I recognize and respect that customers come first, and strive to build trust in the Company through customer satisfaction.
I strive to achieve mutual prosperity with shareholders, investors, and partner companies so as to maximize mutual benefits.
I comply with laws and regulations in accordance with the principles of free competition and contribute to society for the enriched lives of the people.
I faithfully fulfill the moral ethics to be observed in the enterprise, and the enterprise respects the character of its executives and employees and treats them fairly.
In Marketing activities, I uphold the honor of the Company through fair practices and upright conduct.
With extraordinary passion and a spirit of challenge, I continuously practice self-development and fulfill my mission through the performance of my duties.
Article 1 (Purpose)
The purpose of these Regulations is to prescribe the matters necessary for the executives and employees (in these Regulations, "executives and employees" refers to all persons engaged in the Company's business) of KMPCosmetics Co., Ltd. (hereinafter referred to as the "Company") to form an ethical corporate culture by complying with all laws and regulations on an ethical foundation, and to realize transparent and responsible management.
Article 2 (Definitions)
The definitions of terms used in these Regulations, etc. are as follows:
1. "Ethics" refers to the moral duty that human beings ought to practice and uphold, serving as a principle that distinguishes right from wrong and good from evil, as well as a value system that acts as a standard of conduct.
2. "Ethical Management" refers to management that actively reflects the following matters:
1) Management in which all business activities of the Company voluntarily comply not only with laws but also with ethical standards formed by social norms
2) Management equipped with internal control execution systems and institutional mechanisms to ensure that all decision-making within the Company and the conduct of executives and employees constitute ethical and lawful activities
3) Management in which a self-regulation system is established to prevent unethical acts or illegal acts
3. "Code of Ethics" refers to the fundamental spirit across overall management and the standard of value judgment, serving as the values to be pursued and goals to be aimed for in order to fulfill our role for the mission of love and light as members of a company of faith.
Article 3 (Principles)
Executives and employees shall comply with laws and regulations and be ethical in all their actions.
Article 4 (Scope of Application, etc.)
① Executives and employees shall strictly comply with the matters prescribed in these Regulations.
② The Company shall establish and operate the organizations and systems necessary for ethical management as prescribed by these Regulations, etc., and enact and enforce relevant internal rules, etc.
Article 5 (Code of Ethics, etc.)
The Ethical Management Committee shall establish a Code of Conduct to realize the Code of Ethics (Attached Form No. 1) and may separately establish detailed standards of conduct.
Chapter 2 Organization and Training
Article 6 (Organization, etc.)
① The Company may establish an Ethical Management Committee to oversee all aspects of ethical management, including determining ethical management policies and enacting relevant regulations.
② To assist the Ethical Management Committee under the preceding paragraph in handling its affairs, assistance may be received from the administrative department, and a few ethical management officers with expertise may be placed in the administrative department.
③ The ethical management officers under the preceding paragraph shall perform the following duties related to ethical management:
1. Establishment and execution of ethical management promotion plans
2. Publication and distribution of ethical management manuals (guidebooks, etc.)
3. Establishment and implementation of ethical management training plans
4. Operation of a suggestion and reporting center related to ethical management
5. Handling of reported violations and request for disciplinary action against violators
6. Provision of counseling and advisory services regarding inquiries on ethical management
7. Other matters deemed necessary by the Ethical Management Committee
Article 7 (Education and Training)
The Company shall conduct training so that executives and employees can understand the contents of ethical management and familiarize themselves with major work-related laws and regulations and compliance matters.
Chapter 3 Internal Control, etc.
Article 8 (Internal Control)
The Company shall operate an internal control system to ensure that executives and employees comply with ethical management regulations, etc., and to prevent or detect violations early.
Article 9 (Reporting and Handling of Violations, etc.)
① When an executive or employee becomes aware that another executive or employee has committed an act in violation of ethical management, they shall immediately report it to the CEO, and if it is judged that there is a concern of violation, they may provide the details as information.
② A person who intends to report a violation shall submit the reporter's personal information along with the subject of the report, the violation, and evidence thereof.
③ The CEO shall investigate and verify the reported details and take appropriate measures such as punishment and system improvement.
④ Whistleblowers of violations shall be protected from any disadvantage, and preferential measures such as rewards may be granted where necessary.
Article 10 (Inspection and Investigation)
① The CEO may inspect and investigate whether executives and employees have committed acts in violation of ethical management or violated relevant regulations.
② The conduct of inspections and investigations and any dispositions thereof shall be governed by the relevant internal regulations on internal control.
Article 11 (Measures Against Violators)
If an executive or employee commits an act that violates ethical management or violates these Regulations, disciplinary or other measures may be taken in accordance with the Personnel Regulations and Personnel Rules.
Chapter 4 Ethical Management Committee
Article 12 (Role)
The Ethical Management Committee (hereinafter referred to as the "Committee"), as the highest decision-making body for the implementation of ethical management, performs the role of fostering an ethical corporate culture and managing the Company's ethical management policy decisions and evaluations.
Article 13 (Composition)
① The Committee shall be composed of the CEO, executives, and necessary personnel.
② The Chairperson shall be the CEO.
③ In the event of the Chairperson's absence or inability to perform duties, the duties shall be performed by an acting member in the order determined by the Committee.
Article 14 (Duties)
The Committee shall deliberate and resolve on the following matters:
1. Determination of ethical management policies
2. Enactment, amendment, and repeal of the code of conduct and standards of conduct pursuant to the Code of Ethics
3. Enactment, amendment, and repeal of detailed rules related to the enforcement of these Regulations
4. Matters concerning the evaluation of ethical management practices
5. Other matters deemed necessary by the Board of Directors or the Committee
Article 15 (Meetings)
The Committee may be convened from time to time when the Chairperson deems it necessary.
Article 16 (Method of Resolution)
① Resolutions of the Committee shall be adopted by the attendance of a majority of incumbent members and the affirmative vote of a majority of the members present.
② Resolutions of the Committee shall be reported to the Board of Directors.
Article 17 (Attendance of Related Parties, etc.)
① When deemed necessary by the Chairperson, executives, employees, or external persons may be requested to attend the Committee to state their opinions.
② A member who has a conflict of interest regarding a matter referred to the Committee may not attend the meeting.
Article 18 (Secretary)
The secretary of the Committee shall be appointed from among the necessary personnel, oversee preparations related to convening the Committee, and assist the Chairperson in conducting the proceedings.
Article 19 (Minutes)
① The minutes of the Committee shall be prepared by the secretary.
② The minutes shall record the agenda, a summary of the proceedings, and the results thereof, and the attending members shall affix their names and seals or sign them.
Chapter 5 Supplementary Provisions
Article 20 (Cooperation with Other Departments)
When enacting or amending regulations related to ethical management, the head of the department in charge of auditing shall be notified.
Article 21 (Enactment of Rules, etc.)
Detailed matters concerning the enforcement of these Regulations shall be determined by the Ethical Management Committee, and matters delegated by these Regulations and the Ethical Management Committee, as well as other matters for the practice of ethical management, may be separately determined by the secretary.
Article 22 (Enactment and Amendment)
Enacting or amending these Regulations requires a resolution of the Board of Directors. However, in the case of amendments that do not involve substantive changes to the content, such as changes in terminology following amendments to laws and internal regulations, simple changes to the organizational structure, or other structural changes or wording revisions, the CEO may make the amendments.
Addendum
Article 1 [Effective Date]
These Regulations shall enter into force on May 1, 2019.
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[Attached Form No. 1] Code of Ethics
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