ZENOAQ Compliance Code of Conduct
Nippon Zenyaku Kogyo Co., Ltd., ZENOAQ sets this Code as a standard for compliance. We must comply with this Code in our conduct on behalf of ourselves or the company.
I. Basic Policies
1. Compliance with the laws and regulations relevant to the business and with corporate ethics
Under our social missions set out as "To enrich the benefits that animals bring to human beings. To enrich the welfare of animals.
To enhance the value of animals to society, and contribute to social well-being," being aware of the social responsibility of our company, which is deeply involved in the health of animals and food production, we should strictly control ourselves with a high ethical view and make efforts so that we can continue to be trusted in society.
- (1) Independent autonomous approach to compliance
Recognizing compliance as the most important standard for conduct in the company, we should actively conduct compliance activities with a high self-purifying capacity independent of precedents, relationships and conventional practices in the industry, or internal hierarchical relations. - (2) Performing compliance education
We should perform continual internal education and enlightenment on corporate ethics, compliance with laws and regulations, and social responsibilities of corporations, mainly by the Compliance Committee, so that the importance of compliance and our basic policies for it can penetrate throughout our company. - (3) Disclosure and request for cooperation based on compliance
We should actively disclose our management philosophy, action principle, code of conduct and approaches for compliance. At the same time, we will request our customers and concerned parties to understand, and cooperate with, our ideas and activities for compliance.
2. Providing products and services useful in society, and ensuring their safety
We should provide excellent products and services that are useful in society, taking full heed of their safety, always behave with "gratitude and sincerity" so that we can obtain customers' satisfaction and trust.
- (1) Under the action principle of "pursuing high quality," we should provide products of good quality following the laws and guidelines for quality control and assurance, etc., and also, a total service of good quality.
- (2) Placing product safety as the most important issue, we should further sufficient product safety measures at the stages of production and after sales. If there should be any doubt about products, we should disclose information about it promptly, and take necessary actions and improvements.
- (3) Taking advantage of our direct sales system, we should collect and analyze needs in the market and customers' voices, and make efforts to develop and improve products and services mainly by the Customer Satisfaction Enhancement Committee.
3. Value of animals, and symbiosis of animals and human beings
Putting a high value on, and being grateful for, the benefits that animals give human beings, we should enhance the value of animals by spreading, using, and applying the benefits. We should contribute to materializing a society where animals and human beings coexist in a more desirable way.
II. Establishing Mutual Understanding and Confidential Relationship with Stakeholders
To be a drug company for animals trusted in society, we should have contact with a wide range of stakeholders, including shareholders, customers, end users, suppliers to us, and local communities, with "gratitude and sincerity," disclose information so that they can gain an in-depth understanding of our business management and activities, and at the same time, listen to them to establish confidential relationship with them.
III. Fair, Free, and Transparent Competition and Dealings, and Proper Relationship with Politics and Public Administrations
- (1) Compliance with the Anti-Monopoly Law
Recognizing that the Anti-Monopoly Law is a basic law in a free economy, we must observe it, and engage in fair and free competition and do legitimate and fair dealings. We should also try to ensure the foregoing and prevent violations to the law through internal education and training. - (2) Proper purchase transactions
We should have contact with suppliers with "gratitude and sincerity," treating them as good business partners, and must not put an unfair burden on them on a strong footing over them. In choosing suppliers or making purchase transactions with them, we should use fair and reasonable standards. - (3) Legitimate and proper sales and distribution
Observing the Pharmaceutical Affairs Law, Animal Feed Safety Law, etc., we must sell, store, or physically distribute products legitimately and properly. - (4) Appropriate relationship with politics and public administrations
We should maintain sound and fair relationship with politics and public administrations domestically and internationally, and do no actions that may cause suspicion of improper relationship, including bribery and giving a benefit. - (5) Proper gift to, or entertainment of customers
We must not give a gift to, or entertain, our customers, such as veterinarians, stock raisers, and animal husbandry experts, for the purpose of, or any suspected purpose of, providing them with an improper benefit or preferential treatment, or beyond the extent that it is socially accepted or generally considered proper. - (6) Relationship with other companies of the same trade
We must not work for any business or company of the same trade as ours without our company's order or permission. We should not slander or libel other rival companies of the same trade as ours, but try to be fair in competing with them. - (7) Protecting intellectual property
Respecting our own and any third-party's intellectual property, we should make efforts to prevent the property from being leaked, and not unlawfully disclose, acquire, or use it. We should try to procure trademark registration to fruits of internal efforts appropriately and promptly when they are produced. We must not infringe such rights if they belong to any person, before and after he or she leaves the company. - (8) Legitimate import and export, or travel abroad
In importing and exporting any product or travelling abroad, we must comply with all the relevant laws and regulations, and ethics. Particularly, we must thoroughly control our trade business so that it cannot result in transferring strategic materials, or developing or producing weapons. We also must not carry any illegal item with us when we leave, or return to, our country.
IV. Employment and Work Environment
- (1) Respect for individuality, and creation and maintenance of an ideal working environment
We should mutually "respect our diverse individualities," and pay heed to further developing one another's ability. We should evaluate the employees fairly, and strive to create and maintain an environment where each employee's opinions are fully taken into consideration and his or her ability can be exerted to the maximum. - (2) Compliance with the laws and regulations relevant to employment, and prohibition of unfair discrimination and harassment
We must comply with the laws and regulations relevant to employment, including, the Labor Standards Law. We must not conduct unfair discrimination or harassment based on the nationality, gender, belief, social status, etc., and should take appropriate actions for, and pay heed to, preventing such discrimination and harassment. - (3) Creating a comfortable work environment with safety and hygiene
We should make efforts for disaster prevention and hygiene control according to the Industry Safety and Health Law and relevant internal regulations. We should also promote the enhancement of health of our mind and body, and make voluntary efforts to create a comfortable work environment. - (4) Internal education of employees for their career development and pursuit of professionalism
We should pursue professionalism on our own initiative. We should have internal education according to each employee's capacity, and try to develop human resources on a systematic and planned basis from a long-range perspective. - (5) Prohibition of sexual harassment
We must not do any sexual harassment. We should take necessary care to prevent and eliminate sexual harassment to ensure the best work environment for employees. - (6) Employment of, and support to, physically challenged people
We should make efforts to employ and support physically challenged people.
V. Information Management and Processing System
- (1) Management and acquisition of business information and personal information
We must not disclose to any external party any trade or technical secret information of our company, subsidiaries and affiliates that comes to our knowledge in conducting business, personal information on third parties, such as customers and end users, that we own inside our company, and the employee's personal information and their families, without permission of those who have the rights to such information. Within the company, we should not disclose such information to any person other than those to whom it needs to be made available for doing business. In acquiring personal information, we should express the purpose of the information. For information planned to be disclosed, we must keep it secret until the time of disclosure. If information that a third party is suspected to have unlawfully acquired is offered to us, we must never accept it. - (2) Proper use of the information processing system
We must comply with the laws and regulations relevant to information, use the information processing system properly and appropriately according to working regulations and other relevant internal rules, and must not make unauthorized access to, or use for a private purpose, others' or other companies' information. - (3) Management of electronic information
We should manage electronic information in a good manner to prevent it from being leaked, stolen, hacked, or infected with a virus. If there should be such an event, we must promptly inform the competent authorities of it and make good judgments and take appropriate actions to minimize the internal and external damage that may occur as a result.
VI. Environmental Measures
Considering that the preservation of the global environment is important for human beings and animals to coexist happily, we should strive to take care of, maintain, and improve the global environment in all our business activities. To comply with the environmental laws, regulations, and standards, and further, preserve and improve the environment, we should use resources and energy efficiently, reduce discharges, evaluate the impact of the products and production processes on the environment, and reduce the impact. We should make products with care to the environment and develop technologies for it. If there is or may be an adverse effect on the environment, we should take the best action to remove or improve it promptly. In addition, we should join forces in environmental preservation activities of local communities, and provide fair and appropriate information to them. Understanding the importance of the environmental issues, we should behave with an awareness of them.
VII. Anti-Social Forces
Being strongly aware of our social responsibilities, we must take a firm attitude against anti-social forces or organizations that are a threat to the order or safety of civil society, and resolutely reject their unjust pressure or request for money or other benefits. If we are threatened based on a corporate scandal of our company, if any, we must promptly investigate it to find the facts and cause, take actions, including disclosure, as a responsible corporation, and take legal actions, both criminal and civil, against it, in cooperation with the police.
VIII. Social Contribution Activities
We should actively do social contribution activities through Shakunage Society or sponsoring various academic societies, with "our social mission" and under our action principle "Gratitude and Sincerity." We should support and promote employees' voluntary social participation.
IX. Accounting and Finance, Tax, and Company Assets
- (1) Compliance with the laws and regulations relevant to accounting and finance, and accurate entries in the accounting books and accounting records
We must comply with the Commercial Law, Generally Accepted Accounting Principles, the Foreign Exchange and Foreign Trade Control Law, Securities Exchange Law, and other laws and regulations relevant to accounting and finance, in our corporate accounting, and correctly record our company's transactions in the accounting books and accounting records according to the accounting principles and practices generally recognized as just and valid.。 - (2) Compliance with Tax Law
We must comply with the tax laws domestically and internationally in doing business. - (3) Prohibiting unauthorized use of the company's properties
We must use the company's funds, commodities, and other properties only for the assigned jobs, and follow relevant internal procedures, if any, for using such properties. We must not embezzle, or use for the benefit of ourselves or a third party, the company's properties. In addition, we must not carry out unlawful accounting processing, or use our position or authority to illegitimately benefit ourselves or a third party.
X. Business Activities
1. Research and development
We must comply with the laws, regulations, and ethics relevant to research and development. In the development and clinical test of a product, we must implement it with scientific strictness in cooperation with veterinary experts, giving priority on the environmental preservation, and the safety of stock raisers and end users. Particularly, we must keep experimental animals under appropriate feeding control in a responsible manner, prevent them from disturbing people or contaminating people's living environment, and conduct tests with a highly ethical view.
2. Production
In making or importing products, we must comply with the relevant laws and regulations, internal standards, etc. Particularly, we must be very careful in handling and storing materials in order to ensure the safety of those who are involved in production and are in the surroundings, and environmental preservation. If there should be a problem about product quality, etc., we should promptly take necessary steps such as providing information, recovering the product, investigating the cause, and preventing a recurrence.
3. Advertising, promotion, and universal design
We should represent our product in advertising not by false or exaggerated words, but by exact words that cannot be misunderstood but are easy to understand, according to the relevant laws, regulations and ethical view, and on a scientific basis. At the same time, paying heed to human rights, copyrights, etc., we must prevent any violation of such rights. Gifts, if any, that we provide for customers should be appropriate and fair ones. Furthermore, we should try to create universal designs, considering convenience and safety.
XI. Overseas Business
Compliance with local laws, regulations and ethics overseas, and respect for local culture and customs overseas
In our overseas business activities, we should respect local laws, regulations, ethics, culture, and customs, and strive to do our business activities based on mutual trust and cooperation with local people.
XII. Risk Assessment
Developing a risk assessment system, and actions as a responsible member of society
Always considering risk assessment, we should have an internal system in place that can sufficiently prevent the occurrence of risks and cope with an emergency, mainly with the Risk Assessment Committee.
If there should be an emergency, the top management should take direction for quick investigation of the facts and causes, try to cope with it promptly and appropriately, and also, take new measures to prevent a recurrence. We should also achieve accountability to society by holding a press conference or disclosing information.
XIII. Compliance with the Articles of Incorporation, Internal Regulations and Rules, etc.
We must understand and comply with the Articles of Incorporation, internal regulations, rules, procedures, manuals, guidelines, etc., that we have established according to the proper procedures, in addition to this Code of Conduct.
XIV. Effective Date
This Code of Conduct shall be put in force on April 1, 2005.
