Basic Policy Regarding Corporate Governance

MARUBUN recognizes the enhancement of corporate governance as an important management issue, and strives for transparency, fairness and efficiency in its management practices, to meet the expectations of its shareholders, business partners, employees, and other stakeholders, and to increase its corporate value.

For more information on our corporate governance initiatives, please click here.

Basic approach

In our Charter of Corporate Conduct that presents the basic approach of the Marubun Group to its corporate activities, and in our Action Principles that stipulates judgment criteria for officers and employees of the Marubun Group, we declare our intent to engage in business activities in compliance with domestic and international laws, regulations, and corporate ethics.
We conduct CSR education every year in accordance with our Marubun Group Compliance Policy and work to enforce compliance. We have also established consultation and whistleblowing desks for executives and employees as we work toward the prevention and correction of compliance violations and the improvement of our working environment.

Charter of Corporate Conduct・Action Principles

Marubun Group Compliance Policy

1. As a corporate group, we will develop and continuously improve the compliance management system that forms the basis for our CSR management.
2. We will comply with laws and regulations and will engage in corporate activities in accordance with our Charter of Corporate Conduct and our Action Principles.
3. Through systematic education and training programs, we will strive to nurture and instill a compliance mindset.

Respect for human rights

Our Action Principles stipulates that we will work toward equality in opportunities without discrimination in employment, will respect the diversity, character, and individuality of employees, will eliminate discrimination and harassment, and will build personnel treatment systems allowing diverse human resources to fully demonstrate their individual capabilities. Through this, we are striving to improve our working environment. To raise awareness and instill widespread understanding of respect for human rights, we conduct human rights-related education every year as a component of our CSR education.
We have also established and communicate guidelines for the prevention of harassment, and have set up a consultation desk dedicated to harassment issues.

Compliance structure

The Representative Director and CEO serves as the Compliance Oversight Officer, while the General Manager for Legal Affairs oversees the promotion of compliance and the addressing of related problems as the Compliance Officer. We hold Group Compliance Promotion Manager Conference meetings once a year to assess the compliance status of all Marubun Group companies and to share information.
Once a year, the Compliance Officer reports to the Board of Directors on the status of compliance within the Marubun Group.

■Compliance structure diagram

Implementation of CSR education

Every year, we conduct CSR education on antitrust law, security exports, human rights, diversity, harassment, intellectual property rights, information security, and other topics for all officers and employees of the Marubun Group. To further instill compliance awareness, we aim for a 100% rate of participation in the education.

■CSR education topics

■Number of participants in CSR education (consolidated)

Development of a whistleblowing system

To detect and correct misconduct at an early stage, our Group has set up desks inside and outside the Company to handle requests for consultation and whistleblowing from officers and employees concerning organizational or personal violations of conduct, laws, or ethics. Our Corporate Ethics Hotline desk outside the Company accepts contact 24 hours a day via the web, creating an environment conducive to anonymous whistleblowing and consultation requests.
Whistleblower reports and consultation requests received at the internal and external desks are delivered by the General Manager of Legal Affairs to the Audit and Supervisory Committee (composed of outside directors), after which necessary action is taken. We have established Internal Whistleblowing Regulations stipulating that officers and employees engaging in whistleblowing and consultation requests must not be treated disadvantageously and that their personal information must be protected.

■Overview of the whistleblowing system

Initiatives for integrated risk management

After identifying Group-wide risks in a cross-functional and comprehensive manner, we engage in a variety of initiatives aimed at identifying critical risks and controlling risks.
In the Company’s risk management, the Internal Control Committee sets risk management policies and plans, and the General Manager of the Business Administration Division oversees the work of risk management. The Director of Corporate Planning, who serves as the Risk Management Officer, oversees the development of the Company-wide risk management structure and the implementation of risk management plans. The heads of relevant head office departments and the presidents of relevant companies promote risk management activities in their areas of responsibility as a component of the execution of their duties.

■Management and promotion structure

■Risk management PDCA cycle

Critical risks

After classifying risks into the nine categories below, we set up and manage about 100 detailed risk management items. We monitor and evaluate these risks under a quarterly management cycle to assess early signs of the emergence of risks and to minimize losses when risks do emerge.

Crisis management

When the Company has identified a crisis or the risk thereof, the Director establishes an emergency task force to enact countermeasures. The task force’s members are the heads of related head office departments, acting under a task force leader appointed by the Director. These matters are stipulated in our Crisis Management Regulations, which are operative at all times.
In the event of a serious crisis, we establish a structure for prompt initial response, share information with the Management Committee and the Boards of Directors, and take action.

Practice of Sound Management Activities
We will conduct appropriate business transactions and comply with domestic and foreign laws and regulations.

• Practice of Sound Management Activities

We will conduct appropriate business transactions and comply with domestic and foreign laws and regulations.

• Contribution to environmental preservation

We will implement management that contributes to environmental preservation.

• Improvement of Customer Satisfaction

We will provide products and services that are valuable to our customers and meet their needs and expectations.

• Appropriate management of corporate risk

We aim for long-term, stable growth through appropriate risk management.