Compliance

Target

Materiality

Systems and actions

Organization

Nidec’s Legal & Compliance Department, working in partnership with Regional Compliance Officers of the individual regions where the Nidec Group’s business bases operate (the Americas, China, Europe, and Southeast Asia) and Compliance Managers and Promoters of individual business departments and group companies, builds and operates a global compliance system. Compliance Managers implement and operate compliance-related measures to raise the compliance awareness of the organizations under their supervision, and bear responsibility for preventing compliance violations. Compliance Promoters promote the specific compliance measures of such organizations, while serving as a liaison with the Legal & Compliance Department and Regional Compliance Officers, who provide support for individual regions’ Compliance Managers and accept whistleblowing cases.

The NIDEC Group’s global compliance system

Regulations, code of conduct, and basic policy

Nidec has in place “Nidec Group Compliance Regulations” rules for compliance-related fundamental notions, organizations, operating methods, etc. for the entire Nidec Group’s compliance, and to build a group-wide compliance system and raise the compliance awareness of all employees. In addition, we have in place a Nidec Group Compliance Code of Conduct, which is an action guideline for the company’s executives and employees, and a Nidec Compliance handbook, which explains the Code of Conduct in detail in Japanese, English, and Chinese, to ensure that all executives and employees understand it group-wide.
In addition, as a globally operating company, we make it a basic policy to comply with the RBA (Responsible Business Alliance, the former EICC).*

*RBA: A set of standards to ensure that the electronics industry’s supply chains provide a safe work environment, treat workers with respect and dignity, fulfill their environmental responsibilities, and execute their duties ethically. As an example, the “Business Integrity” part of the RBA Code of Conduct’s “Ethics” section stipulates that participating organizations “shall have a zero tolerance policy to prohibit any and all forms of bribery, corruption, extortion and embezzlement.

Prevention of Bribery and Corruption

In 2016, we instituted “Anti-Bribery Policy for the Nidec Group – Rules on Dealing with Government Officials, Suppliers, Agents and Customers,” internal rules to prevent bribery in the entire group. This Policy, which covers business transactions in general with public officers, suppliers, customers, and agents, sets forth rules on, among others: providing public officers, customers, and others with cash, gifts, meals, and business entertainment; making donations in relations to public officers’ and others’ acts in the line of duty; receiving cash gifts, meals, business entertainment, and other benefit from suppliers; and selecting agencies and agents. The Anti-Bribery Policy makes it obligatory to report to, and obtain approval of, a Regional Compliance Officer any provision or reception of business entertainment that fails to meet any one of the (1) – (3) below, to ensure the proper operation of the Policy and control bribery-related risks.

1. (1)The amount of money that the counterpart (Nidec) receives must not exceed US$100 per person;
2. (2)The number of times of providing the same person with profit (or receiving profit from the same person) must not exceed twice; and
3. (3)The number of the people in the organization to provide with such an amount of money (or receive such an amount of money from the organization) on the same occasion must not exceed four.

We hold seminars on the purpose and the details of the Policy for Nidec Group executives and employees to help deepen their understanding on it. In addition, in M&A cases as well, we perform due diligence for bribery- and corruption-related risks in a company to purchase, to confirm that there are no such risks.
Nidec Corporation has been a member of the United Nations Global Compact since August 2015, and upholds its ten principles in the four areas of human rights, labor standards, the environment, and anti-corruption. The problem of corruption, an issue the UN is promoting to prevent, greatly hampers sustainable development. This is why Nidec is committed to the principle, “Companies should engage in actions to prevent all forms of corruption, including extortion and bribery.”

Internal reporting system

As part of the comprehensive, group-wide compliance system, we established an internal reporting section (the Nidec Global Compliance Hotline) and an external third-party hotline available for all board members, executives, and employees (including regular and part-time employees, those dispatched from outside agencies, limited-term employees and those who left Nidec Group within one year) to encourage them to report and raise issues on accounting fraud, bribery, labor safety-related cases, harassment, and other acts in violation of laws, regulations, internal rules, ethics, etc. In addition, we have in place NAVEX, an internal reporting system, operated by an outside vendor, mainly for board members, executives, and other employees of our European and US business bases. This system encourages employees to report and raise issues on accounting fraud, bribery, labor safety-related cases, harassment, and other acts in violation of laws, regulations, internal rules, ethics, etc. The hotline, in place in Japan, Americas, China, Europe, and Southeast Asia, is available in multiple languages. A Regional Compliance Officer receives while-blowing reports, and launches investigations and corrective actions in cooperation with Nidec Corporation’s Legal & Compliance Department. Whistleblowers will be notified as much as possible of the findings of the report. Reports can be submitted anonymously so that no whistleblowers will be subject to any disadvantage after reporting an incident. In resolving the issue, we will respect the reporter’s wishes as much as possible, and after confirming the facts through interviews with the relevant parties and conducting an investigation, we will strive to take appropriate measures and prevent recurrence. Furthermore, the status of internal reports from the officers and employees of our group is regularly reported to the Board of Directors’ Meeting and the Audit Committee.

Number of internal reports (including consultations)

*NAVEX has long been available for the Nidec Group’s overseas business bases, including those in Europe and the US. From this time on, we disclose the number of the internal reports that NAVEX received, as, after the April 2024 revision, the Nidec Global Compliance Hotline Regulations now stipulates that they apply to NAVEX as well.

Action on violations

If a whistleblowing or any other action reveals any violation of compliance rules by an executive or other employee, we will launch investigations to prevent its recurrence, while, based on applicable internal rules, punishing those involved in the violation based on deliberation by the Disciplinary Committee and the Board of Directors.

Number of legal violations, etc., inside and outside Japan

Education and actions

Compliance seminars

As part of its compliance promotion activities, we hold compliance seminars for our group’s executives and employees to maintain and improve the level of their compliance awareness.
In those seminars, we use the Nidec Compliance Handbook as a teaching material, and have Regional Compliance Officer as lecturers for such topics as cartel, bribery and human rights issues including harassment, and host seminars, discussions, and other activities in and outside Japan. Thus, we work to share the same level of understanding on, for example, acts that constitute compliance violations, results expected from such violations, and actions to take when in doubt.
In addition, we invite an outside lecturer once a year for a compliance seminar for board directors, executives and others.

Compliance seminars held in Japan (the total number of participants)

Risk assessment

Every year, to manage their risks, all Nidec Group sites, including newly built ones and those that have newly joined the group via M&A, assess risks regarding bribery, corruption, human centers abuse, and many other social issues. Departments in charge prepare a plan to correct any risk identified in the assessment, and execute a PDCA cycle based on the level of the risk to reduce it.