Code of Ethics

●Code of Conduct A universal norm that companies should practice regardless of the times.
●Behavioral Criteria A guideline formulated as a means of putting our Code of Conduct into effect in our corporate activities.

● Code of Conduct
HORIBA has drawn the Code of Conduct that encompasses the following eight articles, in compliance with the company motto of “Joy and Fun” and our HORIBA Corporate Philosophy. Board members and employees of HORIBA strictly observe them in order to constantly be aware of our mission and role as well as to pursue sustainable development into the future as an international enterprise.
Our board members and employees value this code, take initiative in practicing it as Horibarians*, and commit to educating and disseminating its content throughout the corporation. Moreover, we will continue to appreciate opinions from both inside and outside the corporation, reflect them to improve efficiency of internal systems and to strengthen our corporate ethics. Should a situation arise that is contrary to the code, we shall promptly disclose accurate information, ensure accountability, carry out an investigation into the cause, and endeavor to prevent a recurrence.

1. We shall comply with all laws, regulations, and social norms.
2. We shall contribute to society by providing excellent products and services.
3. We shall engage in fair, transparent, and free competition. We shall also maintain sound, normal relationships with governments.
4. We shall respect our employees’individuality and create safe, healthy, and comfortable workplaces.
5. We shall respect the opinions of our stakeholders (interested parties).
6. We shall make an active social contribution as a good corporate citizen.
7. We recognize that environmental initiatives are essential to the existence of our company, and we shall voluntarily commit ourselves to them.
8. We shall confront antisocial groups and organizations that threaten the social order and the safety of citizens, and we shall absolutely reject any unlawful or unjustified requests.

* Horibarian：The common designation for all employees of the HORIBA Group

● Behavioral Criteria
We have formulated our Behavioral Criteria (containing 21 sub-items) as a means of putting our Code of Conduct into effect in our corporate activities.
This Code of Conduct sets forth principles that HORIBA’s board members and employees are required to follow when conducting corporate business. These detailed Behavioral Criteria address important matters and can be practices in our day-today business activities.

I. Promotion of Business Activities

1. Research and development
We shall create new products and businesses through invention, discovery, and improvements realized based on a spirit of bold creativity and ceaseless diligence. By doing so, we shall improve the quality of life of people around the world and contribute to the global environment. We shall devote our expertise and technologies to the development and advancement of the welfare of humanity, and we shall not conduct research and development contrary to public welfare.

2. Procurement
We shall remember that we build business activities upon the support and cooperation of our suppliers who provide us with the raw material and parts used in production, and those who support us in other ways. We highly value the trusting relationship we have established with our suppliers who are located in Japan and other countries.
It is an honor to work with them to procure materials and services, and we are pleased to grow together with them.

3. Production
We shall commit to daily production activities to fulfill our mission as a producer in order to develop quality goods that are truly useful, to produce such goods as efficiently as possible, and to supply such goods in the needed quantities at appropriate prices.

4. Sales
We always endeavor to provide high quality products and appropriate services in order to increase customer satisfaction and earn our customers’ trust. We also work to contribute to society through fair, free market price competition.
To realize this goal, we never forget gratitude in our dealings with our customers. We also follow common sense when engaging in fair sales activities, always aware that each individual employee is a representative of the company.

5. Public relations
We shall increase the visibility and enhance the value of our brand by widely disseminating information such as that concerning management policies, products, technologies, and other activities through our public relations efforts. We shall encourage sales and develop business by increasing people’s affection for and trust of our brand.

6. Product safety
We shall strive to ensure product safety throughout all work processes so that our products may be worthy of our customers’ trust.

7. Information management
We shall take measures to manage classified information concerning our company that we obtain through our business activities, classified information concerning other companies that we obtain from our suppliers, and other private information concerning interested parties.

8. Compliance with laws, regulations, and corporate ethics
In addition to applicable laws and regulations and our articles of association, at all times we shall conduct business in compliance with corporate ethics, which we consider to be business rules, and social norms. We shall observe laws and regulations, our articles of association, corporate ethics, and social norms in all aspects of our business, regardless of whether such business is conducted in Japan or other countries; this is the main premise of a company’s existence and the foundation of management so long as such company is part of society. Through compliance with applicable laws and regulations, our articles of association, corporate ethics, and social norms, we shall strive to continue to remain a company trusted by society.

9. Import/export control system
From the viewpoint of maintaining international peace and security by stopping the proliferation of weapons of mass destruction and other such efforts, we have established import/export controls in accordance with the basic policy on observing import/export-related laws and regulations. We shall act to ensure that articles and technologies subject to control under laws and regulations are not illegally exported or offered in violation of such laws.

10. Maintenance and promotion of fair and free competition
While conducting business activities, we shall endeavor to maintain and promote fair and free competition by observing antitrust laws in Japan and other countries. In addition, we shall also observe the Subcontract Law, which prohibits purchasing divisions from abusing dominant bargaining positions to demand that suppliers carry out unfair transactions.

11. Strong and solid relationships with suppliers, etc.
We shall act in moderation based on sound judgments by taking strict precautions against engaging in offering or obtaining unjust benefits through internal or external trade, thereby preventing our actions from being misunderstood and our reputation from being disgraced in the eyes of society.

12. Protection of intellectual property
We shall make every effort to create and protect intellectual property. In addition, we shall exercise adequate care to avoid infringing upon the intellectual property rights of third parties.
Intellectual property refers to intangible assets, such as intangible creations realized through human intellectual activity and intangible assets such as the goodwill resulting from carrying out business activities over an extended period of time. Intellectual property includes industrial property rights (e.g., patent rights, utility model rights, design rights, and trademark rights) and copyrights, which are recognized for academic works, works of art, and computer software. Other types of intellectual property include know-how, which is protected by laws and the illegal use of which is prohibited. Strong protection of intellectual property for which rights are recognized, including know-how as well as other types, is given around the world as a source of corporate competitiveness in today’s economic society.

II. Relationship of the Company to Society

13. Coexistence with the global environment
We shall make the utmost effort to minimize the worldwide burden imposed by our business activities and the products and services we offer globally by bearing in mind that the global environment is invaluable to humanity and that we benefit tremendously from the earth (e.g., the use of resources and energy required for our business activities). We aim to pass on to the next generation a global environment in better condition than when we began our business activities.

14. Information disclosure
We shall ensure that our corporate activities are conducted fairly and transparently in line with common sense by always communicating with society by disclosing truly necessary information (except corporate secrets and other information which we are obliged to protect under contract) in a timely and appropriate manner. “Truly necessary information” refers to not only information the disclosure of which is mandated by law but also all information necessary for all parties involved in our company, whether customers, suppliers, employees, shareholders, investors, or local communities. We shall voluntarily provide such information. In addition, we will endeavor to accurately understand which parties in which positions require which pieces of information through our day-to-day communications, and we shall respond to their requests sincerely through the relevant departments in our public relations and general affairs divisions.

15. Contributions to local communities
We shall maintain good relationships with local communities through close ties and collaboration. In addition, we shall independently and actively engage in social interactions with local communities. In the event of the occurrence of an untimely disaster, we shall actively conduct rescue and disaster management activities in close cooperation with local communities.

16. Compliance with laws and regulations
We shall conduct corporate activities based on laws and regulations, our articles of association, social norms, and common sense. All of our employees shall be fully aware that major violations, particularly those that result in criminal punishment, may directly lead to a crisis in which the survival of the company is jeopardized, and employees shall not conduct such offenses. Employees shall remember that orderly compliance with the following laws and regulations is mandatory, and employees shall sincerely commit to ensuring the company is in compliance.

(1) Financial Instruments and Exchange Act
Employees shall observe the Horiba Group’s Internal Information Management and Insider Trading Regulations. In addition, when an employee learns of important company information that may affect investors’ investment decisions, such employee shall never trade stocks before such information is released.

(2) Political Funds Control Act and Public Offices Election Act
Employees shall observe the Political Funds Control Act and the Public Offices Election Act, thereby ensuring impartiality and fairness in the company’s political activities.

(3) Laws and regulations prohibiting bribery, etc.
Employees shall never give unjust benefits or other compensation in exchange for favors from government workers in Japan or other countries.

17. Rejection of antisocial forces
We shall avoid all involvement with any individuals or organizations that adversely affect the public order or impair healthy corporate activities. In particular, company management shall take the lead in adopting a suitably respectful attitude without fear of reprisal from such forces. In principle, we shall deal with racketeering resulting from intervention in civil disputes “resolutely, without fearing, provoking, or despising the parties involved in such acts, and without making any improper remarks or bowing to any demands,” and act as an organization instead of isolating individual employees. In addition, we shall seek as much support as possible from the police and lawyers. Here, “racketeering resulting from intervention in civil disputes” refers to acts of organized crime groups and other such organizations to intervene in disputes or make threats by instigating various events, such as pro duct complaints, for illegal financial gain.

III. Relationship of the Company to its Employees

18. Respect for employees’ personalities and Individuality
We shall endeavor to realize an open and fair working environment that allows each employee to achieve our management goals while maximizing his or her potential. We value employees with international mindsets who challenge themselves to achieve their individual goals related to improving business performance , and we assess their accomplishments by noting positive points; this serves as the core of our various systems for evaluation, compensation, and education. We take great care to communicate with our employees.
We support employees who are attempting to balance work and family in the face of changes in working conditions due to raising a family, performing nursing care, or making a job transfer; through such support, we realize a workplace where employees can feel a sense of security in their jobs. In addition, we shall build diverse human resource and employment systems for both male and female employees in order to allow employees to challenge themselves to improve their personal abilities individually.

19. Respect for employees’ privacy
We shall respect individual employees’ privacy, and we shall exercise the utmost caution in handling and appropriately managing personal information.

20. Prohibition of all forms of discrimination and mandate of respect for human rights
We shall secure a healthy workplace which is free of harassment and discrimination based on race, creed, skin color, sex, religion, nationality, language, physical characteristics, property, hometown, etc. We shall forbid unwelcome sexual speech and behavior (sexual harassment) as well as violations of human rights resulting from abuses of one’s position or authority in the workplace (workplace bullying). In the event a problem related to these topics occurs, we shall promptly investigate the matter and take strict measures to assist the victims and prevent recurrence.

21. Securing of a safe, healthy working environment
We shall place the highest priority on ensuring the safety and health of all people involved in any of our business activity processes. To this end, we shall observe internal regulations, rules, and operation standard sheets as well as the various relevant laws and regulations.

(1) Elimination of employment injuries
We value human safety and health, as these are irreplaceable, and thus we shall observe rules, including internal regulations related to safety and sanitation, in order to eliminate employment injuries.
In addition, we shall refine our ability to detect dangers and hazards in advance during the course of our day-to-day business, and we shall systematically take measures to eliminate such dangers and hazards.

(2) Environmental conservation and disaster prevention
To fulfill one of our social responsibilities as a community-based company, we shall observe environment-related laws and regulations and actively engage in improvement activities aiming toward global environmental conservation. We shall regularly check the status of improvements in the environment surrounding our business offices and local communities in order to protect such environments, and we shall endeavor to make the most of these activities at each workplace as well as during the course of each employee’s work.

(3) Work/life balance and promotion of employees’ health
We shall place the highest priority on our employees’ mental and physical health throughout all processes of our business activities. In addition, in order for employees to work positively and achieve balance between their work and private lives, each employee shall be encouraged to understand the importance of mental and physical health and to always conduct business by remaining aware of and taking responsibility for safety and health. Through health checks, education, and awareness-building activities as well as other initiatives, we shall promote health and encourage communication so that all employees can work cheerfully and healthily. From the viewpoint of enhancing work/life balance, we shall attempt to achieve flexible and autonomous working styles so that each individual can display his or her abilities according to the work situation and working conditions.