1. Policy and Basic Concept

We state the following in our Sustainability Policy: "We comply with the laws/ordinances in each country and respect international norms. We strive to understand the cultures, traditions and customs in each country and region around the world. We then engage in fair and sincere corporate activities."

We published the BellSystem24 Group Code of Conduct in 2012. This serves as a code of ethics summarizing specific actions from a perspective of compliance to realize our purpose. We inform this code as guidebooks to all our officers and employees including contractors and temporary employees. Together with this, we have introduced code of conduct training and compliance training as mandatory programs for all our employees (including contractors and temporary employees). We are also focusing on realizing the code at the contact center level through these initiatives.

Moreover, we have established an organization for cases when laws/ordinances or the code of conduct have been violated. Our officers and employees can make a report using an internal point of contact in our whistleblower system and grievance reporting system or using an external point of contact we have established in a law firm outside of our company. We are also focusing on ensuring the employees in our company are aware of our whistleblower system and grievance reporting system.

The range of concepts covered by compliance in recent years is not limited to simply compliance with laws/ordinances; it is also widely applicable to the rules and promises, common sense, decency, morality and even ethics of companies as a conduct risk. We make no compromises when it comes to compliance. We continuously work on compliance with it serving as our top management priority.

2. Promotion Organization and Systems

Compliance Promotion Organization

• We have established the Compliance Committee to reinforce our compliance preparedness across organizations within our group. The Director in Charge of Legal and Compliance serves as the chair of the committee. Representatives from a wide range of departments serve as the members of the committee. The committee meets once a quarter. Moreover, we have designated July every year as Compliance Enhancement Month to strengthen our activities.
• The Compliance Committee undertakes the following activities related to compliance concerns.
  • Sets compliance targets
  • Manages compliance concern information
  • Formulates policies and measures
  • Gives instructions for the response to the department where the concern originated, manages progress and provides support
  • Determines preventative measure policies to prevent the occurrence of compliance concerns
  • Develops corporate culture and manages training to prevent the recurrence of compliance concerns
• Members of the Compliance Committee:

  Chair	Officer in Charge of Legal
  Vice Chair	Officer in Charge of Corporate Planning Division
  Observer	Corporate Auditor
  Members	Officer in Charge of Financial Supervision Department & Business Management Division & General Affairs Division and Chief Financial Officer (CFO) Officer in Charge of Information System Division and Chief Information Officer (CIO) General Manager, Audit Division General Manager, Human Resource & Development Division General Manager, Legal and Compliance Division General Manager, BELLSYSTEM24 Field HR Division General Manager, BELLSYSTEM24 Work Support Division

Promotion Organization Figure

Whistleblower System and Grievance Reporting System

• We enacted the Whistleblower System Operation Rules and then set up the following two points of contact in 2017.
  • Corporate Ethics Hotline
    This hotline is the point of contact for reports on violations of laws/ordinances, violations of internal rules, dangerous behavior, violations of ethics, violations of human rights, and all forms of corruption including bribery
  • Harassment Counseling Desk
    This desk is the point of contact for reports on grievances, concerns and dissatisfaction concerning sexual harassment, abuse of authority, workplace discrimination against pregnant women, psychological abuse and other forms of harassment
• These points of contact can be used by all officers, full-time employees, contract employees, temporary employees, short-term employees (part-time employees), retired employees and permanent contractor employees in our group.
• The Whistleblower Protection Act and other laws/ordinances and our Whistleblower System Operation Rules protect whistleblowers (those seeking advice), those providing their cooperation to confirm the facts of the situation and the contents of reports. We prohibit disadvantageous treatment such as retaliation against whistleblowers. It is also possible to make reports anonymously.
• We have enacted the Rules for Prevention and Elimination of Harassment and Appropriate Measures for Harassment Cases to deal with harassment. These rules stipulate the basic prohibitions and how to manage and respond to incidents.
• We have also appointed an external full-time female counselor for harassment.
• Information received through the Whistleblower System and Grievance Reporting Systems is treated as confidential information.

Overview of the Whistleblower System and Grievance Reporting System

Number of Reports

Trend in Number of Reports

Consultation Desk for the General Public(including Stakeholders)

• BELLSYSTEM24 has established a system to accept opinions, proposals, and grievances and to accept inquiries from the general public and all our stakeholders, as described below.
  • In the BELLSYSTEM24 Group, we make use of opinions and suggestions from customers to improve customer satisfaction, facilitate stakeholder understanding, prevent risks, and other purposes, thereby helping to improve our corporate value.
  • We treat reports as confidential. We protect the contents of reports, personal information and rights under all circumstances both according to laws and our internal rules. We also prohibit retaliation against whistleblowers.

3. Initiatives

Compliance-related Education, Training and Awareness Campaigns

4. Responsibility for Sustainable and Healthy Growth

Basic policy for Prevention of Bribery and Corruption

• We clearly state we will engage in fair, transparent, freely competitive and appropriate transactions and relationships with politicians and authorities in the BellSystem24 Group Code of Conduct. We have also declared we will implement such transactions and relationships. Japan and other countries around the world have been tightening anti-bribery and anti-corruption regulations (Unfair Competition Prevention Act in Japan, Foreign Corrupt Practices Act in the U.S. and Bribery Act in the U.K., etc.) in recent years. Against this backdrop, we have enacted this policy to comply with anti-bribery laws/ordinances in the countries and regions where we engage in business and to promote transparent and honest behavior. We are striving to prevent bribery and corruption through the code of behavior we have stipulated in this policy, throughout the company-wide supply chain, including all suppliers.
• Code of Behavior
  (scope of application):This policy applies to all the officers and employees including contractors and temporary employees in our group. (Our group refers to BellSystem24 Holdings, Inc. and subsidiaries.)
  1. Compliance with Laws/Ordinances

     Our group shall comply with anti-bribery and anti-corruption laws/ordinances in all the countries and regions which apply to us.

  2. Prohibition of Bribery

     Our group and our officers and employees shall never provide unfair advantages either directly or indirectly to public officers.

  3. Dealings with Third Parties

     Our group and our officers and employees shall not provide unfair advantages to public officers through consultants or other third parties.

  4. Accurate Records and Monitoring

     Our group shall accurately record account books based on the facts and appropriately manage the related forms to comply with anti-bribery and anti-corruption laws/ordinances in all countries and regions. Our group shall conduct an audit as appropriate on all operations with this policy. We shall audit this policy periodically.

  5. Response to Problems

     If any of our group's officers or employees violates this policy, we shall appropriately and promptly punish them in accordance with our internal rules.

  • * Bribery: This refers to giving public officials or those equivalent to that money, gifts, entertainment, benefits or other economic advantages (including facilitation payments) in relation to their duties which are to obtain an unfair advantage in business or which are beyond the bounds of social protocol. This also applies to cases when it appears payments to agents, advisors or consultants are used to illegally influence public officials or those equivalent to that. It refers to giving officers and employees of business partners economic advantages beyond socially-accepted norms. It also refers to accepting economic advantages beyond socially-accepted norms from officers and employees of business partners. The aforementioned "money, gifts, entertainment or other economic advantages" also include cash and coupons, loans and guarantees, invitations, donations and sponsorship fees, rewards and rebates, and unfair job placement for relatives.
  • * Corruption: Abuse of authorities delegated in the course of duties for personal gain. Comprehensively refers to all forms of corruption and acts which may be considered to be related to corruption including embezzlement, insider trading, bid-rigging and money laundering.
  • * We prohibit commercial bribes which constitute improper provision of advantages to our business partners in the private sector.
  • * We prohibit our officers and employees from receiving improper advantages from our business partners in the private sector.
  • * We prohibit the provision of entertainment or the presentation of gifts to public officials in Japan or overseas.
  • * We conduct due diligence from the perspective of preventing corruption when considering investment projects.
  • * We make decisions according to strict internal review rules so that contributions and sponsorships do not become acts of corruption in relation to political contributions, charities and sponsorship activities.
  • * We provide Code of Conduct guidebooks and training on compliance to all our employees, including our contract employees.
  • * We will strive to ensure that this policy and related rules are known to all employees, including contract employees, by ensuring they can be viewed at all times on our internal Intranet. At the same time, we will strive to raise and spread awareness of the policy and rules through periodic education and training.
  • * In all of the above policies, the Board of Directors and the Board of Corporate Auditors provide thorough oversight across the company.
  Established October 1, 2021
  Revised April 1, 2022
  Hiroshi Kajiwara, Representative Director, President and CEO
  BELLSYSTEM24 Holdings, Inc.

Response to Risks

Prevention of the Bribery of Public Officers

• We have enacted the Regulations on Prevention of Bribery to Public Officers. This policy stipulates the matters our officers and employees must comply with when they come into contact with public officers.

Hiring of Consultants

• When hiring a new consultant or other partner, we conduct a review of that business partner based on our Basic Policy for the Prevention of Bribery and Corruption.

Communication with New Business Partners

• There are potential risks, including bribery and other forms of corruption, from entering into transactions with business partners. To avoid such risks, we ask business partners to submit extensive and detailed information before starting transactions. We conduct individual reviews based on the information they submit. We confirm that information with them if necessary.
• Reviews of business partners and communication with business partners:
  We review the following points in all our business partners.
  • We conduct reviews by ascertaining information (company profile, business results, investigative company reports and troubles, etc.) for the credit level of business partners focused on their solvency.
  • We conduct advance reviews of business partners with a focus on confirming attributes, establishing cancelation clauses and prohibiting under-the-table payoffs in advance based on laws/ordinances and our Basic Regulations for Countermeasures Against Anti-social Forces.
  • Internal approval is essential for high-value and low-profit dealings with related parties in accordance with the Regulations on Management of Related Party Transactions to protect the interests of general shareholders.
• Number of business partner reviews:

  FY2021	FY2022	FY2023
  3,040	3,831	3,727

  • These reviews include bribery, corruption and anti-social force checks and credit screening.
  • These reviews include both clients and suppliers.

  Number of business partner reviews

  

• Number of anti-corruption violations:

  	FY2021	FY2022	FY2023
  Number of employees or officers disciplined or dismissed for violations of the Anti-corruption Policy	0	0	0
  Amount of corruption-related fines (yen)	0	0	0

Prevention of Anti-competitive Behavior

• We carry out business in compliance with related laws/ordinances (Antitrust Law etc.) and our Basic Policy for The Prevention of Bribery and Corruption. We do not engage in any behavior which hinders free and fair competition (collusion and cartels, etc.). Moreover, we do not engage in acts of embezzlement or money laundering regarded as corruption using our trading position.

Insider Trading Regulations

• Insider training is strictly prohibited both in Japan and overseas by the securities trading-related laws/ordinances in each country and the various rules stipulated by financial instruments exchanges. Therefore, we have established a method of managing insider information relating to the BellSystem24 Group and other companies learned by the officers and employees of the BellSystem24 Group in the course of their duties and a code of conduct relating to the buying and selling of stock certificates in listed companies. We are working to prevent our officers and employees from engaging in insider trading, transmitting insider information or recommending trades.
• We have stipulated our specific definition of insider trading, our management of insider information, and our rules on the buying and selling of stocks based on insider information in our Insider Trading Prevention Regulations. We provide all our employees with our Insider Trading Prevention Regulations Operation Manual to further deepen their understanding of insider trading when operating our business.
• We have introduced mandatory insider trading training for all our employees.

Tax policy

• We have enacted our Basic Tax Policy. We strive to maintain and improve tax compliance in accordance with tax-related laws/ordinances and international rules. We appropriately pay tax to fulfill our corporate social responsibilities.
  • We comply with the tax laws of each country and region and international rules. We do not engage in transactions intended to avoid tax. We work on tax affairs with a sincere attitude.
  • We appropriately respond to requests to disclose information from tax authorities in each country and region. We strive to maintain fair relationships with tax authorities in each country and region.

Initiatives for Intellectual Property

• We have established internal rules for intellectual property which comply with related laws/ordinances. Furthermore, we have clarified regulations relating to employee inventions and works, and rules for filing and updating various rights. We ensure all our officers and employees are aware of these regulations and rules and operate them. The purpose of these rules and regulations is so that we appropriately manage and handle intellectual property as company assets (patents etc.).

Basic Policy on Service and Product Safety

• We comply with our obligations stipulated by laws/ordinances in relation to the safety of the services and products we provide to our customers. We engage in activities to protect the interests of our customers focused on information security and privacy protection based on our policy to provide safe services with peace of mind to our customers. We will continue to strive to ensure a higher level of safety and peace of mind by enhancing our internal education and management in the future.

Basic Concept and Initiatives to Eliminate Anti-social Forces

• We prohibit any involvement with gangster organizations, stockholder meeting extortionists, terrorist groups and other anti-social forces.
• We conduct advance reviews of business partners in our transactions with them with a focus on confirming attributes, establishing cancelation clauses and prohibiting under-the-table payoffs in advance based on laws/ordinances and our Basic Regulations for Countermeasures Against Anti-social Forces.

Political Contributions

• We prohibit political contributions in our various internal regulations.
• We have not made any political contributions over the past three years.

Concept of Information Management

• We have enacted the Information Security Policy for our handling of information. Based on this policy, all our officers and employees (including contractors and temporary employees) appropriately handle, manage, protect and maintain information.
• We aim to appropriately manage the information we need in our management activities by ensuring a high information security level. Therefore, we have enacted our Personal Data Guidelines , Privacy Policy, Handling of Personal Information and Specific Personal Information, and rules, regulations and standards relating to document management and IT security. Based on those policies and rules, we are striving to prevent the leak of personal information and confidential information.
• We have introduced mandatory training on security and personal information protection for all our officers and employees (including contractors and temporary employees).

Violations of Laws/Regulations in the Socio-economic Field and Our Response Policy

• We operate our business placing compliance as our most important theme. In the unlikely event we confirm an incident in which we have violated policies or regulations including those to prevent corruption, we will take various corrective measures. Those measures will include investigating the cause of the violation and then providing education and training to the parties involved and related parties. We will consider disciplinary action against officers and employees involved in violating laws/ordinances including those on bribery. We will tackle such incidents with a stance to severely punish those involved depending on the results of our investigation.
• We have no record of violating laws/regulations.

Risk assessments and response procedures

• We have established the Basic Policy for Prevention of Bribery and Corruption. We comprehensively assess bribery and other corruption risks based on our basic policy and the anti-corruption rules of each country to check our anti-corruption structure is functioning. In addition, we revise and improve our policies and their compliance procedures based on those results.
• We conduct detailed risk assessments based on our basic policy and internal rules on organizations which may be involved in businesses and regions with an especially high risk of corruption. We then provide video training on bribery supervised by external experts.