CSR Initiatives (Governance) | Surface Treatment by Nihon Parkerizing

Corporate Data-

CSR Initiativesmenu

Our corporate philosophy is to contribute to the effective use of limited resources on planet Earth, creating new value of resources through surface modification of all kinds of materials, preserving the global environment, and realizing an affluent society. We are in the process of strengthening our management system based on responsibility, the management monitoring and supervising function, and group governance.

Internal Governance

Strengthening our internal governance system

The Nihon Parkerizing Group aims to build a more effective governance system by making efforts such as strengthening compliance and risk management according to our Basic Internal Governance Policies.

Basic Internal Governance Policies

System to ensure duties executed by directors and employees comply with laws, regulations, and the articles of incorporation
System to store and manage information on how directors execute their duties
Rules and other systems for risk management
System to ensure that directors efficiently execute their duties
System to ensure proper operations in group companies
System to assign employees to assist the audit and supervisory committees, the independence of the relevant employees, and the effectiveness of instructions from the audit and supervisory committees to the relevant employees
System for reporting to the audit and supervisory committees and system to prevent unfavorable treatment
Other systems to ensure the effectiveness of audits by the audit and supervisory committees

Internal Governance Committee

We set up the Internal Governance Committee chaired by the President and directors are members for internal governance and the Risk Management Committee and Compliance Committee below the Internal Governance Committee to build a more effective governance system.

Compliance

Basic Compliance Rules
The Basic Compliance Rules define compliance with laws and regulations (including administrative notices and guidelines), company regulations, and corporate ethics. As a leading company in surface modification, our Group is aware of social responsibilities for our business activities. We have established the Code of Conduct for Executives and Regular Employees to stipulate what they are supposed to do and announce them.

Compliance Committee
We set up the Compliance Committee according to the Basic Compliance Rules. It supervises and investigates the implementation status of compliance measures in our Group for management focused on compliance.

Whistleblowing system
Our Group operates an internal whistleblowing system according to the Helpline Rules as an internal system to report a violation of law or other incidents related to compliance. This system complies with the Whistleblower Protection Act maintaining the confidentiality of reported information, anonymous whistleblowing, and other matters to protect whistleblowers.

Educational activities
Our Group has created a booklet titled "The Code of Conduct for Executives and Regular Employees" to cover compliance in general in multiple languages. It has been distributed to all executives and regular employees in and outside Japan for educational purposes. In addition, we distribute the compliance handbook and periodically provide training through workshops, e-learning, and other occasions as additional educational activities.

Efforts for proper working hours
We have established fair working conditions for employees with our company rules and salary rules, which provide working conditions including appropriate working hours, work breaks, overtime work, holiday work, salary, and other matters based on laws and regulations. We are also attempting to reduce excessive working hours by distributing monthly working hours data to each division. In addition, we make sure to distribute this data to our domestic subsidiaries through opportunities such as the meeting of group company presidents and the executive manager meeting. Furthermore, we have a flextime system mainly in the administrative departments to establish a work environment where employees can balance work and family when raising children or nursing family members.

Harassment prevention
We have an internal whistleblowing system to prevent harassment such as power harassment, sexual harassment, and "maternity harassment" (harassment against mothers). We also educate employees to avoid each type of harassment through employee training such as new manager training.

Relationship with the labor union
The company has stable labor-management relations with the Nihon Parkerizing Labor Union and we hold discussions and negotiations with them about employees' working conditions and other matters. Management maintains a labor-management meeting with union leaders every six months and has a meeting with personnel staff almost every month.

Code of Conduct for Executives and Regular Employees

The executives and regular employees, which collectively refers to executives and those who work for the Nihon Parkerizing Group, which collectively refers to Nihon Parkerizing and its consolidated subsidiaries and equity method affiliates, shall comply with the following provisions:

Code of conduct toward customers
1. Confidentiality
  The executives and regular employees shall respect customer confidentiality as one of the most basic rules.
2. Principles of accountability and fitness
  The executives and regular employees shall be sure to provide an overview and explain risks in a way that allows the other party to understand them when providing products and/or services. If the products and/or services seem to be inappropriate, they shall refrain from promoting them.
3. Sincerity
  The executives and regular employees shall not give responses to customer consultations for which they cannot take responsibility. They shall also accurately investigate situations in response to complaints and sincerely respond from the customer's point of view.
4. Elimination of collusion
  The executives and regular employees shall not accept a request for any action that would obscure the difference between the customer's standpoint and the company's standpoint.
5. Elimination of favoritism
  The executives and regular employees shall report to their immediate superior and ask for appropriate instructions before contracting a relative, friend, or another customer with whom they have a personal interest.
Code of conduct with business partners other than customers and other organizations
1. Fair selection of business partners
  The executives and regular employees shall comprehensively assess quality, services, price, past records, reliability, and other aspects to determine business partners based on them.
2. Prohibition against requesting kickbacks, etc.
  The executives and regular employees shall not ask business partners for money, goods, or entertainment. They shall refrain from any action that looks unnatural in the eyes of third parties and actions that could cause misunderstanding even if such action seems to be acceptable.
3. Prohibition against excessive gift-giving, entertainment, or similar action
  The executives and regular employees shall refrain from gift-giving and entertainment beyond common sense.
4. Prohibition against bribery, etc. to public servants
  The executives and regular employees shall not offer, promise, or give bribes or other similar unfair profits to public servants (including deemed public servants and foreign public servants). They shall refrain from any action that causes such suspicion.
Code of conduct toward investors
1. Information disclosure
  The executives and regular employees shall accurately release critical information that affects investment decisions in an understandable way.
2. Accurate records
  Information shall be properly recorded according to laws, regulations, and rules and stored for a defined period.
3. Emphasis on internal audit
  An internal audit system shall be established to protect investors' profits.
Code of conduct toward society
1. Compliance with applicable laws
  The executives and regular employees shall correctly understand the laws, regulations, guidelines, and other provisions related to our business, comply with them, and reliably implement licensing, reporting, and other procedures.
2. Compliance with the Antimonopoly Act
  The executives and regular employees shall not form a ring or make arrangements with competitors. They shall refrain from any behavior that causes such suspicion.
3. Compliance with insider trading regulations
  The executives and regular employees shall not be involved in insider trading. If they come to know another company's unreleased material information, they shall not buy or sell that company's stocks. Nor shall they buy or sell our stocks or competitor's stocks if they come to know material information about our company. If they are not sure whether their action is insider trading, they must carefully trade stocks, etc.
4. Compliance with tax laws
  The executives and regular employees shall prepare the paperwork required for tax payment in good faith. They shall not take any actions that could be considered tax evasion.
5. Respect for intellectual property rights
  The executives and regular employees shall respect the intellectual property rights of others. In particular, they shall not illegally copy computer software and publications.
6. No relationships with antisocial forces
  The executives and regular employees shall not have any relationships with antisocial forces such as crime syndicates and shall stand strong against them. (Do not fear them. Do not pay them. Do not use them.)
7. Action in case of disaster
  The executives and regular employees shall take appropriate measures such as disaster prevention in case of disaster. If a disaster occurs, they shall attempt to properly protect human lives, restore their business operations, and take other necessary actions in a timely manner according to predefined rules (such as the disaster control manual).
Code of conduct for better corporate culture
1. Prohibition against discrimination
  The company shall make fair evaluations according to job descriptions and business performance to determine employment or treatment. Discrimination based on gender, nationality, religion, ideology, physical difficulties, or any other reason is prohibited.
2. Prohibition against sexual harassment
  - The executives and regular employees shall not make sexual remarks, behave in sexual ways, or act similarly against the will of persons of the opposite sex or force disadvantageous working conditions to them because of their reaction.
  - They shall not worsen the work environment, for example, by repeating jokes that disgust persons of the opposite sex.
3. Prohibition against power harassment
  The executives and regular employees shall not mentally or physically hurt those who work in the same workplace or worsen the work environment beyond the proper scope of work by taking advantage of their superiority at the workplace such as job title or personal connections.
4. Privacy protection
  The company shall strictly manage the personal information of the executives and regular employees and shall not use it for purposes other than the original purpose. The company shall not disclose it to outside parties without the approval of the relevant person.
Code of conduct as a member of the organization
1. Compliance with internal provisions, etc.
  The executives and regular employees shall comply with the matters defined in the company rules and other rules, observe internal provisions, consider whether their actions are in line with the profit of the company, and fulfill their job duties faithfully.
2. Workplace safety and health
  The executives and regular employees shall understand and comply with the laws, regulations, and other rules related to safety and health and attempt to establish a safe and sanitary workplace environment.
3. Prohibition against acts of conflict of interest
  The executives and regular employees shall act in such a way that their profit does not conflict with the profit of the company. They shall not pursue personal interests by taking advantage of opportunities gained through their work.
4. Respect for company property
  The executives and regular employees shall draw a line between public and private and respect company property. They shall not use company property such as consumables and company equipment, including PCs and cell phones, for personal use. They should also refrain from transmitting emails or other messages not related to their work.
5. Fair expenditure processing, etc.
  The executives and regular employees shall accurately report travel expenses, transportation expenses, working hours, holidays, and other matters.
6. Handling of nonpublic information
  The executives and regular employees shall comply with the laws, regulations, guidelines, and internal rules related to information security and protect the confidentiality of nonpublic information obtained through their work. They shall also pay due attention not to inadvertently let such information be leaked to outsiders.
7. External affairs
  The company shall disclose information through the public relations department. If asked for an interview by a third party such as external media or analyst, they shall report to their supervisor or the public relations department and ask for appropriate instructions.

Code of Conduct for Executives and Regular Employees (ebook) >

Risk management

Risk Management Rules
The company has established the Risk Management Rules to prevent risks in advance and minimize damage to our stakeholders, including local communities and residents, customers, shareholders, and employees, in case an incident occurs.

Risk Management Committee
According to the Risk Management Rules, the company maintains the risk management system centered around the Risk Management Committee, supervisors, and managers and manages risks across group companies in an integrated way.

Assumed risks

Financial and accounting risksDifficulty in fund-raising and other risks
Compliance risksViolation of law and other risks
Production risksProduct liability and other risks
Sales and marketing risksUnpaid bills and other risks
Human resources risksHarassment and other risks
Information risksInformation leaks and other risks
Overseas risksPolitical and economic situations and other risks
Environmental risksSoil and groundwater contamination and other risks
All other risks that could penalize the company

Business continuity management
To fulfill our social responsibilities in an emergency, we have created and periodically reviewed a business continuity plan (BCP) to ensure business continuity. We also work on strengthening business continuity management (BCM), for example, by conducting earthquake drills.

Corporate Governance

We have selected governance reform as one of the priority measures in the medium-term management plan and work on building a business management system that complies with our corporate governance code.

Details

Overview of the corporate governance system

Form of organization	Company that has an audit and other committees
Chairperson of the board of directors	Chairman & CEO
Number of directors	9
Number of outside directors	4 (3 male directors and 1 female director)
Number of independent directors	4

Corporate governance system diagram