In the current environment where bribery is being increasingly scrutinized all around the world, Toyoda Gosei (“TG”) has specified in its “Toyoda Gosei Guidelines for Business Ethics” that “we strive to maintain transparent, healthy, and fair relationships with governments, public offices, and political parties” and to continue to make efforts to prevent corruption, including bribery.

In consideration of the revision of the Unfair Competition Prevention Act in Japan, tighter regulations on bribery, stricter penalties, and an increase in the number of prosecutions in each country, “Toyoda Gosei Group Global Bribery Prevention Guidelines” (the “Guidelines”) is revised.

In consideration of “responding to social demand,” which is the purpose of compliance measures, bribery that is prohibited by law will never bring benefit to TG and will damage its social reputation and value. Even if it appears to be a temporary gain, TG will never permit pursuit of profits through bribery.

The Guidelines have been formulated as common guidelines for each company within Toyoda Gosei Group to pursue global, transparent, and sound business activities. Each employee is expected to thoroughly read and understand the Guidelines, and to conduct duties with due care so as not to engage in any acts which conflict with the regulations.

1. Ⅰ. Introduction
2. Ⅱ. Global Guidelines
   • 1. Prohibition of bribery (Where the Counterparties are Public Workers, etc.)

     We do not, directly or indirectly, give or offer bribes to public workers, etc., in or outside of Japan, for the purpose of obtaining or maintaining business-related favors.

   • 2. Prohibition of bribery (Where the Counterparties are Private Enterprises)

     We shall not, whether in or outside Japan, directly or indirectly give or offer bribes to persons in charge at private enterprises for the purposes of making them engage in wrongful duties with the intention of obtaining or maintaining business-related favors.

   • 3. Prohibition of the Acceptance of Bribes

     We do not receive or make any demands for bribes for the purpose of performing wrongful duties, in or outside Japan.

   • 4. Prohibition of Accounting Falsification

     We never engage in unfair trading, or any accounting processing where connections with bribery will be suspected upon conducting individual duties. Also, accounting records (reports and accounting books) regarding all expenditures which are reasonably specific, accurate, and reflective of facts shall be prepared and maintained.

   • 5. Consultation and Cooperation with Investigations

     We,
     1) in case of any doubts or uncertainties regarding bribery or accounting falsification
     2) in case we are not confident on our actions
     3) in case we ourselves, or any persons around us are, or are likely, to be involved in the above actions,
     shall consult with the Legal Division or compliance consultation desk (in cases of companies subject to consolidation in or outside Japan, the below consultation desk).
     Also, we shall fully cooperate with the internal investigations on bribery or accounting falsification, or investigations by relevant authorities.

   • 6. Penal Provisions and Internal Punishment

     Officers and employees, etc., involved in bribery will be imposed with severe criminal punishments or civil liabilities. Also, under the work rules, the above persons will be subject to disciplinary actions including disciplinary dismissal.

3. Ⅲ. Q&A
4. Ⅳ. Checklist
   • 1. Cases Where the Company Provides Gifts, Entertainment, Contributions, or Remuneration
   • 2. When Receiving Gifts, Entertainment, Contributions, or Remuneration from Counterparties
   • 3. When Selecting Business Partners