Classification: Basic 07
Established: October 1, 2007

Code of Ethics
Chapter 1: General Principles(General principles)
1.

The Code of Ethics sets forth the fundamental rules of conduct, compliance(obeying laws and regulations), and the Ethics Committee for NANYO
Corporation and affiliates (hereafter “the Company”).

(Purpose)2.

The purpose of the Code of Ethics is to gain trust from the society by establishing
the corporate ethical guidelines. The Company’s fundamental principle is tocomply with the Code of Ethics.

Chapter 2: Rules of Conduct(Responsibilities of Board Members and Managers)
3.

Board members and managers shall acknowledge that realization of the following
rules of conducts is their task. They must take initiatives and have everyone
informed about the rules.

(Principles of Conduct)
4.

The Company shall truthfully obey all laws and regulations in every aspect ofmanagerial activities and act with social decency.

(Provision of Safe and High-Quality Products and Services)5.

The company shall provide its customers safe and high-quality products andservices which it develops with superior skills and abundant experiences.

(Proper Labeling)
6.

The Company shall correctly label the quality and contents of products andservices it provides to customers.

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(Fair Competition)
7.

The Company shall have fair and free competition with its rival companies.
2. The Company must not use fraudulent means to sell or receive orders for its
products.

(Relationships with Government and public Administration)
8.

The Company shall maintain healthy and normal relationships with government
and public administration.
2. The Company must not make illegal donations. It also must supply unlawfuladvantages or bribes.

(Provision of Corporate Information)
9.

The Company shall provide appropriate and timely corporate information to its
stakeholders such as customers, partner companies, shareholders, and investors.

(Approaches to Environmental Issues)
10. The Company shall acknowledge the importance of environmental issues. Its
shall take approaches like effective utilization of natural resources and energy
conservation to proactively tackle these issues.
(Safety and Health of Employees)
11. The Company should ensure the health and safety of its employees and provide a
comfortable workplace.
(Realization of Comfort and Fullness of Employees)
12. The Company should improve the work conditions to provide its employees withcomfort and fullness in an economical, emotional, and temporal sense.
(Respect for Individualities and Right of Employees)
13. The Company shall respect the individualities and rights of its employees. It must
not discriminate against anyone due to their gender, beliefs, physicalappearances, or their place in the society.
(Interaction with Local Community)
14. As a good member society, the Company should interact with and contribute to
the local community by participating in social activities.

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(Relationships with Antisocial Forces)
15. The Company shall assume a firm stance toward the antisocial forces threatening
the social order and health of our corporate activities.
2. The Company shall not supply any economic advantages to antisocial forces.
(Related Party Transactions)
16. The company shall fulfill accountability about the related party transactions to theInternal Audit Committee, and then shall be approved at board meeting. The board
meeting shall confirm rationale for the transactions and appropriateness of terms
and conditions of the transactions.
(Violation of the Rules of Conduct)
17. In the event a severe incident violating the Rules of Conduct is discovered, allmembers of the Company on the initiative of the president should determine thecause of the incident to prevent future recurrences.
2. The Company shall fulfill its obligation to promptly and accurately disclose all
information about the incident to people in and outside of the Company.
3. The Company shall sanction all the employees, including the president, who
are associated with the incident.

Chapter 3: Compliance(Responsibilities of Employees)
18. All employees when carrying out their tasks must take into account theCompany’s fundamental policies and observe all laws and regulations with goodfaith.
(Prohibited Conduct)
19. All employees are prohibited from:(1) Violating the law.
(2) Instruction other employees to violate the law.
(3) Soliciting other employees to violate the law.
(4) Tolerating other employees who violate the law.
(Refusal)
20. All employees must refuse suggestions from people in the same business toengage in illegal conduct.

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(Reporting)
21. Employees have an obligation to report immediately to the general manager ofadministration when they detect illegal conduct by other employees.
2. Reporting shall be made by any means including verbal communication,telephone, e-mails, and letters.
3. Reporting can be made anonymously.
4. Retaliation to the reporter will not be tolerated.
(Investigation)
22. The general manager of administration shall immediately investigate the illegal
conduct upon receipt of a report. The general manager shall meet with theInternal Audit Office.
2. Reporting shall be made in principle by telephone at 090-82207244 and/or e-mails honbu@nanyo.co.jp.
3. The investigation must be carried out fairly and objectively.
(Reporting to the Ethics Committee)
23. The general manager of administration shall provide the findings of theinvestigation to the Ethics Committee. The role of the Ethics Committee isdefined in Chapter 4.
(Sanctions)
24. The Company shall issue disciplinary action against employees violating the law.
(Limits to Exemption of Liability)
25. Employees shall not be exempted from disciplinary actions for illegal conduct dueto:(1) Not having the knowledge of the law.
(2) Not having intention to violate the law.
(3) Intention to benefit the Company(Self-Auditing)
26. All employees must always ask themselves if their ideas and conducts are inaccordance with laws and good social senses.

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(How to Self-Audit)
27. Self-audits discussed in the previous article shall be performed using thecompliance card for compliance.
2. Employees must always carry the compliance card with them or keep it where
it is readily accessible.
3. The Human Resources and General Affairs Department shall prepare thecompliance card, be accountable for it to new employee(s), and then hand it out toher/him/them when she/he/they join(s) the company.
(Consultation to the Head Office)28. Employees must consult with their supervisors when they are unsure about thelegality of their conduct and decision-making.
2. The supervisors must consult with the Human Resources and General Affairs
Department or corporate lawyer when they cannot determine the legality of thematter.
(Suspension/ Discontinuation of Conduct)
29. Employees must suspend the conduct in question until they are notified about thelegality of the conduct from the consulting supervisor.
2. Employees must discontinue the conduct when the supervisor determines thatthe conduct is illegal or possibly unlawful.

Chapter 4: Ethics Committee(Purpose)
30. The Company shall establish an Ethics Committee (hereafter referred to as “theCommittee”) to practice lawful, fair, and faithful management.
(Duties)
31. The duties of the Committee are as follows:(1) To inform and educate employees about observing the law.
(2) To confirm the facts of illegal conduct reported.
(3) To issue orders to discontinue illegal conduct.
(4) To investigate the cause of illegal conduct and to formulate and implement
preventative measure.
(Members)
32. The Committee shall consist of a director and auditors.

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(Responsibilities)
33. The Committee must base their actions on great moral values and strictly
acknowledge that it is extremely important for the Company to practice lawful,fair, and faithful management. The Committee must execute its duties in goodfaith.
(Chairperson of the Committee)
34. The president will be the chairperson of the Committee. The chairperson shallcontrol overall activities of the Committee.
2. When the chairperson cannot fulfill their duty due to accident, another memberof the Committee, in pre-appointed order, assumes the position.
(Meetings)
35. Meetings of the Committee shall take place upon direction of the chairperson andcome into effect with participation of over half it members.
(Executive Office)
36. The Executive Office of the Committee shall be assumed by the Human Resourcesand General Affairs Department.
(Meeting Minutes)
37. The Executive Office shall prepare the minutes of the meetings.
(Discontinuation Order)
38. The Committee shall immediately issue an order to the responsible department todiscontinue illegal conduct when such conduct is revealed through investigation.
(Investigation and Implementation of Preventive Measure)
39. The Committee must investigate the cause of the illegal conduct and must
formulate and implement preventive measures.
(Suspension of Duties)
40. When a member of the Committee is involved in illegal conduct, the member’s
duties shall be suspended until the investigation is completed.
(Training of Ethics and Compliance)
41. In order to inform and educate the employees about ethics and compliance, theCommittee shall give proper trainings to the employees as needed.

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(Supplementary Provisions)
1.

The Code of Ethics shall be established or modified based on the standards forcode management.

2.

The Code of Ethics was established and adopted on October 1, 2007.

3.

The Code of Ethics was modified and adopted on March 1, 2008.

4.

The Code of Ethics was modified and adopted on June 24, 2016.

5.

The Code of Ethics was modified and adopted on October 1, 2016.

6.

The Code of Ethics was modified and adopted on June 27,2023.

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