Compliance
Policy
In order to remain an ethical corporate group, the Anritsu Group requires all employees working for the Anritsu Group to comply with laws and regulations in all their activities and to adapt their behavior to social demands. The Anritsu Group states the importance of compliance in its Sustainability Policy, our philosophy of corporate conduct in the Anritsu Group Charter of Corporate Behavior, and our guidelines for employee behavior based on the Charter of Corporate Behavior in the Anritsu Group Code of Conduct. To ensure that we conduct our business fairly and honestly in all countries and regions in which we operate, we have established the Anritsu Group Anti-Bribery Policy.
These policies specify anti-corruption matters such as prohibition of bribery, prohibition of insider trading, prohibition of money laundering, and blocking of relationships with antisocial forces, as well as compliance with various laws and regulations such as antitrust laws and export/import laws. For suppliers, our Basic Rules for Procurement stipulates compliance with laws and regulations, consideration for human rights and labor, and implementation of ethical activities.
System
The promotion of compliance in the Anritsu Group is spearheaded by the Group CEO, who chairs the Corporate Strategy Meeting, under the supervision of the Board of Directors. The Corporate Ethics Promotion Committee, chaired by the officer in charge of compliance and with the participation of representatives from domestic group companies, oversees compliance promotion activities under the Management Strategy Conference. The Corporate Ethics Promotion Committee and its secretariat, the Legal Department, have established a global promotion system in cooperation with the compliance managers of each overseas group company.
The Legal Department, together with related committees for legal compliance, requests each overseas group company to comply with ethical laws and regulations based on the laws, culture, and customs of each country and region, and provides necessary operational support. The officer in charge of compliance regularly reports on the details and results of these activities to the Management Strategy Conference and the Board of Directors.
The Internal Audit Department audits at least once per year whether the compliance promotion system is functioning properly and makes recommendations and requests improvements as necessary. The Board of Directors will oversee the revision or abolishment of the Anritsu Group Anti-Bribery Policy, as well as any instances of violations or measures that are not in accordance with the Group Policy.
Key Issues
Anritsu conducts a corporate ethics questionnaire for all employees of the domestic group to monitor and improve the status of compliance. Based on these results, as well as comparisons with revised laws and regulations and the level of risk awareness of other companies, the Corporate Ethics Promotion Committee has established the Anritsu Group's compliance priorities.
Key Compliance Issues
| Key Issues | Results for FY2024 |
|---|---|
| Continue to achieve zero serious compliance violations | There were no violations of laws and regulations, significant noncompliance, or associated fines or sanctions. |
| Create a workplace environment where there is no harassment or constraints | There was one case identified as harassment. We are conducting training to prevent the recurrence of harassment incidents. |
| Thorough management of overtime work | Thorough control is achieved by making the amount of time computers are accessed visible, improving operational efficiency, and balancing load. |
| Prevention of bribery and corruption overseas | No violations related to bribery were identified, and there were no fines or administrative penalties. |
Activities and Achievements
Eliminating Harassment
The Anritsu Group has made the eradication of harassment one of its key compliance priorities. Anritsu established its "Harassment Prevention Guidelines" in FY2023 based on the policy that "Anritsu will not tolerate harassment in the workplace."
To eradicate harassment, we are conducting workplace discussions using training and case studies on harassment prevention, in addition to confirming the occurrence of harassment in the workplace and surrounding areas through corporate ethics questionnaires. During the FY2024 training program, participants viewed a harassment prevention video produced by the Ministry of Health, Labour and Welfare. Through workplace discussions, each individual was made aware of potential risks, thereby enhancing compliance awareness regarding harassment.
In cases where harassment is suspected or has occurred, we have established a reporting and consultation service (hotline) where employees can seek advice or report incidents. We ensure employees feel comfortable using this service by conducting internal training and promoting awareness through our intranet.
In FY2024, one case was officially recognized as harassment, and measures were implemented to prevent recurrence. The Anritsu Group responds promptly and appropriately to all incidents while continuously working to prevent recurrence and improve the workplace environment.
Reporting and Consultation (Hotline)
The Anritsu Group has established an insider reporting and consultation service (hotline) for compliance violations, including overall anti-corruption, in accordance with the Basic Rules on Ethics and Legal Compliance and the Internal Reporting Rules.
Anritsu provides multiple reporting channels, including an internal contact point, an external contact point staffed by outside legal counsel and specialized organizations, and a "Workplace Hotline" that accepts reports in English. The individuals subject to reporting and consultation include officers and employees (regular employees, contract employees, part-time employees, temporary employees, and dispatched employees) of Anritsu and its domestic group companies, as well as retirees (within one year of retirement). Reports and inquiries can be made by phone, email, or in person, and anonymous reporting is also possible.
Regarding reports and consultations received through the hotline, the facts are confirmed through interviews with the whistleblower and related parties. The investigation method is scrutinized under the supervision of the Corporate Ethics Promotion Committee chairperson, and the department in charge of the hotline cooperates with the relevant departments to take the appropriate action. Depending on the nature of the report or consultation, the department in charge of consultation will report the problem to the officer in charge of compliance and the Group CEO, who will take corrective actions such as improvement activities. All information received will be treated confidentially and the informants or consultees will not suffer any disadvantage. Any retaliation against the informant/consulter or anyone else involved will result in severe penalties.
We accept reports and inquiries from stakeholders, including customers, business partners (such as freelancers), shareholders and investors, and members of the local community, via the Contact Us section on our website. Additionally, we have established a consultation window for job-hunting harassment within the Contact Us section of our website, serving as a support resource for students and job seekers engaged in job hunting activities.
An external contact point for overseas group directors and employees has been established in the Americas since 2016 and in Europe, Asia, and other Anritsu Group locations since 2020. We have established an operational structure for all regions where we conduct business activities. In FY2024, we also established a Portuguese-language reporting hotline in Brazil.
Number of Hotline Calls
Units: Cases
| FY2020 | FY2021 | FY2022 | FY2023 | FY2024 | |
|---|---|---|---|---|---|
| External point of contact: Workplace Hotline |
9 | 18 | 17 | 23 | 11 |
| Internal point of contact: Hotline |
8 | 4 | 9 | 19 | 17 |
| Response to open-ended Corporate Ethics Questionnaire | 5 | 7 | 6 | 6 | 2 |
Compliance Promotion Activities
■ Training and Awareness Activities
In order to raise the awareness of each and every employee regarding compliance and to conduct a comprehensive review of their own actions and workplace conditions, every year the domestic group designates a "Corporate Ethics Promotion Week" in April and holds "Corporate Ethics Promotion Month" in October. At these times, we conduct various training and educational activities for all employees (regular, contract, part-time, and temporary employees). The details for FY2024 are as follows.
April: Corporate Ethics Promotion Week
- Test and submission of statement regarding the Anritsu Group Code of Conduct (all employees in Japan and overseas)
- Recommendation for contract inventory
- Dissemination of information regarding reporting and consultation
- Departmental awareness-raising activities using the Harassment Prevention Guidelines
- Compliance training for new managers
October: Corporate Ethics Promotion Month
- Corporate ethics questionnaire (monitoring)
- Departmental awareness-raising activities using a harassment prevention video
- E-learning (antitrust law, subcontract law, information security, trademarks and copyrights, product safety, sustainability, export control)
Other
- Presentation of harassment prevention video (February 2025)
Overseas groups are implementing similar initiatives tailored to the circumstances of each group company. The main activities planned for FY2024 are as shown below.
- Test and submission of statement regarding the Anritsu Group Code of Conduct (all employees in overseas group companies)
- Compliance training: Information security, export control, internal reporting, personal information management, etc. (all employees in overseas group companies)
- Anti-bribery/anti-corruption training (sales and marketing departments in overseas group companies)
- Compliance training for newly hired employees (overseas group companies)
- Corporate ethics questionnaire (conducted in EMEA)
Distribution of "Guidelines and Insights for All Members of the Anritsu Group"
Anritsu distributes "Guidelines and Insights for All Members of the Anritsu Group," which summarizes the company philosophy, company vision, company policy, sustainability policy, Anritsu Group Charter of Corporate Behavior, and Anritsu Group Code of Conduct, to all employees in Japan to ensure that all employees are aware of compliance.
■ Corporate Ethics Questionnaire
The Corporate Ethics Questionnaire includes versions targeting both domestic group employees and dispatched or contracted employees, gathering external perspectives on the conduct of Anritsu Group employees. The response rate for the questionnaire for domestic group employees in FY2024 was 94.7% (number of respondents: 2,823). The response rate from outside employees was 87.3% (number of respondents: 97).
The response rate from suppliers was 55.9% (number of responding companies: 195). From the results, the Corporate Ethics Promotion Committee identifies actions to solve problems or prevent problems from occurring, as well as key issues to address in the future.
■ Raising Awareness through Case Studies
The Domestic Group regularly publishes case studies to improve awareness and understanding of compliance. As part of our compliance promotion activities, we provide tools that can be used in discussions at departmental and organizational meetings to raise awareness of compliance and laws and regulations. By March 2025, 230 case studies were presented. In FY2024, the case studies covered important topics related to organizational reliability, such as "falsification of inspection results," "leakage of customer lists," "insider trading," and "information security."
■ Compliance Self-Assessment
The Anritsu Group conducts self-assessments of compliance and takes appropriate action when problems are identified. There were no fines or administrative penalties for violations in FY2024.
Anti-Bribery
The Legal Department is in charge of anti-bribery activities, and has established theAnritsu Group Anti-Bribery Policyto ensure that all Anritsu Group employees, both in Japan and overseas, are fully aware of the policy. The Legal Department provides e-learning and training on anti-bribery activities for domestic and international managers and sales staff, as well as guidance, support, direction, and training for relevant departments within the company. The Anritsu Group Anti-Bribery and Corruption Rules, which are based on the Anritsu Group Anti-Bribery Policy and include specific procedures in accordance with international standards, have been established and are being disseminated to employees of overseas group companies. This rule focuses on "prior approval regarding gifts, etc." and "due diligence when entering into new contracts with agents and other third parties."
Promoting Fairness in Business Activities
The domestic group has established the Fair Trade Promotion Committee for Sales Activities, which conducts training activities and formulates countermeasures to ensure compliance with the Antimonopoly Act and related laws and regulations. One of our activities is to conduct an annual internal audit of all sales departments. The Internal Audit Department conducts interviews based on selfchecks of audited departments, verification of evidence, and suggestions for improvement. The Legal Department conducts internal audits regarding risks such as bid rigging for sales departments that participate in public bidding. E-learning on fair trade is provided to the sales department and other departments upon request. The FY2024 audit did not identify any events or issues that would violate antitrust laws or related regulations. There were no legal actions taken by the Japan Fair Trade Commission regarding antitrust or other issues.
Protection of Personal Information
In recent years, there has been a movement in many countries to strengthen the protection of personal information and to legislate the appropriate handling of personal information. In response to the enforcement in April 2022 of the revised Act on the Protection of Personal Information, the Anritsu Group has revised its Privacy Policy and Personal Information Protection Regulations to ensure the thorough management of the personal information of customers, employees, and other stakeholders. The company has also obtained TRUSTe certification from TrustArc, a third-party certification organization in the United States.
The Anritsu Group is taking measures to comply with the EU General Data Protection Regulations (GDPR), which came into force in 2018. Regarding the cross-border transfer of personal information under China's Personal Information Protection Law, the necessary notification procedures to the Chinese government have been completed and approval has been obtained. In FY2024, we completed the necessary measures, including a review of ourprivacy statement, in response to amendments to the California Consumer Privacy Act (CCPA).
Social Media Policy
The Anritsu Group formulated and implemented the Anritsu Group Social Media Policy to ensure the appropriate use of various services, including compliance with laws and regulations and ensuring the accuracy of information transmitted, based on respect for the freedom of individual expression. In addition to the basic policy, we have also established guidelines for the operation of the official Anritsu Group accounts.
Anritsu Group Social Media Policy
Enhancement of Group Governance
In order to further enhance group governance at Anritsu, we have established regulations on matters that require approval or reporting by the parent company regarding the operations of domestic and overseas group companies, as well as the procedures for such approval and reporting. We began implementing these regulations in April 2022. This ensures that business operations are conducted in accordance with unified reporting and decisionmaking rules within the group, leading to improved group management adequacy and a stronger internal control system.
Tax Compliance
The Anritsu Group complies with all applicable tax-related laws and regulations in the countries and jurisdictions in which it operates. We do not intentionally avoid tax through the use of tax havens or tax savings based on interpretations that deviate from the spirit of the law. For foreign related transactions, the company calculates arm's length pricing based on the OECD Transfer Pricing Guidelines, and prepares transfer pricing documentation in accordance with the laws and regulations of each country. The Anritsu Group strives to ensure that it has a reasonable tax burden by taking advantage of preferential tax treatment within the scope of normal business activities. We also strive to reduce tax uncertainties by consulting tax authorities and tax professionals in advance and disclosing relevant information.
■ Basic Tax Policy
The Anritsu Group stipulates the following provisions in the Anritsu Group Code of Conduct, which also applies to overseas group companies, and has adopted the same stance in regard to tax-related operations.
- Perform proper accounting in accordance with relevant laws and company regulations in the course of operations
- Accurately prepare and properly save all the various records of finance and accounting, and do not perform improper accounting or any other acts that would cause damage to the company
- Comply with the tax laws of each country and pay appropriate taxes
- When conducting commercial transactions, we comply with the tax laws of each country and in accordance with the spirit of the law, utilizing available tax incentives, tax reductions, and tax exemptions. We do not engage in tax planning unrelated to our commercial transactions.
Tax Governance Structure
The Anritsu Group holds the CFO ultimately responsible for establishing and maintaining the Anritsu Group's tax governance, tax risk management, and significant tax issues. When faced with tax issues, we work with the regional headquarters and targeted group companies to address the issues as necessary. Issues deemed to be of high importance are brought to the Board of Directors for deliberation and decision-making to ensure transparency in tax affairs. The tax management of the entire Anritsu Group is handled by the head office accounting department. A system and environment have been put in place to ensure adequate communication between the relevant head office departments and each group company. The Board of Directors oversees organizations that execute business, and its coverage includes tax matters. The Audit & Supervisory Committee, which consists of persons with expertise in finance, accounting, and legal matters, is responsible for monitoring the execution of operations related to taxation.
Income Taxes Paid by the Anritsu Group (FY2023)
(Units: 100 million yen)
| Amount of income | Amount of income before tax | Amount of taxes paid | |
|---|---|---|---|
| Domestic | 855 | 67 | 9 |
| Overseas | 930 | 32 | 6 |
| Total | 1,786 | 99 | 15 |
* The above amounts are based on the Country-by-Country Report submitted to the tax authorities in Japan and have no direct relation to the consolidated financial statements.
Political Contributions
In accordance with the Political Funds Control Law, the Anritsu Group does not make donations to political parties, other political organizations, or candidates for public office.