Strengthening Governance
Internal control
In order to establish a structure to ensure operational integrity, NICIGAS has established the Internal Control System Committee (Chairperson: Representative Director, Chief Executive Officer), under which the company has organized the Group Risk Management Committee (Chairperson: Corporate Headquarters, General Manager), the Group Compliance Committee (Chairperson: Corporate Headquarters, General Manager), the Information Disclosure Committee (Chairperson: Corporate Headquarters, General Manager), and the Internal Control Working Group (Chief Supervisor: Legal Department, General Manager).
The Internal Control Working Group oversees financial matters and evaluates each business process and exercises control over the entire company. Group companies also select evaluation committee members to assess each business process and discuss improvements based on these evaluations.
With respect to the status of lawyers and other third parties, the Company cooperates with law firms. It builds a mechanism for the legal control function to work by checking with them when a legal judgment is necessary, in order to contribute to compliance management.
Internal control system
The Code of Conduct for Nippon Gas Group Officers and Employees, the Basic Policy for Harassment Prevention Measures in the Workplace of the Nippon Gas Group, and the Multi-Stakeholder Policy, among other policies, stipulate respect for stakeholders. The Company also conducts internal compliance awareness surveys and harassment prevention training. In addition, the Company tries to interactively communicate with the stakeholders. As part of its internal reporting system, the Company has established internal and external consultation channels, as well as a contact point for Corporate Auditors, to enable early detection and response to cases of harassment, compliance violations, and other related matters. For subcontracted companies, we have established a consultation system (NICIGAS Hotline 110) for potential violations of subcontracting laws.
Content of Code of Conduct for Nippon Gas Group Officers and Employees (excerpt)
- Respect for human rights, prohibition of discrimination (based on gender, age, nationality, race, physical condition, employment status, etc.)
- Fair trading (no unreasonable requests)
- Prohibition of corruption and bribery
- Prohibition of insider trading
- No relationships with antisocial forces
- No harassment
Information Disclosure Committee
Information is disclosed in accordance with laws and stock exchange rules to ensure timely and fair information provision. In addition, we actively disclose non-financial information such as management strategies, capital policies, and ESG strategies that are deemed useful for our stakeholders. The Information Disclosure Committee decides on the significance, necessity, and means of disclosure.
Internal Control Working Group
The Company considers the appropriateness of financial reporting to be a fundamental responsibility, and the Internal Control Working Group oversees internal controls related to financial reporting and selects members to evaluate the maintenance and operation of company-wide controls and individual business processes. Consolidated subsidiaries also select evaluation committee members and discuss policies to improve operations and monitoring. Internal control reports based on the Financial Instruments and Exchange Act are referred to the Board of Directors, which uses them to confirm the effectiveness of internal control.
Compliance
NICIGAS recognizes that practicing compliance is a fundamental requirement for earning the trust of society and ensuring the continued existence of the Nippon Gas Group. Therefore, to ensure that NICIGAS’ operations are conducted fairly and appropriately, and that the Company discharges its social responsibilities, we declared its commitment to promoting compliance in its management.
Compliance education
The Company conducts compliance education and training for group officers and all employees, including contract and part-time workers, to regularly communicate the importance of compliance, and display the basic policy and training materials on the Company's internal portal site. An annual compliance awareness survey is conducted to identify issues that should be prioritized by the Company, and appropriate promotion activities are conducted accordingly.
For the sales division, the legal division and the sales administrative division regularly hold compliance training programs for subcontractors. The Company takes strict measures such as incorporating interactive practical communication under the supervision of lawyers, making it mandatory to pass a confirmation test, and stipulating that the contract can be terminated immediately with subcontractors who are not compliant.
Compliance training on the Special Commercial Code supervised by lawyers. Held on a regular basis, with participants required to pass a confirmation test after the training.
Compliance education (FYE 03/24)
Internal reporting system
A Group Helpline has been established to prevent compliance violations and their recurrence. Reports are investigated by the Helpline Office, and if corrective actions are required, they are deliberated by the Compliance Committee and necessary measures are taken. Besides protecting the privacy of whistleblowers, the Company takes appropriate measures to prevent unfair treatment, such as dismissal, or deterioration of the work environment. The status of responses is regularly reported to the Board of Directors for discussion. Additionally, self-assessments are conducted to verify that the helpline is being operated appropriately in compliance with relevant laws.
