Code of Conduct

The Right Thing, The Right Way

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CEO’s Message
Dear HOYA Group family,
With employees in more than 35 countries and commercial reach into many
more, it is now more important than ever to operate under one set of global
standards. Therefore, we have developed this Global Code of Conduct toguide all employees of HOYA Group in maintaining the trust of our employees,
customers, and shareholders. Although no Code can cover all situations
you might encounter in the workplace, it can provide a solid foundation
on which you can make good choices. If after consulting the Code you still
have questions or concerns, you should discuss them with your supervisor or
manager, the legal or compliance departments, or contact the HOYA HelpLine.

Throughout our long history, HOYA Group has
always maintained an unwavering commitment
to our mission of creating products and services
through innovation and creative technology.
That focus enables us to make a fair profit as acompany and improve people’s lives. But theway we achieve these results is even more
important. It is our responsibility to conduct
our business with an absolute commitment tolegal compliance and ethical practices and tocontribute positively to society. In addition,
we must always act in a way that demonstrates respect and care for all
members of the HOYA family.

Remember, you are a valued member of the HOYA Group, and the choices
you make lay the foundation for trust in our company. I expect you to tackle
problems with integrity and work together each day to do what is right.
Together we will build and maintain a Group that is truly respected anddeserving of trust.

No matter how times change or where we do business, there is one goal wemust focus on together – maintaining trust in the HOYA Group. Each of you has acritical role in ensuring the company’s success. Your conduct has a great impact
on how the company grows and how we are viewed by our stakeholders. Making
sales and profits based on illegal or unethical acts is not acceptable. In order for
a company to be recognized and highly valued by society, each of you need tomake good choices each day at work – doing the right thing, the right way.

Thank you once again for your continuous dedication and support of the
HOYA mission. HOYA will continue to focus as we always have on the safety
and well-being of our colleagues and providing outstanding products andservice to our customers around the world. Let us stay united and help one
another to accomplish the common goals of HOYA Group through a constantfocus on doing the right thing the right way.

Eiichiro Ikeda
Chief Executive Officer, HOYA Group
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Corporate Mission
Dedicated to innovation in information
technology, lifestyles, and culture, HOYA
envisions a world where all can enjoy thegood life, living in harmony with nature.

Commitment to shareholders
HOYA strives to increase corporate value by improving
business results and maintaining growth. Our goal is to pay
fair dividends and give shareholders a return on investmentthat meets their expectations. We willingly and impartiallydisclose corporate information.

Commitment to customers

Commitment to employees

HOYA’s goal is to provide safe, high-quality
products and services that offer true value.
We make every effort to increase customer
satisfaction by continuously improving thequality of our operations.

Commitment to society
HOYA always strives to be a responsible
corporate citizen. We work hard toensure that our corporate activities
are carried out with respect for theenvironment. We are absolutely
committed to legal complianceand ethical practices.

HOYA respects the personality and individuality ofeach employee. We offer employees opportunities tomaximize their initiative and creativity in a safe andfulfilling work environment. We do our best to ensure
a good living for our employees.

Management
Principles
To realize the HOYA Vision, we haveestablished a set of management
principles that guide our every decision
and action. We translate these principles
into action that contributes to economic
prosperity, social progress, and culturaladvancement, and strive to earn
the trust of all those who havea stake in our success.

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Dedication to innovative
management
HOYA constantly strives to create newvalue through innovation and creativetechnology. We make the most of theadvances of the information age with
our worldwide management network.
We take a global perspective while
respecting local culture and customs.

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Table of Contents
527

Introduction
We Honor Our Code of Conduct.. . . . . . . . . . . . . . . . . . . . . 6
We Understand Our Responsibilities. . . . . . . . . . . . . . . . . . 8
We Share Our Concerns.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10

We Are Responsible Business Partners
Healthcare Industry Obligations.. . . . . . . . . . . . . . . . . . . . . 28
Supplier Relationships.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
Conflicts of Interest.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
Gifts and Entertainment.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
The Environment.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34

35

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Accurate Recordkeeping.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
HOYA Group Information.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38
HOYA Group Assets.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40
Insider Trading.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42
Responsible Communications.. . . . . . . . . . . . . . . . . . . . . . . . 44

We Respect Others
Human Rights.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
A Positive, Productive Workplace.. . . . . . . . . . . . . . . . . . . . . 14
Health and Safety.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
Data Privacy. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Protecting the Business Information of Others.. . . . . . . 18

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We Conduct Business Lawfully
Quality and Safety of Our Products and Services.. . . . . 20
Fair Competition.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
Anti-bribery and Anti-corruption.. . . . . . . . . . . . . . . . . . . . . 23
International Trade.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25

Appendix
HOYA Group Code of Conduct Affirmation Form
(For Employees).. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45
Helpful Resources.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46

This Code of Conduct is not a contract of employment.

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Introduction
Our Code is an important resource for helping us achieve our mission. It
also helps us, in every action we take, to do the right thing, the right way.

We Honor Our Code of Conduct.. . . . . . . . . . . . . . . . . . . . . 6
We Understand Our Responsibilities. . . . . . . . . . . . . . . . . . 8
We Share Our Concerns.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10

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Our Code applies to:• Every employee, at every level of the Group. Each is
responsible for reading, understanding, and respecting the
HOYA Code of Conduct.
• Temporary staff and onsite contract workers, who work for the
HOYA Group, while not directly employed by the Group.

In accordance with the HOYA Group’s fundamental policy andvalues (as stated in its Corporate Mission and Management
Principles), the HOYA Code of Conduct (“Code”) sets out the basic
guidelines that we all work toward and are to abide by in theperformance of our duties at the HOYA Group.

Valued partners of the HOYA Group, temporary, and contract
workers are also asked to conduct themselves in accordancewith the HOYA Code of Conduct.

At HOYA, we:- Never violate the Code of Conduct, even if asked to do soby a supervisor or manager.
- Sacrifice profit if it means violating our Code of Conduct.
- Don’t allow the practices of other companies to influence
our commitment to our Code of Conduct.

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Code, you should immediately consult your supervisor, manager,
or a specialist in charge of the area involved (for example,
finance, human resources, the legal or compliance departments,
environment, export control, pharmaceutical matters, etc.) todetermine the appropriate course of action.
If you feel that you cannot resolve the issue within your workplace,contact the HOYA HelpLine or other locally available reporting
channel for advice rather than letting the matter pass. Reports tosuch channels may also be made anonymously, where permitted
by law. As a Group, HOYA strictly prohibits retaliation against
anyone who comes forward to report a concern in good faith.

WHAT WOULD YOU DO?
What if there is a conflict between what’s in our
Code and the laws in the country where you
work, and you’re not sure what to do?

What happens if someone violates our Code?
Any employee who violates the Code or encourages others to
do so, or who turns a blind eye to a violation, may be subject todisciplinary action according to the nature and severity of theinfraction. For officers or directors, penalties may be more severe.

You must follow the stricter requirement. If it’s notclear which requirement is stricter, you should seek
guidance from the legal or compliance departments.

If questions about the HOYA Code of Conduct arise in thecourse of your work, or if you see or suspect a violation of the7

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We Understand Our Responsibilities
Every member of the HOYA Group has a responsibility to maintainour reputation for operating lawfully and ethically. To meet this
responsibility:• Each of us must demonstrate workplace behavior that reflects
our values and complies with all applicable laws, statutes, and
HOYA Group regulations and policies (including industry-specificregulations related to some of our business operations). We mustalso conduct ourselves in accordance with HOYA Group regulations
and policies and avoid even the appearance of impropriety.
• We understand that these guidelines do not address every situation
we might face in the workplace. In situations where the right path isnot clear, we ask ourselves:

Is it legal?

Would I be
comfortable if
others knew
about mydecision?

Is it consistent
with theHOYA Group’s
long-term goals
and interests?

Is it permitted
by our Code of
Conduct and ourpolicies?

Does it reflect
our Mission andManagement
Principles?

If you can answer “yes” to all five questions, it’s probably acceptable
to move forward. But a “no” or “I’m not sure” to any question means
you must stop, reconsider, or seek guidance from your supervisor,
manager, department head, human resources, or the legal orcompliance departments before moving forward. Remember that it
is always appropriate, under any set of circumstances, to ask for help.
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LAST PAGE VIEWED | BACK | NEXTWe Are Responsible Business Partners• We do not respond to any demands from organized criminalorganizations.
• Business decisions we make, regardless of our job position, should
be made in the best interest of the HOYA Group. As employees, wemust ensure that:- We operate free from any conflicts of interest.
- We do not misappropriate any HOYA Group property.
- We follow proper HOYA Group procedures.
- We are authorized and fully accountable for the decisions
we make.

We Safeguard the GroupAppendix

Helpful Resources• Promptly report to the legal department any violations of law orother misconduct that is significant in nature or scope.
• Ensure that employees (reporting directly or indirectly) know
there will be no retaliation for reporting violations in good faith.

We attest annually to our Code.
Reading, reviewing, and relying on our Code is one way that eachof us can promote an ethical workplace. To confirm everyone’s
understanding of the Code, HOYA conducts an Annual Review
and Affirmation in a way that is applicable in each country.
Employees will also be given additional resources to enhancetheir understanding of the Code, such as in-person and computerbased training.

Leaders have additional responsibilities.
If you are a supervisor or manager, you set the tone for an ethical
workplace. HOYA expects leaders to:• Set a good example, reflect the Group’s values, and demonstrate acommitment to this Code through their words and actions.
• Create an atmosphere that helps promote lawful and ethicalbehavior that allows employees to ask questions and raise concerns.
• Foster the completion of required compliance training and look for
additional ways to communicate on a regular basis the importanceof complying with this Code and other HOYA policies or the policiesof their HOYA division.

Implementation of the above procedures will be confirmed
through an internal audit.

HOYA HelpLine Group (HHL Group) at HOYA
Corporation headquarters oversees andadministers the HOYA Code of Conduct.
The Code cannot be modified without HHLGroup permission.
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If you feel uncomfortable speaking with your supervisor or manager,
you may contact:- Another member of management- A member of the human resources, legal, or compliance departments- The HOYA HelpLine at www.hoyahelpline.com

We work together to promote an ethical workplace. Reporting
violations of our Code of Conduct is everyone’s responsibility. If you
have questions about the Code, or suspect a violation of our Code,you have several resources available to help you.

What is the HOYA HelpLine?

Start with your supervisor or manager. He or she is in the best
position to understand your concern and take the appropriate action.

The HOYA HelpLine is an independent channel of communication for
employees of the HOYA Group in certain locations to report potential
violations of law or the HOYA Code of Conduct. Where available,
the HOYA HelpLine serves as a resource in addition to the regular
reporting lines available within each company of the HOYA Group.
If the HOYA HelpLine is available in your location, you may access it to
ask a question or share a concern. When you contact the HOYA HelpLine:• You may speak in your own language using the telephone channel
available in your location or provide a report through an online
intake form or by email.
• Your concern will be documented in detail and reported to HOYA’s
internal HelpLine team for investigation.
• You may check back to find out the status of the investigation or toreport any additional information you may have.
• You have the assurance of knowing that your concern will behandled promptly and discreetly.
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Come forward without fear.

We take violations seriously.

You may report concerns anonymously, unless restricted by local
laws. If you do provide your name, every effort will be made toprotect your identity if requested. In some cases, however, it may
not be possible to keep your identity confidential because of thenature of the investigation, the demands of conducting a thoroughinvestigation, or certain legal requirements.

Disciplinary action, including termination of employment, may
be taken against any HOYA employee who violates the law,regulations, this Code, or our policies, or procedures. This applies
to supervisors or managers who ignore violations or willfully fail todetect or correct them. HOYA management and human resources
are responsible for overseeing the disciplinary standards to ensurethat any related disciplinary actions are consistently applied, as
allowed by local labor laws.

If you are involved in a compliance investigation in any way (evenas a witness), you may not discuss the investigation with anyone
other than those conducting the investigation, unless specificallypermitted by the investigator. You must also cooperate in goodfaith with any investigation and provide truthful answers to anyquestions asked by the investigation team.

What is a “good faith” concern?

HOYA Group prohibits retaliation.

It means that you’re coming forward with a sincere
desire to provide honest and accurate information,even if you are later proven to be mistaken.

HOYA does not allow retaliation against anyone who, in good faith,raises a compliance concern or integrity issue. Anyone engaging
in retaliation will be subject to disciplinary action, which may
include termination of employment. If you believe that you, oranother employee, has been retaliated against for raising a goodfaith concern or a violation of law, regulation, policy, or this Code,
immediately contact the compliance department or the HOYA
HelpLine where it is available and permitted by law.
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We Respect Others
We are a team of dedicated employees operating in countries around theglobe thinking creatively, driving innovation, and making a difference inthe lives of people everywhere.
Human Rights.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
A Positive, Productive Workplace.. . . . . . . . . . . . . . . . . . . . . 14
Health and Safety.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
Data Privacy. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Protecting the Business Information of Others.. . . . . . . 18
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Human Rights
We respect one another and recognize the dignity and worth ofeach individual.

We are committed to:• Providing a working environment where employees can dotheir best work. We do not discriminate against or harass otherson the basis of race, nationality, sex, religion, creed, birth, age,physical or mental disability, sexual orientation, or any other legal
requirements.
• Promoting a workplace free of harassment (including sexual
harassment), intimidation, violence, and bullying.
• Protecting basic human rights. We prohibit child labor, forcedlabor, and human trafficking within our own operations andthroughout our supply chain.
• Respect for the family rights of our employees. We will not harass,dismiss, demote, reduce the salary of, or transfer an individual due
to pregnancy, childbirth, childcare leave, or nursing care leave.
• Sharing our concerns if we experience or witness discrimination,harassment, or a violation of human rights.

WHAT WOULD YOU DO?

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One of your coworkers sends
emails containing jokes aboutcertain nationalities. They makeyou uncomfortable, and you
usually delete them. Should you
take any further action?

When visiting a new supplier, you
notice employees working there
who seem underage. When you
ask the supplier about it, you don’t
get a clear answer. What are yournext steps?

Yes. You should ask your coworker
to stop sending the emails, and if
the activity continues, notify yoursupervisor or manager. This kindof behavior is disrespectful andcan harm morale and the teamenvironment that we have all
worked to create.

You did the right thing first, to beon the lookout for human rights
abuses, and second, to raise yourconcerns with the supplier. The next
step would be to report the incident
to the legal department. We arecommitted to human rights andto the elimination of human rights
abuses including child labor.

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A Positive, Productive Workplace
We promote an open, positive work environment and foster good
human relations to create a friendly, collaborative atmosphere.

WHAT WOULD YOU DO?
During a job interview, a candidate
mentions that she has two young
children. You know that theposition will require overtime
so you ask about her childcarearrangements. Is that permitted?

We are committed to:• Helping each other achieve and succeed. That means:- We do not perform our duties under the influence of alcohol, or
possess, use, or distribute illegal drugs or controlled substanceson HOYA Group premises.
- We do not bring firearms, knives, or other dangerous items onto
HOYA Group premises.
- We do not gamble, lend money, or solicit our coworkers orbusiness partners during work hours for contributions of theirtime, resources, or funds.
- We do not use recording or video surveillance equipment in
the workplace unless there is a legitimate business reason,
it complies with local laws, and company authorization has
been obtained.
• Honoring the contribution of every individual, by listening,
engaging in free, open discussion, and working to collaborate
with one another.

No. Factors such as marital status,
parental status, and pregnancy
cannot be considered when making
a hiring decision. However, it ispermissible to tell the candidate thatthe ability to work overtime is an
expectation of the position and ask
whether that will be an issue for her.

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You were recently diagnosed witha medical condition that makes
it difficult to perform one of yourregular job duties. What should
you do?
HOYA is committed to providing
reasonable accommodations to all
qualified individuals with disabilities.
You should notify your manager orhuman resources of your situation
so that they can discuss possible
accommodations with you.

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Health and Safety• Accurately recording our hours of work. We do not work unpaid
overtime nor allow others to do so.
• Never taking hazardous or dangerous substances or otherchemicals out of permitted areas unless there is a legitimate
reason for doing so and, in those cases, we follow the HOYA Group’sprescribed procedures.

We value the efforts of every individual and work to ensure
workplace safety, eliminate workplace accidents and disasters,
and prevent injury.

We are committed to:• Doing our part to keep everyone at HOYA injury- and illness-free by:- Following the policies of the facilities where we work, keeping
the workplace clean and hygienic, and observing good safety
practices at all times.
- Participating in training and drills. We take care to never operatemachinery or equipment for which we are not authorized orhave not been trained.
- Following occupational safety and health rules. We wear
protective gear when required, keep out of danger zones, andcheck safety devices.
- Preventing overwork, which can put individuals’ safety at risk.
- Taking measures to protect employees by preventing sickpeople from entering the workplace.
• Honoring each other’s rights with respect to labor legislation(e.g., childcare leave, family care leave, paid vacation).

WHAT WOULD YOU DO?
One of your coworkers suggests modifying a step in the
manufacturing line to speed up the process, but you’re
concerned that this could be unsafe. What should you do?
Never compromise when it comes to safety. While HOYA values andencourages continuous improvement, any changes to our proceduresmust be reviewed and approved to ensure there is no adverse impact on
our employees or our products. You should contact your supervisor or
manager to discuss your coworker’s suggestion; in the meantime, don’t
implement any changes to the process.

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Data Privacy

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We are committed to:• Understanding the kinds of information considered to be“personal data.”
 especting the privacy of our coworkers, our customers, and our•Rbusiness partners, and maintaining their trust by handling theirpersonal information with care. Even more care should be takenwith respect to “sensitive personal information” such as bankaccount numbers or medical information.
 sing personal data only in the way it has been authorized by•U
the individual to be used and never sharing it with others (either
inside or outside of HOYA) unless they are authorized and have alegitimate purpose to see it.
 ollecting, storing, using, sharing, transferring, and disposing of•Cpersonal data in accordance with global data privacy laws and amanner that keeps that information safe.
 eing alert to improper handling or data breach and contacting•B
the legal or compliance departments immediately if data iscompromised. We recognize that disclosure of personal data –even if accidental – can not only inconvenience individuals andlead to legal liability, but also undermine trust in the HOYA Group.

We value an individual’s right to privacy and make sure that any
data is collected with due care and for legitimate business reasons.

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WHAT IS “PERSONAL DATA”?
Any information that could be used to identify someone, either
directly or indirectly, such as:

WHAT WOULD YOU DO?

- A name

You receive a call from an outside
lawyer who asks for information
about one of the employees inyour department. How should you
respond?

- An employee identification number- An email address- A phone number
If you are not sure if information is considered “personal data,”
check with the relevant department before sharing it.

You should never give employee
data to anyone without checking
whether disclosure is allowed. You
should ask your supervisor, manager,
or the legal department before
providing the data.

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Your laptop is stolen from your car
when you stop at a store on yourway home. Does this present any
data privacy issues?
If your laptop contained personaldata, it may be considered adata security breach and require
disclosure notifications and even
remediation action. Even if you did
not actually store the information
on your laptop, information may
have been attached to emails that
reside on your laptop. You should
contact the legal and IT departments
immediately to determine appropriate
next steps.

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Protecting the BusinessInformation of Others
WHAT WOULD YOU DO?

We respect and protect the confidential business informationof others, treating it as though it was our own.

A new employee just joined your team from one of our competitors. It
would be valuable for her to share some information about the quality
procedures that she developed while working for that competitor.
Would it be acceptable for her to do that?

We are committed to:• Following all copyright and related laws. We do not, without
permission:- Copy or use software or other product designs developedby other companies or individuals.
- Copy or use images or text data from media sources, suchas the internet.
• Keeping the confidential business information of others
secure, using it only in accordance with the terms ofapplicable agreements.
• Using care when obtaining confidential business information,
making sure we have the right to use it and never using
information of questionable origin.
• Never pressuring others, including new employees, to disclose
confidential business information from previous employers.

No. That would breach our policies, her obligations to her previous
employer, and possibly the law. You should not ask for or pressure her todivulge this information. She can use the general knowledge and skills
she learned in her previous job, but none of us can bring to HOYA any
confidential or protected materials produced while we worked elsewhere.
She is obliged to protect her past employer’s confidential information justas HOYA employees are obliged to protect ours.

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We Conduct Business Lawfully
As we push technological boundaries to provide a better tomorrow, wealways respect and honor the laws and regulations of our industry as wellas those of the countries in which we operate.
Quality and Safety of Our Products and Services.. . . . . 20
Fair Competition.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
Anti-bribery and Anti-corruption.. . . . . . . . . . . . . . . . . . . . . 23
International Trade.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
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Quality and Safety of Our
Products and Services
We maintain the trust of our customers by making sure our
products and services meet or exceed our own internal standards,
as well as the standards set by our industry.

- Obtaining all regulatory approvals prior to and satisfying all
ongoing regulatory obligations associated with marketing or
selling our products.
• Being truthful and transparent in what we tell customers about our
products and services – we understand that exaggerated claims or
groundless guarantees may create legal liability and put customer
safety at risk.

We are committed to:• Meeting high quality and safety standards at every stage of theprocess, by:- Modifying or eliminating any features during the productplanning and design stages that may result in accidents.
- Raising to the appropriate party concerns about any productsthat do not meet our specifications or standards during the
manufacture and inspection stages and preventing suchproducts from being released.
- Including appropriate alerts or warnings in users’ manuals toensure products are being used and maintained safely.
- Storing products properly, in accordance with our policies andprocedures.
- Promptly reporting product complaints in accordance withdefined procedures.

WHAT WOULD YOU DO?
One of our contracts requires a test that is repeated during a later stageof the process. The earlier test seems like a waste of time and money
and slows down delivery. Can the extra test be skipped?
No. Since the contract requires that both tests be performed, no change intesting or quality controls can be made without first informing and obtaining
the approval of the appropriate level of management, as well as the approvalof our customer. To knowingly deliver a product that fails to meet thecontract specifications or testing requirements without the approval of ourcustomer could be considered fraud and a violation of the law.

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Fair Competition

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We are committed to:• Promoting free, fair, and open competition by following
competition, antitrust, and antimonopoly laws wherever we dobusiness.
• Dealing in good faith and delivering on our promises tocustomers:- We do not obtain sales through unfair marketing practices.
- We make sure that advertisements and promotional materials
are factual and complete.
- We never make false or misleading claims about our products.
- We do not force a particular resale price or resale price spreadon customers.
• Outperforming our competitors fairly and lawfully:- We do not engage in conversations with competitors about
competitively sensitive topics (such as prices, costs, production
volumes, or terms of sale).
- We do not enter into any agreements or understandings –formally or informally – that would limit (or even appear to limit)
competition.
- We do not damage a competitor’s good name and reputation
by slandering or maligning it or its products and services.

We compete vigorously, but fairly, and let our high-quality products(never unethical or illegal practices) drive our success.

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LAST PAGE VIEWED | BACK | NEXTWe Are Responsible Business Partners• Gathering market or competitive intelligence the right way,
through public sources (such as news stories, trade journals, andcustomer feedback). We are careful never to abuse confidential
information or misrepresent who we are or who we work for.
(For more information, see Protecting the Business Informationof Others section of the Code.)

WHAT WOULD YOU DO?
During a trade association meeting, two of our competitors begin
discussing their low profit margins and complaining about deep
discounts. You don’t say anything at the time, but a few weeks laterboth companies raise their prices. You wonder if you should have takensome specific action at the meeting when the discussion took place.
Yes, you should have. An authority might conclude that everyone at themeeting – whether they took part in the conversation or not – agreed toprice-fixing, even though there was never a formal agreement. The propercourse of action in this kind of situation would have been to say thatthe conversation is inappropriate and then to have left the meeting andreported the matter to the legal department immediately.

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Anti-bribery and Anti-corruption
We work honestly and with integrity. We never offer or accept
bribes or allow others to offer or accept bribes on our behalf.

We are committed to:• Winning business on the merits of our products and services.
• Maintaining a zero-tolerance policy when it comes to bribery
or kickbacks.
• Avoiding even the appearance of an improper payment,
regardless of local practice or the practice of other companies.
• Keeping accurate books and records so that the nature ofanything given or received is clear and permitted by our policies.
• Performing due diligence in selecting HOYA’s business partners,
monitoring their performance and speaking up about anyquestionable business practices.
• Never paying facilitation payments. If a facilitation payment
is requested, report the request to the legal or compliancedepartment.

WHAT IS A “BRIBE”?
Anything of value that is given to someone in either thegovernment or the private sector in order to obtain (ormaintain) a business, financial, or commercial advantage. A
bribe can be cash, but it can take other forms, too. A gift, a favor,
a personal rebate, even an offer of a loan or a job, could beconsidered a bribe if it is offered in return for special treatment
or to influence a decision.

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WHAT IS A “FACILITATION PAYMENT”?
A small payment (sometimes called a “kickback” or “grease
payment”) made to a low-level government official toencourage the official to perform or expedite a routine action(such as processing paperwork or obtaining phone service orpower supply). HOYA prohibits facilitating payments.

WHAT WOULD YOU DO?
I’ve noticed that gift-giving is sometimes expected as a common“customary courtesy” in one country but may be viewed as an improper
payment or even a bribe in another. When I travel and meet withcustomers, what does that mean for me?
You must not provide any payment or benefit of any kind to gain an improper
business advantage. Even the exchange of gifts that are a “customary courtesy”
in your home country could be considered a bribe in another country if thevalue of the gift is more than a nominal amount. You must always comply with
HOYA’s policies and applicable local laws. If you are unsure whether a gift isappropriate, you should consult with the legal or compliance departments.

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International Trade

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We are committed to:• Knowing and following the import, export, and traderequirements – as well as our policies and procedures – asthey apply to the countries in which we do business.
• Maintaining required import, export, and customs records ateach HOYA business location.
• Conducting due diligence to ensure that we know the end
user and the intended end use of our products.
• Refusing to do business with countries appearing on nationaland global restricted lists due to security concerns, unless wehave received the appropriate licenses to sell to such countries.
• Helping to prevent and detect money laundering and terrorist
financing by watching for any suspicious payments, which
may include:- Cash payments.
- Payments made from personal accounts instead of businessaccounts.
- Transactions with financial institutions or third parties without
a logical relationship to the customer or business partner.

We are committed to responsible business practices in conducting
business across borders and work to prevent the funding of terrorism
and any threats to international peace and security.

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WHAT WOULD YOU DO?
A supplier asks that we send payments to a new address. You’re suspiciousthat there might be something illegal or inappropriate going on. Should
you share your concerns?
Yes. You are right to be suspicious. This may be an effort to launder moneyor to otherwise avoid legal requirements. You should contact the financedepartment without delay and, in the meantime, do not change the addressuntil you have been told to do so. If possible, do not have any further
discussions with the supplier about the request until notified by the financedepartment to do so.
I bought a counterfeit product on a business trip to bring back as asouvenir. Since I bought it overseas, is it OK to bring it back to myown country?
No. You must be aware that in some countries it is forbidden to bringcounterfeit products into the country, and not only the individuals but also
the company that the individuals belong to may be punished by relevant laws.
You receive a large order from a company you have never heard of ordone business with before. They do not seem to have experience in our
industry and their billing address appears to be a residential property.
Should you inquire further before fulfilling the order?
Yes. You have a responsibility to know the ultimate end destination of all
products in order to comply with export control laws and safeguard national
security concerns. You should inquire further about their line of business, theultimate end user, and end use of the products. If you still feel uncomfortable,
contact the legal or compliance departments.

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We establish and maintain good, mutually advantageous relations withour customers and business partners.

Healthcare Industry Obligations.. . . . . . . . . . . . . . . . . . . . . . 28
Supplier Relationships.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
Conflicts of Interest.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
Gifts and Entertainment.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
The Environment.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
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Healthcare Industry Obligations

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We are committed to:• Understanding all of our regulatory obligations and complying
with all applicable rules and regulations.
• Interacting with healthcare professionals (“HCP”), which include
physicians, nurses, nurse practitioners, physician assistants, healthplan administrators, optometrists, and medical institutions, incompliance with applicable laws, regulations, industry standards,
and association codes.
• Avoiding influencing HCPs in their professional medical
decisions regarding the use of HOYA products based on
improper communications, unapproved marketing materials, orinappropriate financial incentives.
• Accurately disclosing payments or other transfers of value tophysicians, teaching hospitals, and other individuals or entities tothe extent required by applicable laws.
• Providing research and educational grants, and fair market value
compensation to HCPs only in compliance with applicable laws
and regulations, and HOYA policies and procedures.
• Asking for help when we have a question.

We understand that some of our businesses operate in the highly
regulated healthcare industry and have a heightened obligation tomeet strict product quality and safety requirements.

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DID YOU KNOW?
HOYA honors a variety of healthcare legal and regulatory
requirements in the countries where we operate. These include
rules about:

WHAT WOULD YOU DO?
A physician would like HOYA to pay for her travel to Japan to visit HOYA
sites. While in Japan, she would also like to take the opportunity tospend a few days sightseeing at HOYA’s expense. Is this permissible?

- Clinical research- Product development- Manufacturing

No. While HOYA may pay for an HCP’s modest and reasonable travel
and lodging costs to attend a company-conducted program or meeting
concerning medical technologies under certain circumstances, subject
to prior approval by the company, the sightseeing portion of the trip
could be perceived to be an improper attempt to influence the physician’s
independent decision-making and is therefore not permitted. Consult thelegal or compliance departments for more advice in this situation.

- Product promotion- Data protection- Customer interactions- Billing for our products and related services
We are strictly prohibited from providing or promising any
improper benefit to any healthcare professional for the purpose of
influencing the use, purchase, or recommendation of our products.

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Supplier Relationships

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WANT TO KNOW MORE?

We choose suppliers based on objective and measurable criteria andthen work together to make sure they are meeting their obligations
to support HOYA Group’s business and mission.

HOYA Supplier CodeWe are committed to:• Working with business partners who share our commitment to
conducting business with integrity, understanding their corporatesocial responsibility, and protecting basic human and worker rights.
• Making good choices, evaluating criteria such as quality,
experience, delivery record, and price to determine the rightbusiness partners for the Group.
• Treating our business partners fairly and never taking advantage ofthem through manipulation, concealment, misuse of our position,
coercion, misrepresentation of facts, or any other unfair dealing orpractice.
• Monitoring our suppliers’ performance to ensure honest
accounting of time and materials and deliverables that meet ourstandards and the HOYA Supplier Code.
• Doing our part to ensure that our entire supply chain, including
subcontractors, is operating with high ethical standards.

WHAT WOULD YOU DO?
A consultant working for HOYA has submitted an invoice that lists
some very vague payments in cash and is seeking reimbursement forthese payments. Should you question this invoice?
Yes. When reviewing cash payments or any items on an invoice, you should
always ask for supporting details and receipts. We expect our consultants,
distributors, and other third parties to be transparent and honest in theirrecordkeeping, so ask for more details, and if you’re concerned aboutsomething improper or illegal, share your concerns immediately.

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Conflicts of Interest

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DID YOU KNOW?

We avoid situations where our personal interests or activities may
conflict with our ability to make objective decisions on behalf of HOYA.

It’s not possible to identify every kind of situation where a conflictof interest may arise, but there are certain situations that canlead to one. If you have any questions, please consult with yoursupervisor or manager.

We are committed to:-A second job. Accepting part-time employment, entering into acontract for services, or engaging in a business transaction witha HOYA competitor, supplier, service provider, or customer.

• Being proactive – knowing and avoiding the kinds of situations thatcan present a conflict.
• Disclosing any potential conflicts of interest to our supervisor or
manager (depending on the circumstances, most conflicts may beresolved if they are proactively disclosed and properly managed).

-A financial interest. Having an ownership interest in a HOYA
competitor, supplier, service provider, or customer.
-A personal interest. Having decision-making authority in a
HOYA business transaction or business decision when you or afamily member may have a personal or financial interest.
-A personal relationship. Having a family member who is
employed by HOYA or a HOYA competitor, supplier, service
provider, or customer.
-G ifts, entertainment, and business courtesies. Giving or
accepting a gift or offer that is outside the bounds of our policies.
-A n outside opportunity. Selling goods or services that competewith the HOYA Group’s goods and services.
-C ommunications. Giving a speech or writing an article abouta subject that relates to the HOYA Group or your work at HOYA,
without getting approval in advance.
Not sure if a situation presents a conflict? Ask before proceeding.

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WHAT WOULD YOU DO?
You would like to accept a part-time job on the weekends. It has nothing
to do with your work at HOYA, and it would only be for a few months.
Is that a conflict?
It depends on factors like the type of job you are considering and the hours
you’ll be required to work. But you’ll need to talk to your supervisor or
manager before accepting to make sure there is no conflict.
You are part of the decision-making team for a new supplier, and yourbrother-in-law works for one of the companies HOYA is considering.
His company has an impressive record in terms of on-time delivery andthe best rates by far. Is it OK for you to recommend his company since itwould be in the best interest of HOYA?
Yes, but you would need to be transparent about your relationship. And
although you may feel like you’ve weighed all options and can make anobjective decision, it would be best for you to mitigate the conflict of interestby removing yourself from the decision-making team so as not to suggest
the appearance of something unfair or improper.
A colleague’s son has just joined your team. Is this allowed?
Relatives can work in the same company. The only limitation is that no
relative must ever be in a position to hire, supervise, affect the terms andconditions of employment, salary or promotion opportunities, or influence
the management of another relative.

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Gifts and Entertainment

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DID YOU KNOW?

We only exchange modestly valued gifts and entertainment thatare a reasonable complement to business relationships and are notintended to improperly influence others.

Extra care needs to be taken when dealing with government
officials (including quasi-public officials, such as employees atnational or other publicly run hospitals and universities). What
may be permitted for commercial customers could be illegal
when dealing with government officials.

We are committed to:

Do not give to – or accept from – a government official, anythingof value unless you have obtained approval in advance from thelegal and compliance departments.

• Never giving or accepting gifts or entertainment if the intent is
to influence a decision or is in return for business, services, orconfidential information.
• Never soliciting gifts or entertainment.
• Only giving or accepting gifts and entertainment that are:- Reasonable in cost.
- Do not appear excessive or extravagant.
- Consistent with the policies of the giver’s and receiver’s
organizations, as well as all applicable laws and regulations.
- Approved by a supervisor or manager.
• Following all applicable policies when paying honorariums to public
officials – this includes HOYA’s policies and the policies of the public
official’s organization.
• Accurately recording any expenses for gifts and entertainment.

WHAT WOULD YOU DO?
What if you receive a gift that you know is inappropriate – whatshould you do?
Return it to the donor with a polite explanation that policy prohibits you
from keeping it. In some circumstances, if returning the gift would beinappropriate or is not possible, other alternatives may be considered,such as displaying the gift in a public area or donating it to a charitableorganization. In this type of situation, talk to your supervisor, manager,
or the legal or compliance departments about the proper course of action.

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The Environment
We are committed to preserving the environment, promoting
sustainability, conserving resources, and observing environmentallysound practices in our operations.

We are committed to:• Following all laws, statutes, and regulations pertaining to theenvironment, and promptly reporting any suspected violations
to our supervisor or manager.
• Properly disposing of waste. We will not dump waste illegally.
• Striving for environmental sustainability in all our operations
through:- Continuous improvement in environmental performance, waste
minimization, and prevention of pollution.
- Integration of sound environmental practices into our businesspractices, including procurement and product design, testing,manufacturing, and support.
- Consideration of environmental impact in the course of developing
new products or processes and in selecting production materials.

WHAT WOULD YOU DO?
You have some ideas for how to use less paper in your facility. Whoshould you talk to?
HOYA welcomes any ideas for lessening our environmental impact.
Explore your ideas with your supervisor or manager to see if they can be
implemented at your location.

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We Safeguard the GroupWe protect our assets, our information, and our reputation – they drive
the work we do and the people we serve, every day.

Accurate Recordkeeping.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
HOYA Group Information.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38
HOYA Group Assets.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40
Insider Trading.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42
Responsible Communications.. . . . . . . . . . . . . . . . . . . . . . . . 44
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Accurate Recordkeeping
We preserve the trust of all HOYA Group stakeholders (including
regulators, investors, and customers) by maintaining books andrecords that accurately reflect the Group’s financial standing.

• Staying alert for irregularities or inaccuracies and reporting any
acts of fraud or financial misconduct.
• Promptly reporting to the legal or compliance departments, the
HOYA HelpLine, or any other reporting channel, any pressure frommanagement to inappropriately report financial results.

We are committed to:• Knowing and following our internal processes, controls, andaccounting policies.
• Ensuring that the information we record is honest, complete,
and timely.
• Managing, storing, and disposing of information as described in
our policies.
• Never misreporting or misrepresenting information.
• Never rewriting, erasing, or destroying HOYA Group information(including digital information) that might be needed for aninvestigation, audit, or legal proceeding.
• Checking with a supervisor or manager before releasing
undisclosed information in response to an inquiry from themedia or source outside of HOYA.

DID YOU KNOW?
Each of us, no matter what job we do at HOYA, has a responsibility
for maintaining accurate records. A “record” could be:- An expense report- A timesheet- A production report- A purchase order- An invoice- A regulatory or government report

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WHAT WOULD YOU DO?
Sometimes you take work home and work on your personal homecomputer. Is it OK to keep some records and documents on yourpersonal home computer as a backup?
No. It is prohibited to store any HOYA records or documents on yourhome computer, even as a backup. If you happen to download any HOYA
documents on your home computer, be sure to delete them, even if they
are only drafts or documents in progress.

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HOYA Group Information
We safeguard HOYA Group information, including business andfinancial records and technical information, and protect it from loss,
misuse, or inappropriate access or disclosure.

- Use only HOYA-approved hardware, software, applications, andstorage devices.
- Stay alert for phishing, malware, ransomware, and other forms ofattack that could put our systems at risk.
• Being careful when using social media – we:- Make it clear that any views we post as employees do not
represent the views of HOYA.
- Never disclose confidential information about the Group, ourcustomers, our coworkers, or our business partners.
- Never post anything that would constitute discrimination,harassment, or bullying.
• Avoiding discussion of confidential information with family or
friends and in places where unauthorized persons might be able
to overhear what is being said (e.g., on elevators, in restaurants, oron public transportation).
• Immediately reporting any theft, loss, or unauthorized disclosureof confidential information.
• Returning all documentation and media containing Group
information when we leave the Group.

We are committed to:• Maintaining the confidentiality of all proprietary HOYA Group
information, such as technical information, new productinformation, unpublished financial data, and business andmarketing plans, forecasts, strategies, and policies.
• Only sharing confidential HOYA Group information with those whoare authorized and who have a legitimate business need-to-know.
• Restricting responses to external marketing surveys unless we haveappropriate approval.
• Making sure we have the necessary approvals before releasing any
confidential information to anyone outside of HOYA.
• Practicing good cybersecurity – we:- Follow the IT department’s rules, policies, and procedures toprevent unauthorized access to our data.

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WHAT IS “TECHNICAL INFORMATION”?
Information and know-how that is proprietary to HOYA and not
yet protected by a patent. It includes:- R&D inventions- Manufacturing techniques- Improvements of technologies
We do not make this information public (for example, at academic
conferences or in technical papers) unless there is a legitimate
reason to do so and we have a supervisor’s or manager’s approvalin advance.

WHAT WOULD YOU DO?
A friend is starting a new business and has asked you for a list of HOYA
customers who might be interested in her services. Is it OK to provide
this information to your friend?
No. Our customer lists are confidential and should never be shared withanyone (inside or outside of HOYA) who is not conducting HOYA business.

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HOYA Group Assets
We understand that HOYA Group assets are intended for Grouprelated business, and it is our responsibility to ensure that we
protect them from loss, damage, theft, and improper use.

We are committed to:• Ensuring that all Group assets are used only for Group-related
business and that any other use is approved by a supervisor or
manager.
• Never misusing Group funds.
• Keeping and maintaining accurate records related to equipment
and inventory.
• Never removing raw materials, inventory, sales promotion tools,
or supplies, or disposing of them without authorization.
• Reporting any equipment that is damaged, unsafe, or in needof repair.
• Returning all Group property that has been provided to us when
we leave the Group.

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WHAT IS A “HOYA ASSET”?
It can be:- Physical, such as: facilities, vehicles, furniture, manufacturing
equipment, and supplies.
- Financial, such as: Group funds including checks, credit cards,
invoices, and other records that serve a monetary value.
- Electronic, such as: computers, communication devices,
telephones, information systems, internet/intranet access,personal digital assistants, and other similar devices, systems,
and technology.
Information is a valuable Group asset, too. See the HOYA Group
Information section for more details.

WHAT WOULD YOU DO?
You have just received a new computer as part of the company’s
technology refresh process. Can you give your old computer toyour daughter?
No. Even though the old computer is no longer being used, it should
be returned to the company for appropriate disposition.

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Insider Trading
We respect insider trading laws everywhere we do business.

We are committed to:• Recognizing the kinds of information considered “inside
information” and never using that information as the basis formaking decisions about buying or selling stocks, bonds, options,or other securities of the HOYA Group or any other public company
unless and until the information is released to the public.
• Never passing on “inside information” to others, such as friends andfamily, so that they can take advantage of the information.
• After leaving HOYA, refraining from trading based on nonpublic
inside information until the information has become public.

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WHAT IS “INSIDE INFORMATION”?
Information that a reasonable investor would find useful indetermining whether to trade in the Group’s stock or other securities.
Examples include:

WHAT WOULD YOU DO?
A supplier told me about a new product in confidence. We cannot use
the product, but I think it has real potential and that shares in the
supplier’s company will go up fast. Can I buy stock in the company?

- Group financial results- Projections of future financial results- News of a pending or proposed alliance, merger, or asset purchase

No. You cannot buy the supplier’s stock until the information you have ispublicly available. This information is “inside information,” which was given
to you in confidence. Trading based on it (or tipping others so they may
trade on it) would violate our policies and the law.

- A major new contract or contract cancellation- Information regarding litigation involving the Group- A change in dividend policy- A change in senior management

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Responsible Communications
We designate a central point of contact who can speak with one
clear and consistent voice when providing information to the public
and the media.

We are committed to:• Never giving the impression that we, as individual employees,
are speaking on behalf of HOYA in any communication that may
become public, unless we have been designated by the HOYA
Group to do so.
• Referring all contacts or outside inquiries to the appropriate
resource within HOYA.
- If we are contacted by the press or financial analysts, immediately
notify your supervisor, manager, or IR Group.
- If we are contacted by a law enforcement or regulatory official
or receive any type of legal enforcement notification, we
immediately inform the legal or compliance departments.
• Obtaining approval from a supervisor or manager before accepting
an invitation to give a talk or write an article on a subject relating to
the company or our work at the HOYA Group.

WHAT WOULD YOU DO?
You receive an email asking you to participate in a market research
survey and answer some basic questions about the Group. They
even offer to pay you for your time or to donate to a charity of yourchoice. Can you participate in the survey without checking with yoursupervisor or manager?
No. It’s important to confirm the credibility of these kinds of informal email
requests (or telephone calls) seeking information about HOYA or HOYA
companies because they can be improper attempts to gain competitiveor market intelligence. We must also take care to ensure that such email
requests are not “phishing” incidents or malicious attempts to introduce
harmful viruses into our computer networks. You should check with yoursupervisor or manager and also the IT department before opening any
email links or responding to these kinds of requests for information.

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CONTENTS |Introduction

We Respect Others

We Conduct Business Lawfully

LAST PAGE VIEWED | BACK | NEXTWe Are Responsible Business Partners

We Safeguard the GroupAppendix

Helpful Resources

Appendix
HOYA Group Code of Conduct Affirmation Form
(For Employees)
1. I have received a copy of the HOYA Group Code of Conduct (orhave access to a copy on the HOYA Group intranet or my HOYA
division’s intranet).
2. I have read and understand the HOYA Group Code of Conduct.
3. I will abide by and respect the HOYA Group Code of Conduct,
comply with the law, and all Group policies.

Employee Signature

Date

Employee Number

HOYA Organization and Location
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CONTENTS |Introduction

We Respect Others

We Conduct Business Lawfully

LAST PAGE VIEWED | BACKWe Are Responsible Business Partners

We Safeguard the GroupAppendix

Helpful Resources

Helpful Resources
Resourc
HOYA HelpLine: www.hoyahelpline.com
HOYA Code of Conduct: https://www.hoya.com/en/company/guidelines/
HOYA Compliance:
https://www.hoya.com/en/sustainability/governance/compliance/
HOYA ESG: https://www.hoya.com/en/sustainability/46