Chapter 1. Overview of the Rules Pertaining to the Code of Ethics for Executives and Employees

Article 1 (Purpose)
The purpose of the Rules Pertaining to the Code of Ethics for Executives and Employees (hereinafter referred to as 'the Rules') is to prescribe the standards for ethical decision making and work procedures, to materialize the company’s management philosophy and to establish ethical management so that the company’s executives and employees can fully understand and practice ethical management policies including the company’s Code of Ethics

Article 2 (Scope of Application)
The Rules shall be applied to all executives and employees of Gigalane affiliates and their full-time employees.

Article 3 (Definition of Terms)
1. Money: Cash, securities, goods and other economic interest.
2. Entertainment and hospitality: Benefits including hospitality covering meals, drinks and songs/dances as well as sports (golf), and other entertainment.
3. Convenience: Support other than money and entertainment covering transportation, accommodation, tourism guide and event support.
4. Stakeholder: All related persons, corporations and other groups whose rights and authorities are affected by executives and employees in their activity or decision making related to the company’s work.
5. Reporting person: All executives and employees, affiliates and customers who have their duty to report upon recognition of the fact of having received money, etc.
6. Socially accepted level: Level socially and customarily accepted based on the reason of a provider’s spontaneous and pure intention, in which case there has been no other means or methods other than the relevant activity.


Chapter 2 Fair Execution of Duties

Article 4 (Efficient and Fair Execution of Duties)
All executives and employees, in carrying out their duties, shall maximize their work efficiency, protect the rights of their company, customers and stakeholders and do their best.

Article 5 (Determination for Fair Duty Fulfillment)
1. Executives and employees shall not make a decision violating the authorities of stakeholders or their company. They shall not engage in any illegal activity or harm the working environment. When other executives and employees have made such a decision, they shall be persuaded sufficiently to make an ethical judgment, followed by consultation with Department Head and the Ethical Management Center.
2. Superiors shall not order subordinates to engage in an activity violating the Code of Ethics and the Rules Pertaining to the Code of Ethics for Executives and Employees and subordinates shall clearly deliver the reason not to follow such an order and choose not to follow that particular order. If this does not correct the situation, there shall be consultation with the Ethical Management Center.

Article 6 (Prohibition of Unfair Benefit or Solicitation)
1. All executives and employees shall not engage in any unfair treatment of any kind using their own advantageous position and must do their best to make the company pursue the spirit of equality.
2. There shall be no offer of special benefit to a specific person out of pretense of geographic, familial or educational purposes.
3. There shall be no unfair solicitation among employees or exchange of economic benefits of any kind covering money and entertainment.
4. There shall be no false or exaggerated reporting for the benefit of a specific person or a department and intentional omission, concealment or monopoly shall not be allowed.

Article 7 (Protection of Information)
1. All executives and employees shall do their best to protect information of the company and their customers.
2. Internal corporate information that must not be disclosed (including information of customers and affiliates) shall not be provided internally and/or externally without advance approval.
3. Even if useful for the company, information of its customer or other company must not be acquired or used via unfair method.

Article 8 (Prohibition of Use for Purposes Other Than Public Spending)
1. There shall be no financial damage upon a company due to spending budget for a purpose other than prescribed, such as official expenses and business trip expenses.
2. There shall be no activity to spend the company’s assets for a personal purpose as follows:
A. Tangible assets such as the company-owned vehicle, facility, machine, raw and subsidiary material and office stationary materials
B. Reusable materials, even if they are wastes arising from duties
C. Intangible assets involving corporate spending including working hours


Chapter 3 Fair Trade

Article 9 (Fair Trade with Affiliates)
1. All transactions shall be transparent and fair. There shall be no unfair activity of any type with the abuse of advantageous positions, which shall in the end reduce cost and improve quality.
2. Transactions shall be beneficial to both parties and conform to the contract.
3. All transactions shall be fair enough so that there is no such a case that a transaction is suspended (withdrawn) under a one-sided decision out of unfair method or discriminatory treatment of an affiliate without a reasonable ground.
4. When trading with a company with a personal interest, there shall be no activity involving discriminatory influence.

Article 10 (Prohibition of Unfair Activity Involving Affiliates)
1. Information necessary for transaction shall be fairly provided and there shall be no activity to unfairly use information or technology of an affiliate acquired in the process of transaction.
2. There shall be no unethical activity to abuse an affiliate’s difficulty or to exploit.
3. There shall be no request for unfair return such as money or entertainment when trading with an affiliate. Also, there shall be no unfair monetary burden without advance consultation.
4. The following unfair activities shall not be allowed:
A. Speculative activity involving an affiliate’s employee, such as bet or gambling
B. Indirect or direct acquisition of stocks of an affiliate using inappropriate routes
C. Dually employed also as executives and employees of a related affiliate

Article 11 (Event Aid)
1. Executives and employees shall not receive any monetary aid from affiliates during a departmental event or any activity of a like-minded group.
2. Having provided with a vehicle, venue or service necessary for an event shall be regarded as to have received such monetary event aid.
3. If there has been any such unavoidable aid, it shall be reported to Head of Department or the Ethical Management Center.


Chapter 4 Prohibition of Monetary Transaction Including Money and Entertainment

Article 12 (Prohibition of Receipt of Money or Entertainment)
1. All the executives and employees shall not receive unfair money, entertainment, hospitality or convenience from a stakeholder who offers for the purpose of affecting the company’s work and must do their best for sound and transparent corporate management.
2. Transportation cost or accommodation cost arising upon actual business trips shall not be billed to or received from stakeholders and there shall be no convenience or benefit pertaining to personal affairs.
3. Any promotional or event gifts to be distributed to the unspecified mass during a public event must bear the company’s logo or name and the price shall not exceed the socially acceptable level.
4. Any personal congratulations or condolences of the person or his/her colleague shall not be informed to stakeholders. If any such benefits were received unavoidably, if exceeding the socially acceptable norms, it must be immediately reported to the Ethical Management Center and returned.
5. Even those cases of unfair receipt of money or entertainment out of duty, made out of recognition, shall be reported to the Ethical Management Center and must immediately be returned.

Article 13 (Prohibition of Monetary Transaction)
1. There shall be no settlement by proxy for card payment, outstanding or loan with stakeholders as well as joint surety or mutual guarantee.
2. There shall be no activity to purchase real estate, movables or others of economic value at a price much lower than normal or borrow any of it by proxy.

Article 14 (Restriction on Transaction Using Work-related Information)
1. There shall be no such activity to use confidential information arising from duties for transaction of or investment in securities or real estate or to help with financial transaction or investment out of such information provision.
2. There shall be no such activity to acquire unfair equity (listed or unlisted) from a company related to his/her duty.

Article 15 (Handling Matters Out of Offer of Money or Entertainment)
1. If an unethical activity has been found or learned, executives and employees shall immediately report this to Head of Department or Ethical Management Center.
2. Executives and employees, having received unfair benefits, shall return the benefits along with a public notice explaining about the company’s ethical management principles through the Ethical Management Center to CEO of the company employing the provider of such unfair benefits.
3. If there has been intangible entertainment or convenience without a choice, the relevant payment shall be made on the site and if not, it must be reported to the Ethical Management Center with a return made in an appropriate way.
4. If it is not appropriate to return due to damage or contamination or uncertainty in terms of provider information, at the decision of the Ethical Management Center, it can be donated to a corporate or social welfare facility.
5. Any unfair receipt through family, relative or acquaintance shall be regarded as an activity of the relevant executive and employee, which must be handled as the same as above.


Chapter 5 Sound Organizational Atmosphere

Article 16 (Respect of Executives and Employees)
All executives and employees shall respect personality and human dignity of all other executives and employees and shall not cause discrimination or harassment but do their best to establish sound organizational atmosphere.

Article 17 (Restriction on Loan Offer and Receipt among Executives and Employees)
1. Offering money or gift to executives and employees shall be banned in principle.
2. However, the following shall be the exception to a generally accepted degree for the purpose of interpersonal relationships and external affairs.
A. Offering gift to Department members on birthdays or for celebration;
B. Congratulation or condolence that is not excessive
3. Provision of loans, guarantees, real estate provision by proxy or monetary transaction among executives and employees shall be prohibited.

Article 18 (Prevention of Sexual Harassment at Work)
1. Executives and employees shall not engage in any activity that degrades the working environment including language, activity or bodily contact that destroys the corporate culture or induces shame.
2. The company shall take all necessary measures to prevent sexual harassment at work, such as education and system.
3. Executives and employees shall work hard to prevent sexual harassment at work in accordance with related laws, regulations and internal rules (HR related corporate rules).


Chapter 6 External Activity

Article 19 (Participation in External Activity and Organization)
1. All executives and employees, with a sense of ownership that they represent the company internally and externally, shall try to maintain honest and sincere attitudes without harming the corporate honor or image.?
2. When taking part in external event or organization related to duties, it must be reported to Department Head in advance.?
3. When payment out of external lecture or writing such as lecture fees or writing fees deems to exceed an appropriate threshold, it must be refused at first and then, referred to Department Head and the Ethical Management Center for consultation.


Chapter 7 Violation Reporting and Measure

Article 20 (Reporting and Confirmation of Violation)
1. Upon finding any violation of the Rules, executives and employees shall report to the Ethical Management Center.
2. The Reporting Person may report by visiting, writing, emailing or contacting Cyber Report Center, separate whistleblowing routes prepared by the Ethical Management Center.
3. The Ethical Management Center shall report the receipt to the Reporting Person and determine whether the report is genuine and must be investigated.
4. The Ethical Management Center shall keep the Reporting Person and his/her report secret and ensure no disadvantage to the Reporting Person arising from reporting.
5. The Ethical Management Center, upon confirming a reported violation, shall carry out a investigation and notify the results to the HR Committee. The investigation shall be kept confidential within the corporate interest and the rules and regulations.

Article 21 (Punishment)
1. The Ethical Management Center which has recognized any violation of the Rules based on reporting or notification may report the relevant executives and employees to the HR Committee for necessary measures to be taken.
2. I f executives and employees report to the Ethical Management Center the fact of engagement in unfair or unethical activities, they may be exempted from punishment or disciplinary actions.
3. Violation referred to the HR Committee shall be subject to punishment based on the Rules of Award and Punishment.

Article 22 (Standards for Interpretation)
In relation to the Company’s ethical management activities, any matters not prescribed in the Code of Ethics and the Rules Pertaining to the Code of Ethics for Executives and Employees or any conflict in interpretation shall be resolved based on interpretation and determination of the Ethical Management Center.


<Supplementary Rules>

Article 1 (Enforcement)
The Rules Pertaining to the Code of Ethics for Executives and Employees shall be established and take effect on May 2, 2019.