We define compliance not only as compliance with laws and regulations, but also as voluntary efforts to adapt to broader social expectations behind laws and regulations, and has established a compliance system with the intention of conducting sincere and fair corporate activities and ensuring sound management based on self-discipline.
In accordance with the Compliance Rules, we have established the Compliance Committee and the Compliance & Risk Management Office to develop a company-wide cross-sectional compliance system. We have established an organizational structure for compliance that includes a the Board of Directors chaired by the President, the Compliance Committee, the director in charge of compliance, the Compliance & Risk Management Office, the Chief Compliance Officer (CCO), and the Compliance Manager. In addition, the person in charge of compliance have been assigned within each division and department to promote the practice of compliance in the field.
The Board of Directors decides on the compliance program and other basic matters related to the promotion of company-wide compliance, and receives reports on the status of compliance promotion.
The Compliance Committee, chaired by the Head of the Compliance & Risk Management Office, who is also an executive officer, is comprised of senior management and outside attorneys, and meets once every three months in principle.
In the Committee meetings, interest-related transactions and the basic compliance policies are deliberated on and progress of the compliance program is reported. The outside attorneys and the Head of the Compliance Office respectively have the authority to independently reject proposals.
Our Code of Ethics consists of the Corporate Ethics Charter and the Code of Conduct for Executives and Employees. In addition to compliance with laws, regulations, and social norms, the Code of Conduct stipulates standards that must be observed, such as maintaining fair relationships and distinguishing between public and private matters.
The sections on compliance with laws, regulations, and social norms in the Corporate Ethics Charter require the recognition of the laws, regulations, and rules that must be observed, such as ensuring fair competition, prohibiting insider trading, and preventing money laundering, and require each officer and employee to comply strictly with them after fully understanding and familiarizing themselves with them.
【Extract from the Corporate Ethics Charte】
Compliance with Laws and Regulations and Social Norm
The Company shall endeavor not only to comply with all relevant laws and regulations and their spirit but also to refrain from any acts which deviate from social norm, earn social confidence and maintain and improve its confidence. In addition, the Company shall respond resolutely to antisocial forces which pose a threat to social order or stability and be fully prepared for criminal acts.
We formulate a compliance program each fiscal year, which is a practical plan for achieving compliance. The program is drafted by the Compliance & Risk Management Office, discussed by the Compliance Committee, and approved by the Board of Directors.
With the Core Values set out in our corporate philosophy as the broader concepts, the Compliance Manual provides the appropriate approach and code of conduct that all officers and employees (directors, auditors, and employees including contract workers and temporary employees) should adopt in the various situations that we face as an asset management company for real estate funds.
In addition to mandatory compliance training at the time of joining the company, we conduct compliance training for all executives and employees including seconded employees, contract employees and temporary staff, four times a year, as well as a total of seven quarterly e-learning sessions on internal control.
In addition, in order to spread knowledge of compliance, the Compliance & Risk Management Office disseminates information to all executives and employees to deepen their understanding of laws and regulations related to the company's business.
| 2020/3 | 2021/3 | 2022/3 | 2023/3 | |
|---|---|---|---|---|
| Compliance training (times) | 4 | 4 | 4 | 4 |
We have established an internal inquiry counter for all executives and employees as well as our business partners in order to receive consultations and reports regarding violations of laws and regulations, information management violations, various types of harassment, human rights, and the working environment. In addition, we have designated the internal inquiry counter of KKR & CO. INC., and an external law firm as an external point of contact for these matters, for consultation and reporting, and have secured a route for external consultation and reporting. When the internal inquiry counter receives a whistle-blowing report, the Head of the Compliance & Risk Management Office assumes responsibility and the Compliance & Risk Management Office investigates the facts. There is no time limit for any of the contact points, and reports can be allowing anonymous reporting at all inquiry counters. It is considered that the system will protect whistle-blowers from disadvantageous treatment in accordance with the Whistleblower Protection Act and our Whistle-Blowing Rules.
If, as a result of the investigation, corrective measures and measures to prevent recurrence are needed, appropriate action will be taken. Also, at the end of the investigation, we share with the whistle-blower the conclusion as to whether the reported event is regarded as a fact or not and the details of the necessary corrective measures, as well as notifying the whistle-blower of the progress of the investigation as necessary during its course.
We accept consultations and reports concerning violations of laws and regulations, information management violations, various types of harassment, human rights, and the working environment in our business.
Please click here for contact information
For the purpose of accurate and fair treatment in the event of finding an act or a possibility of violation of laws and regulations and the Articles of Incorporation, etc. or for preventing occurrence of such an act, the Administrative Incident Handling Rules set forth specific actions.
When the Head of the Compliance & Risk Management Office receives a report, after determining whether or not it is an administrative incident, he/she reports it to the President, Deputy President, Director in charge of Compliance, Full-time Auditor, and the General Manager of the department where the incident occurred. If the incident is determined to be an administrative incident, it is reported to the Compliance Committee, and if the incident is of high importance, it is reported to the Board of Directors.
In addition, upon request from the Compliance & Risk Management Office, the department where the administrative incident occurred will investigate the cause of the incident and formulate measures to prevent recurrence.
All officers and employees of the company pledge to comply with the Code of Conduct, etc., by submitting a compliance pledge form according to the characteristics of their positions every year. In addition, self-assessments are conducted semiannually to check the status of each department in management of compliance-related matters. Through these efforts, we are striving to ensure the awareness of compliance.
The Company has implemented a management system as described below to ensure that conflicts of interest do not arise from the management of assets at JMF and IIF and the discretionary investment and investment advisory business such as private real estate fund management.
To preempt violence from antisocial forces, clarify how we will respond as an organization and ensure that we will never have any relations or dealings with antisocial forces and use them, we also provide the “Basic Rules around How to Deal with Antisocial Forces” which stipulates that we will take a resolute attitude as an organization to antisocial forces, including coordinating with external specialized institutions, as our basic principle. Each division of the Asset Manager is expected to confirm in advance that counterparts to transactions, etc. are not considered as antisocial forces, to report any questionable acts or behaviors when they are expected directly or indirectly to the Head of the Compliance & Risk Management Office and the President, and review social risks thoroughly to make a decision of whether the transaction can go ahead or not, in accordance with the Basic Rules as per their respective operations manuals for each division that are provided separately.