Arrangements on Compliance
The business of Mori Building is "to create safe, secure, and affluent cities, and to nurture cities" and it is an essential prerequisite that the company comply with laws, regulations, and other social norms in order to realize this goal. Based on this perspective, the company has established basic rules for promoting compliance in its Compliance Basic Policy, and in line with it, the Compliance Regulations, the Compliance Code of Conduct, the Guidelines for the Compliance Code of Conduct, and other guidelines have been established.
In addition, the Compliance Code of Conduct stipulates anti-corruption measures, such as strictly refraining from any conduct that might raise suspicions of political or government collusion, compliance with the restrictions of the Political Funds Control Act, and a specific standard of behavior regarding bribery, such as not accepting and giving entertainment, gifts, or money from business partners. We are committed to preventing corruption in all its forms through initiatives based on the Compliance Code of Conduct.
Mori Building has established a Chief Compliance Officer (CCO), a director appointed by the President and CEO, to supervise compliance. The CCO has the responsibility and authority to supervise the company's compliance promotion in accordance with the basic compliance rules determined by the Board of Directors.
We have also established a Compliance Committee to promote compliance, which meets at least twice a year. The Compliance Committee deliberates on the establishment, revision, or abolishment of compliance-related regulations, the formulation of training and awareness-raising plans for officers and employees, and, in the event of a serious violation, it deliberates on remedial measures and measures to prevent recurrence.
The CCO reports to the Board of Directors, the Board of Corporate Auditors, and the Compliance Committee on the status of compliance promotion as appropriate.
The revision or abolishment of compliance-related regulations is subject to approval by the Board of Directors.
Mori Building has established a whistleblower system with contact points within the company (Compliance Group, Legal Compliance Department) and at an outside law firm, in order for consultation and alerting when compliance violations (including bribery and other forms of corruption and human rights violations; the same applies hereinafter) are discovered. These contact points are available not only to the company's employees, but also to Directors, Executive Officers, Corporate Auditors, Advisors, temporary employees, retirees, business partners, as well as employees of group companies, and anonymous consultation and reporting is also possible. The company prohibits any disadvantageous treatment of whistleblowers for using this system.
Responding Procedures for Consultation, Alerting, and Subsequent Actions
Mori Building's Compliance Regulations require that anyone who discovers a serious act of noncompliance or potential noncompliance should report it to their supervisor or the whistleblower system contact points.
Once the Compliance Group of the Legal Compliance Department receives a consultation or alert at the contact point, it conducts fact-finding investigations and reports the incident to the CCO. The CCO then reports it to the Board of Directors, the Board of Corporate Auditors, and the Compliance Committee as necessary.
In the case of a report of a noncompliance incident involving an Officer, the incident will be reported to the Board of Corporate Auditors.
The Compliance Committee deliberates on remedial measures and measures to prevent recurrence of serious violations, and the CCO instructs certain departments to make improvements as deemed necessary.
Every year, Mori Building provides e-learning on information security as well as compliance (including personal information protection), such as prohibition of insider trading and prohibition of business entertainment and gifts that exceed the scope of business practices, and continues to raise awareness of compliance issues, including those stipulated in the Compliance Code of Conduct and other regulations, among all employees.
It also disseminates information on the intranet by distributing articles to promote a basic understanding of compliance and the use of the whistleblower system.
Mori Building conducts compliance training for new graduates and career employees when they join the company, explaining its compliance promotion system and the whistleblower system. The company also distributes materials on corporate rules such as the Compliance Code of Conduct, which comprehensively defines anti-corruption policies, including compliance with laws and regulations, the establishment of healthy and transparent relationships with political and administrative entities, the prohibition of bribes to politicians and public officials, the severance of relations with criminal organizations, and the prohibition of pursuing profits through unfair or improper means, in order for them to raise awareness of compliance.
In addition to the training at the time of hiring, additional training for managers and executives, and other training by job level are conducted up to their 10th year in the company. The themes of the training are determined according to the target employees, and include the basic concept of compliance, case studies using examples of misconduct at other companies, prohibition of pursuing profits through unfair or improper means, prohibition of having meals with or giving gifts to business partners beyond the scope of common social sense, etc., based on the Compliance Code of Conduct.
Initiatives for Conflict of Interest Transactions
The Compliance Code of Conduct stipulates that the officers and employees must not work for competitors or business partners, must not have any financial relationships with competitors or business partners, and must obtain approval in accordance with laws and regulations and Mori Building rules in the event of any conduct that may conflict with the interests of Mori Building, including conducting transactions not based on the Mori Building business.
Transactions involving conflicts of interest between Mori Building and its Directors are subject to approval by the Board of Directors in accordance with the companies Act and the Rules of the Board of Directors. Competitive transactions by Directors are likewise subject to approval by the Board of Directors in accordance with the companies Act and the Rules of the Board of Directors.
Number of Compliance Trainings Conducted and Number of Attendees
|Number of Compliance Trainings Conducted and Number of Attendees (incl. e-learning)||4 times; 1,871 attendees (cumulative total)|
Arrangements on Anti-Bribery
Relationship with Politics and Public Administration
The Compliance Code of Conduct and the Guidelines for the Compliance Code of Conduct prohibit bribery, profiteering, and illegal political contributions to politicians and public officials (including semi-public servants and foreign public officials, etc.), and any other activities that could lead to collusion or misunderstandings, and set forth maintaining healthy and transparent relationships with these parties.
Relationships with Business Partners
The Compliance Code of Conduct and the Guidelines for the Compliance Code of Conduct stipulate specific conduct, such as keeping a clear distinction between public and private matters, not giving or receiving entertainment or gifts to or from business partners or other business relationships beyond the scope of common sense, and limiting entertainment and gifts to those that are acceptable as a matter of business practice.
Arrangements on Anti-Corruption
The Guidelines for the Compliance Code of Conduct stipulate that the employees shall not have any relationship with antisocial forces, shall not accept any unreasonable demands, shall not use antisocial forces, and shall not engage in any transactions with criminal organizations for initiatives to sever any relationship with criminal organizations.
In addition, the Guidelines stipulate procedures for checking tenants of rental properties, purchasers of properties for sale, new clients, and subcontractors to see if they fall under the category of criminal organizations, as well as a response flow in the event of a suspicion that they may be criminal organizations.