead in developing thorough compliance and fosters a culture in which all employees do not tolerate any corruption in all its forms, including extortion and bribery.
Promotion system
Applying the leadership of the Chief Sustainability Officer (CSuO), the Compliance Group, Sustainability Department introduces policies and measures to promote compliance throughout the whole Resonac group as the second line of defense. Compliance officers are assigned to each Resonac organization and major international Group companies to create a company-wide compliance promotion system.
Incidents of breaching or violent with internal rules and laws and regulations in Resonac's organizations and major international Group companies are immediately reported to the CSuO, the Chief Risk Officer (CRO) and the corporate auditors. Serious compliance-related matters are reported to the Board of Directors as appropriate.
Our Code of Conduct
In January 2023, "Our Code of Conduct" was established as a benchmark to be followed by everyone working in the newly created Resonac Group (reviewed by management and internal working groups and approved by the Board of Directors). This Code of Conduct, which sets out in concrete terms how each and every employee working for the Resonac Group should behave on a daily basis in order to realize Purpose, has been formulated in terms of the four values, our relationship to the key materiality of sustainability and our responsibility to stakeholders. The Code of Conduct is unified with the subject line 'We are' so that each and every one of us takes the initiative, and also describes the background on which our actions are based, so that everyone can understand and act accordingly.
In 2023, the Compliance Group provided employees with multiple opportunities to read the Code of Conduct and conducted e-learning during Corporate Ethics Month in October; in 2024, as part of the penetration activities, the Code of Conduct will be translated into 14 languages and briefing sessions will be held at Group sites in Japan and abroad. To ensure "Solid Integrity" take root in the corporate culture of Resonac Group, all directors and employees are required to confirm in writing that they comply with the Code of Conduct. Related link: Our Code of Conduct
Measures for legal compliance
Global Compliance Standards (GCS)
What is GCS? With the objective of preventing corruption and avoiding contravention of competition law, the GCS defines the system and framework that Resonac must establish to meet standards of compliance required by the international community above and beyond legal compliance. Within the standard legal compliance framework set across the Group, individual Group companies establish their own rules for complying with competition laws, preventing bribery and avoiding transactions with anti-social forces in line with local conditions, locally applicable rules and the degree of business risk.
In 2024, Resonac organizations and overseas bases as well as major Group companies in and outside Japan will become able to check their own GCS-related situation. After each organization becomes able to implement compliance-related measures autonomously, the head office division in charge of compliance will shift to a monitoring and support role for continuous improvement.
Compliance with competition laws
Competition laws are designed to ensure fair and open competition. To meet our obligations under each country’s competition laws, we formulated our own anti-cartel rules in 2010 and have been implementing rules to control cartel risks appropriately in our daily business operations. Since 1999, the Compliance Promotion Group of the Sustainability Department has also been conducting an annual check for noncompliance with competition legislation and reports the results to the CSuO and the CRO.
Compliance with Competition Law
In regard to compliance with competition laws in each country, we appropriately control cartel risk in our daily operations by implementing “Rules for Interactions with Competitors.” Every year we hold a “Competition Law Compliance Hearing” in which we conduct a voluntary audit of our law-compliant business, and report the results to the CSuO and CRO. With regard to the former Hitachi Chemical cartel problem which received judgment in 2016, we submitted a report to the DOJ (U.S. Department of Justice) about the Company’s measures to prevent recurrence during the probation period from 2017 to 2021 under the U.S. plea agreement, and we received a notice of completion from the Probation Office in June 2021.
Compliance with anti-bribery laws and regulation
Bribery of public officials (including executives and employees of companies substantially controlled by national and local governments, executives and employees of public international organizations, and candidates for public office) or executives and employees of private companies, as well as coercive demands for bribes or requests/solicitations for the same corrupt national politics and economies and hinder the sustainable growth of the international community. We have formulated a Resonac Group global policy as well as regulations on anti-bribery, and we are thoroughly committed to complying with the anti-bribery laws and regulations of each country.
We also provide e-learning programs for our employees in Japan and overseas. This e-learning clearly states that providing excessive entertainment or gifts directly or through a third party or giving, receiving, colluding with, or paying facilitation payments for the purpose of obtaining an improper business advantage from a domestic or foreign public official or other person or employee of a private company violates the anti-bribery regulations of all countries as well as our own rules. We are also educating our employees on the steps they should take to avoid bribery risks.
Our own rules prohibit giving or receiving not only bribes but also favors, gratuitous benefits, entertainment or gifts that may be suspected of being for improper gain, and we strictly set maximum amounts and approval processes to prevent gratuitous benefits beyond the scope of social courtesies. We are also stepping up our anti-corruption efforts in high-risk businesses and transactions. For transactions with public and quasi-public officials in particular, internal audits confirm that such transactions do not constitute bribery (e.g., giving and receiving entertainment and gifts, collusion, embezzlement, etc.).
Tax compliance
The Resonac Group set the tax code of conduct based on the recognition that it is one of the social responsibilities of an enterprise to contribute to society’s growth through tax payment in all countries and regions where it conducts business activities. We will make appropriate and prompt responses to the taxation system and regulations of each country and region, while continuing to provide employees with training to maintain and raise their tax compliance awareness
Education and awareness-raising activities
We provide all directors, officers and employees with education and awareness-raising opportunities to ensure that the Code of Conduct and the GCS are widely understood and put into practice.
- Topical messages from the Group CEO, CXOs, heads of the business units and bases, and presidents of Group companies are widely shared with employees.
- Individual workplaces use the Code of Conduct to invite their members to discuss topics relevant to their organizations, their feelings about their day-to-day work, and ideas they would like to keep in mind in the future.
- Education is provided to all Group executives and employees using teaching materials created by the Compliance Promotion Group of the Sustainability Department. The content of this training includes risk areas pertaining to anti-corruption and human rights and is regularly reviewed by the Compliance Division.
With regard to training, we are encouraging better understanding of the provisions of the Group’s Code of Conduct and GCS to ensure thorough compliance and honest business conduct. Furthermore, we systematically and regularly hold in-house study sessions and engage in communication activities to ensure that employees fully comprehend not only the wording of the rules but also their background and the reasons why they are necessary.
Strategy for Realizing the Long-Term Vision
Roadmap for 2030
Non-financial KPI Results and Targets
Resonac regards sustainability as the basis for its companywide strategies and has set three material issues for sustainability. Accordingly, for compliance, we will work on the non-financial KPIs and measures that were set to “Gain credibility through responsible business management” toward the achievement of our long-term vision.
Compliance risk management
The Compliance Division identifies and mitigates compliance risks in advance. It conducts periodic risk assessments of all our business processes and pursues improvements to reduce risks under the ownership of our business execution divisions based on the risk management approach we are taking on a global basis. An internal reporting system has also been established to allow employees to report any violation or suspected violation of laws, regulations, etc., and we promptly investigate the facts, determine the causes, and take action to correct the situation and prevent recurrence. The personal information of whistleblowers is strictly protected, and whistleblowers are never treated unfairly. The Code of Conduct clearly states that executives and employees may not accept gifts, entertainment, or other benefits from business partners or company customers that are beyond the scope of social common sense, may not provide similar benefits to government agencies, business partners, or company customers, and may not engage in any acts that may give rise to conflicts of interest or insider trading.