October 20, 2022 Revised version
As a company that handles medical equipment related to people's lives and health, the MEDIUS Group is responsible for contributing to ensuring a system that efficiently provides high-quality and appropriate medical care. In order to fulfill this responsibility, we have set "contribution to regional medical care" as our management philosophy, and we provide prompt, appropriate and stable medical equipment, provide high value-added services adapted to each region, and the latest. We must continue to make efforts to contribute to the healthy and prosperous lives of the local community and the people as a whole through the provision of information. In addition, as a medical professional and a listed corporate group, we are responsible for ensuring high ethical standards, fairness and transparency.
We must improve our corporate value by continuing to pursue the profits that can only be obtained by fulfilling such social responsibilities. MEDIUS Group will develop sound business by setting "social responsibility" and "pursuit of profit" as the criteria for management decisions.
MEDIUS Holdings Co., Ltd.
President and CEO Medius Holdings Co., Ltd.
Chairman of the Compliance and Risk Committee of the company
Yasuhiko Ikeya
However, in daily business activities, it is possible to encounter situations in which fulfilling justice and social responsibility conflicts with the pursuit of profit. If you come across this situation, without being bound by immediate interests,
"If you encounter a situation where you have to take either justice or profit, take justice without hesitation" should be the basic stance in corporate activities.
Please understand that the profits and benefits we should pursue are those obtained by fulfilling justice and social responsibility.
MEDIUS Group has established the "Compliance Guidelines" as action guidelines for "taking justice," and by putting them into practice, we are working to permeate and maintain a high sense of ethics. If you belong to the MEDIUS Group, please read the "Compliance Guidelines" carefully, think carefully about what social responsibility we should fulfill, and be sure to comply with it.
And, of course, if you receive a request that goes against justice, or if you notice or find a situation that goes against justice, do not hesitate to take action to take justice. The MEDIUS Group encourages such courageous action.
Let's work together as a MEDIUS group to promote compliance, study to become a truly socially needed entity, and create a tomorrow's medical environment.
The "Compliance Guidelines" include all officers and employees belonging to the MEDIUS Group (executives, full-time employees, contract / contract / dispatched employees, part-time employees and other employees. The following "MEDIUS Group officers and employees" ”) Is set as a guideline for maintaining high ethical standards, but it is not merely a list of laws and general social norms that should be complied with, but the values or significance of the MEDIUS Group. It reflects the basic guidelines for practicing compliance. MEDIUS Group officers and employees must follow the Compliance Guidelines and act with consideration for stakeholders such as shareholders, customers, business partners, employees, and communities.
MEDIUS Group considers compliance not only to comply with laws and regulations related to corporate activities, but also to recognize and adapt to the social demands behind the laws and regulations that must be complied with.
Our practice of such compliance will increase the social credibility of MEDIUS Group officers and employees and will be the cornerstone of improving the corporate value of the MEDIUS Group. On the contrary, if this is neglected, social credibility will be lost in an instant, and it will take a long time and enormous effort to regain the lost credibility. Even a single event puts the company, and thus the entire MEDIUS Group, in great danger. Therefore, MEDIUS Group officers and employees must work together to continue practicing compliance. Of course, it is not allowed to go against the profits of the company, and even actions that seem to be in the interests of the company are allowed because if they are against justice, they will end up damaging the profits of the company. not.
To be aware of compliance, always ask yourself the following questions.
If you violate the "Compliance Guidelines", you may be subject to disciplinary dismissal or other strict measures based on the work rules established by each MEDIUS Group company.
MEDIUS Group will not admit any non-compliance under any circumstances. This will be concealed, and even those who conceal it will be severely punished. Conversely, if we promptly and proactively report to the company that there has been or is likely to be a non-compliance, we may consider the situation.
In order to remain a fair and transparent corporate group, the MEDIUS Group strives to demonstrate its self-cleansing function in a healthy manner. MEDIUS Group executives and employees shall cultivate high ethical standards on an individual basis, endeavor to detect compliance violations or potential violations (hereinafter referred to as "compliance violations, etc.") at an early stage, and shall Please try to correct it voluntarily.
Persons who discover compliance violations, etc. should consult and report to the company to which they belong (superiors, officers, related departments, etc.), and the company that received the consultation and report will Take it as a wake-up call, listen intently, and respond fairly and honestly.
MEDIUS Group executives and employees must take appropriate measures in consideration of the person's position and information handling so that the working environment of the person who consults or reports in this way does not deteriorate. In addition, we must never unfairly treat, harass, or otherwise disadvantage the person who consulted or reported.
MEDIUS Group strives to create an environment in which employees can consult and report to the company to which they belong. At the same time, in order to strengthen self-purification, the Group's whistle-blowing system "K Call" has been established to quickly respond to compliance violations, etc. strive to
"K Call" is a group-wide internal reporting system established by the MEDIUS Group. All MEDIUS Group executives and employees can use "K Call" instead of consulting and reporting to the company to which they belong to report compliance violations, etc. in the course of business. "K Call" can be used not only by current employees of the MEDIUS Group, but also by employees who have retired from the MEDIUS Group within one year.
MEDIUS Group takes the following measures to ensure the reliability and effectiveness of "K Call".
We ensure that whistleblowers are not treated unfavorably as a result of reporting. Those who treat whistleblowers disadvantageously are subject to strict disciplinary action based on the employment regulations and internal reporting ("K Call") regulations of each MEDIUS Group company.
We have established a contact point dedicated to whistleblowing outside the group (hereinafter referred to as the "K call" contact point), and by making the contact point independent from executives, we ensure the fairness of the "K call".
"K Call" enables anonymous reporting. In addition, even if the report is made anonymously, the information of the whistleblower, such as the whistleblower's name, contact information, and department, will not be communicated to the MEDIUS Group without the whistleblower's consent.
We also ensure its convenience by providing multiple means such as dedicated web forms, e-mail, mail and telephone.
We strictly maintain the confidentiality of information regarding whistleblowers, cooperators in fact-finding investigations of whistleblowers, persons subject to whistleblowers, and other parties involved in making whistleblowers. In addition, when investigating facts related to compliance violations, etc., we take the utmost care to protect the privacy of the whistleblower.
MEDIUS Holdings Co., Ltd. (hereinafter referred to as "MEDIUS HD") and the CR Committee secretariat will immediately report to the chairman of the MEDIUS HD CR Committee when it receives a report from the "K Call" window. To do. Then, based on the instructions of the chairman, the secretariat assigns the first responders of the company that made the report (excluding those who were subject to the report). ) as stipulated in the regulations.), instruct them to take countermeasures, and receive reports on the progress and results. In order to maintain fairness, corporate auditors closely monitor the status of responses to reports.
If the whistleblower wishes, the results of the response to the whistleblower will be fed back to the whistleblower. If it is not possible to provide direct feedback to the whistleblower, the results of the response may be made known to the whistleblower through general internal notices, etc., as necessary.
The contents of reports and the status of responses to reports are regularly reported to the MEDIUS HD/CR Committee. MEDIUS HD/CR Committee confirms and considers the status of the “K Call” system and operation.
MEDIUS Group does not allow the use of "K Call" for illegal purposes such as gaining illegal profits or inflicting damage on others. In addition, we do not allow the use of “K Call” for fraudulent acts such as slandering others, threatening others, or exposing others' privacy without stating facts related to compliance violations, etc.
In a complex and diversified social relationship and business environment, MEDIUS Group officers and employees are required to comply in various situations. If you are uncertain about your decision, do not act on your own judgment, even if it is urgent, and be sure to consult with your company, superiors, and related departments and ask for appropriate instructions.
In order to be a partner that is trusted and needed by our customers, we must always provide services that satisfy our customers. To that end, we need to actively listen to the voices of our customers and continue to meet their expectations.
"Meeting the expectations of our customers" does not mean ignoring our interests or simply meeting unreasonable demands of our customers. What we are really expected to do is to be interested in our customers, to perceive their problems, and to use our broad perspective and deep insight to help them solve them. We must take customer requests seriously and provide appropriate products and services at the appropriate time, place, and method. In addition, items such as repair items entrusted to us are the property of the customer. We must be very aware of this and manage it appropriately.
Be aware that our negligence can harm medical care and adversely affect people's lives and health.
As a provider of medical devices and services, we comply with the "Act on Securing Quality, Effectiveness, and Safety of Pharmaceuticals and Medical Devices" (hereinafter referred to as the "Pharmaceuticals and Medical Devices Act"). , The safety of the products we handle must be ensured.
Therefore, when storing products, strict management of expiration dates, appropriate storage in accordance with package inserts, etc. must be performed, and when providing products, traceability management and customers appropriately store products. Appropriate explanations must be given according to the package inserts so that they can be used and stored. These things are the same even when performing services such as repairs.
Please be confident that you can rest assured that the products and services we provide will be used by you and your family.
We must ensure fair and free transactions, and we must never take any action that violates the Antimonopoly Act.
Acts such as cartel and bid rigging that avoid competition through intentions with other businesses, such as concluding price agreements with other businesses, hinder fair and free transactions and are a great disadvantage to customers. is. Especially in bidding, you must not exchange bid price, bid motivation, information that can be inferred from other bid participants (bid rigging). In addition, you must not exchange information such as bid prices (public-manufactured negotiations) with the ordering organization, the country, public organizations, or similar organizations. We must be aware that we are involved in medical care and always conduct fair and free transactions.
Unfair behavior can lead to doubts about our good sense and loss of trust. Therefore, when conducting transactions with customers, it is necessary to maintain fairness, create accurate vouchers such as contracts, and keep other records to ensure proper transactions, including bidding. You need to be able to be accountable for what you are doing.
In our daily work, we must always carry out fair and transparent transactions. For that purpose, we will comply with the self-regulatory rule "Fair Competition Code" established by the Medical Device Industry Fair Trade Council, which is an industry group, as well as laws and regulations, and provide products and services at unreasonably low prices, and medical devices. We must not provide money, benefits, labor, etc. as a means of unfairly attracting transactions. In particular, when witnessing or lending free of charge, sponsoring lectures / academic societies, donating, eating and drinking, etc., it is necessary to confirm with the company, superiors, and related departments whether they violate the fair competition rules. Hmm.
We must not provide entertainment, money, etc. that can be said to be brilliant or excessive according to social conventions, not only to the customer himself, but also to the parties concerned, family members, etc. who affect the transaction. As a member of the MEDIUS Group, of course, you must not receive entertainment, money, etc. without good reason as an individual.
If a customer requests you to provide entertainment or money, or if you are offered to provide it, regardless of the amount of money, even if it is urgent, be sure to follow the company's internal rules. You must report to your superior and related departments and ask for their instructions.
In our daily work, we must properly handle customer-owned sales / management information, personal information, personal number (my number), and other customer information in accordance with the Personal Information Protection Law and internal rules. It will not be. At the time of acquisition, the purpose of use must be communicated, and after acquisition, it must be stored strictly and great care must be taken not to leak it. It must not be disclosed to any third party.
In particular, personal information and personal numbers (My Number) must not be acquired, disclosed or used unnecessarily. Whenever acquisition is required for business, you must report it to the company, superiors, and related departments and ask for instructions.
We must comply with the Companies Act, the Financial Instruments and Exchange Act, and other laws and regulations related to corporate management, conduct sound business activities, and disclose accurate company information at appropriate times and methods.
Since the MEDIUS Group is a corporate group led by listed companies, it is required to provide complete and accurate financial and accounting reports in accordance with strict laws and accounting standards. Therefore, in our daily work, we must create, report, and store forms that accurately describe information such as income, expenses, assets, and liabilities by an appropriate method.
In addition, since disclosure of corporate information regarding the financial and accounting matters of the MEDIUS Group constitutes the official views of the MEDIUS Group, the Management Promotion Headquarters of MEDIUS HD will do so.
We strictly control important inside information that may have a significant impact on investors' investment decisions, and must not communicate or leak it to others before it is published by MEDIUS HD. Communicating or leaking important inside information prior to publication will have a negative impact on shareholders and investors and will damage our credibility. Therefore, we strictly keep important inside information confidential, and keep important inside information even if it is a close relationship such as family or friends, or even within the same MEDIUS group. Do not communicate or leak to strangers. If you need to communicate important inside information, you must report it to the company and follow internal rules.
Important inside information includes important facts in insider trading regulations, important information in fair disclosure rules, timely disclosure facts, etc., including facts related to new stock issuance, mergers, business alliances, start of new businesses, etc. , This is not all.
We must be aware that we are a member of the MEDIUS Group, which is led by a listed company, and must never take any action to damage the credibility of our shareholders or investors.
For example, if you learn important inside information, you must not directly or indirectly buy or sell shares of MEDIUS HD before it is made public. Such transactions are prohibited by the Financial Instruments and Exchange Act. In addition, when trading stocks of MEDIUS HD, regardless of whether or not you know important inside information, you must apply to the company and follow internal rules.
In addition, we must not provide any property benefit with respect to the exercise of shareholders' rights, such as giving money to any person for the purpose of receiving favorable treatment from shareholders.
We must be fully aware that all our suppliers are good partners on an equal footing with us, and respond fairly and honestly.
In negotiations with suppliers, etc., we must not make misleading words or actions or make dishonest statements, and we must maintain clear and frank communication and always be sincere. It is this trust that leads to the establishment and maintenance of healthy and lasting relationships.
We are brilliant and overkill beyond social conventions from suppliers who are in a position to influence or suspect transactions with the MEDIUS Group, including their families. You must not receive any money or gifts. Nor should you provide this.
If a supplier requests you to provide entertainment or money, or if you are offered to provide it, regardless of the amount of money, even if it is urgent, be sure to follow the internal rules. You must report to the company, your manager, and related departments and ask for their instructions.
In order to secure a relationship of trust with our suppliers, we must strictly manage and return the products we keep. We recognize that all products that are supposed to be returned to suppliers, such as repair substitutes, long-term / short-term rental items, rental items, sample items, etc., are in custody and are dealt with appropriately. Have to.
In addition, the information acquired in transactions with suppliers, etc. is strictly managed in the same way as customers, and must never be leaked. In addition, not only for private use, but also for company use, you must not use it for any purpose other than the purpose for which you received the information.
By activating communication (thinking for ourselves, clearly communicating that idea to others, and firmly accepting the ideas of others) and studying each other, both inside and outside the company. We must strive to improve corporate value and grow ourselves. To that end, we need to build an open work environment where everyone can say things equally, and we must strive to build such an environment.
In addition, we must build and maintain a working environment that takes into consideration the health of MEDIUS Group officers and employees. To this end, we must strive to balance both work and life by accurately understanding actual working hours, appropriately allocating and managing workloads, and encouraging employees to take paid leave, child care leave, etc. must be
We must comply with internal rules such as work rules and other internal rules and manuals.
However, sometimes questions arise about internal rules such as internal rules and manuals. In that case, please consult with the company, your superior, or related departments. There is always a reason for internal rules. In order for us to carry out our business soundly, each of us must strive for a correct understanding of our internal rules and always confirm for ourselves that our business is being carried out in accordance with our internal rules.
We must respect our fellow workers as individuals with dignity and build healthy relationships to create a comfortable working environment for everyone. Each of us has our own individuality, strengths and weaknesses, and various circumstances. We must try to understand each other's circumstances and be considerate of each other.
In addition, we must never engage in behavior that disrespects fellow employees or behavior that causes strong discomfort (harassment). Those who engage in harassment will be subject to disciplinary action and other strict measures based on the employment regulations, etc. established by each MEDIUS Group company. Even if it is intended as a casual remark or a casual joke, it may be harassment.
Once again, we must think about whether our words and actions hurt someone's dignity and what we should do to build a better working environment. Please refer to the "Workplace Harassment Prevention Guidebook" stipulated by the MEDIUS Group and try to review your own behavior on a daily basis.
We must not refer to personally sensitive information about the privacy, beliefs, religion, medical history, etc. of other officers or employees, regardless of their duties. In addition, even if it is other personal information, it must be acquired and managed strictly. Therefore, personal information of officers and employees shall be acquired and managed by the personal information handler specified by the company by strict procedures, etc., the purpose of use shall be specified as much as possible, and it shall not be used for any other purpose. In particular, the Individual Number (My Number) must not be obtained unnecessarily, and must not be contacted by anyone other than a small number of authorized persons.
We strictly manage the assets of the MEDIUS Group (including internal information) and treat them poorly so that they must not be lost, damaged or leaked, and are used privately regardless of business. Don't do it. These actions prevent the company from using its assets properly when needed and cause great losses.
Be sure to follow internal rules when using company assets, taking internal information out of the office, or uploading it to an external network.
We must not engage in any act of sacrificing the interests of the MEDIUS Group for personal gain. In addition to acts that benefit us directly, acts that benefit family members and close friends are also included in acts that benefit us personally.
For example, using one's position as an officer or employee to purchase products from one's own company at an unreasonably low price is an act that goes against the interests of the company and gains personal gain. In addition, engaging in unfairly competing transactions with the company to which one belongs, such as selling products purchased from the company on the Internet without the company's consent, is also an act of depriving the company of business opportunities and personally gaining profits. is.
If it is essential to have a permit based on the Pharmaceuticals and Medical Devices Act and other related laws and regulations in our daily work, we cannot do business without obtaining it. Therefore, it is necessary to carry out appropriate procedures in a timely manner and obtain or renew permits. And we must build a management system for information, quality, etc. necessary to maintain the obtained permits, etc., and operate them appropriately.
As a member of society, we must attach great importance to environmental conservation and take appropriate actions in accordance with environmental laws and regulations.
In particular, when disposing of waste regardless of whether it is general waste or industrial waste, it is necessary to properly dispose of the waste generated by business activities at your own risk in accordance with the Waste Management Law, etc. , The processing must not be outsourced to anyone other than those who have obtained a license based on laws and regulations.
In addition, when handing over waste to a carrier in the treatment of industrial waste, it is necessary to create and store an industrial waste management form (manifest) that describes the exact contents.
In our daily work, we have many opportunities to come into contact with other people's copyrighted works (including computer software, etc.), patented products, trademarks, and other intellectual property. You must not copy, send, use or sell the product without permission, or otherwise infringe on the intellectual property rights of others.
In particular, newspapers, magazines, and Internet articles, whether purchased by the company or yourself, or limited to internal use, may be copied in whole or in part without the permission of the publisher. It cannot be converted to an electronic file, sent by e-mail, or uploaded to the Internet.
Regarding how to treat politicians, civil servants, and persons equivalent to public servants (hereinafter referred to as "public servants, etc."), we not only violate laws and regulations related to corruption such as bribery, but also adhere to politics and administration. We must strictly refrain from actions that may be suspected of being suspicious and strive to build sound relationships.
Even the business practices that are generally accepted among private companies are often unacceptable and unacceptable in transactions with public institutions. In order to properly complete our daily work, we must understand and comply with the laws and regulations that regulate relationships with civil servants.
In addition, when conducting transactions with companies outside Japan, even if the transaction is within Japan, we may be required to comply with foreign laws and regulations such as the FCPA (Foreign Corrupt Practices Act). Therefore, even if it is a foreign law or regulation, we must understand it correctly and take appropriate measures.
In accordance with laws, national guidelines, ordinances, etc., we must not have any relationship with antisocial forces that threaten civil society by thoroughly eliminating and rejecting them with a determined attitude. .. If there is any contact from antisocial forces, the company will handle it, so please do not handle it individually, but be sure to report it to the company, superiors, and related departments immediately.
We will not commit acts that violate criminal laws such as threats, assaults, possession of weapons or contraband, theft, driving without a license (with a suspended license), etc., and we will always be aware that we are members of the MEDIUS Group. We must continue to comply with social ethics and maintain good conduct. In particular, when using Internet bulletin boards or SNS (e.g., Twitter, Instagram, Facebook, LINE), etc., even if it is a personal account, do not disparage others or post content related to illegal acts or company business. Please be careful.
Any behavior that lacks dignity as a member of the MEDIUS group due to an easy feeling such as wanting to stand out or not be noticed by anyone will never be tolerated. We must not forget that even one person's inappropriate behavior can damage the credibility of the entire MEDIUS Group.
We must comply with traffic rules and etiquette and ensure traffic safety, whether we are riding or walking, with the aim of eradicating traffic accidents and violations. Pay particular attention to the following:
As medical professionals, we must practice "contribution to regional medical care" and take root in each region. To that end, we must provide services that are tailored to the actual conditions of each region, and strive to provide fair services so that appropriate medical care can be provided in every region.
In addition, as a good member of society, we are required to contribute to society apart from our daily sales activities. Therefore, we need to actively engage with the local community, seek out what society wants, and put it into practice.
Through these, we must aim to become a company that is truly needed by society.