Compliance
Toward Fair and Transparent Corporate Activities

The DIC Group Code of Business Conduct

The DIC Group’s Board of Directors approved the DIC Group Code of Business Conduct in July 2014. The code not only mandates compliance with national laws and international rules but also presents 10 principles essential to the professional conduct of DIC Group employees. The Group held presentations for all existing Group employees when the code was established, while new employees receive training at point of hire. The goal of such training is to ensure employees worldwide share values cherished by the Group and approach their responsibilities with a sense of responsibility and a commitment to doing the right thing.

10 Principles Essential to Professional Conduct

• Your Rights as an Employee: Respect, Dignity, Privacy
• Environment, Safety and Health
• Your Responsibility to Avoid Potential Conflicts of Interest and to Protect Group Property
• Anti-Corruption and Anti-Bribery Policy
• Your Relationship with Governments and Government Officials
• Your Relationship with Customers, Suppliers, and External Third Parties
• Money Laundering and Anti-Terrorism
• Forced Labor, Child Labor, Conflict Minerals
• Insider Trading
• Proper Accounting and Internal Controls Relating to Financial Reporting

Initiatives to Promote Compliance

The DIC Group promotes compliance through the following initiatives:

• Legal training that emphasizes improving compliance awareness is provided for employees at point of hire, when promoted and before transfer overseas. In addition, to promote awareness of the DIC Group Code of Business Conduct, e-learning related to the code, as well as to compliance, is provided in Japan and at DIC Asia Pacific,
• DIC (China), and in the Americas and Europe. Compliance officers are appointed at all regional headquarters—DIC in Japan, Sun Chemical (the Americas and Europe), DIC (China) (PRC) and DIC Asia Pacific (Asia and Oceania)—to spearhead global compliance efforts. The DIC Group vows that it will not violate the principles of the DIC Group Code of Business Conduct, even if such a violation would appear to profit the Group. As a corporate citizen, the Group also pledges to respect social norms and act in a sound and socially acceptable manner. In fiscal year 2022, there were no serious violations of compliance laws.

Establishing and Operating a Whistle-Blowing System

The DIC Group has established a compliance whistle-blowing system independent from channels for communication used in the conduct of business. (This system also encompasses external hotlines that can handle reports of compliance-related issues and questions in the languages of more than 160 countries.) The Group has also devised strict rules under this system to protect whistle-blowers from retaliation and works to ensure the system functions in a proper manner.

When a report is received, the DIC Group responds swiftly and appropriately, giving due consideration to pertinent laws while also incorporating internal and external opinions, to identify and correct violations and where necessary to take disciplinary action. Details of reports and steps taken in response are reported to the Board of Directors. The Group will continue to use its whistle-blowing system to ensure the prompt discovery and correction of misconduct.

In fiscal year 2022, approximately 41 reports were received on compliance issues and labor-related matters such as power harassment and discrimination, but none were judged to be serious. In accordance with revisions to Japan’s Whistleblower Protection Act, DIC amended its rules for handling reports from and ensuring protection for whistle-blowers.

Antitrust and Anti-Corruption Legislation

The DIC Group has formulated a basic policy to comply with antitrust legislation and made Groupwide efforts to ensure fair business practices. The DIC Group Code of Business Conduct includes rules for complying with antitrust legislation and prohibits involvement in corruption. Since fiscal year 2014, the Group has held more than 160 presentations regarding antitrust and anti-corruption legislation to ensure strict compliance with the laws of the countries and territories in which it operates.

Promoting Compliance with Legislation Regarding the Timely Payment of Subcontractors

With the aim of enhancing understanding of the importance of appropriate and fair transactions with subcontractors, the Legal Department held presentations on legislation regarding the timely payment of subcontractors, incorporating case studies, for the purchasing departments of domestic DIC Group companies, and offered e-learning, principally for employees in charge of subcontractors. In addition, DIC has prepared the Manual for Internal Auditing of the DIC Group’s Compliance with Japan’s Act Against Delay in Payment of Subcontract Proceeds, Etc., to Subcontractors and created a framework for conducting audits in a more efficient manner. The Group also encourages employees in related positions to participate in programs sponsored by external organizations, including a workshop promoting adherence to the Act sponsored by the Japan Fair Trade Commission and the Small and Medium Enterprise Agency.

Taxation Compliance

In November 2017, the DIC Group formulated an official approach to tax. As an organization with global operations, the Group engages in fair and appropriate tax planning that reflects the nature of its businesses. The Group is also aware of risks associated with transfer price taxation and the use of tax havens, and of its obligation to pay appropriate taxes in the proper jurisdictions as appropriate for its operations. The chart below shows a breakdown of taxes in Japan and overseas in fiscal year 2022.