Governance

Compliance Promotion Structure

NGK Group Corporate Business Principles and Code of Conduct

The NGK Group has established the NGK Group Corporate Business Principles, which set out the fundamental principles of its business activities, and the NGK Group Code of Conduct, which defines the rules to be followed in conducting business.
Each member of the NGK Group acts with a high level of ethics in accordance with the principles and the code. By fulfilling social responsibilities across the entire supply chain, the Group strives to build trust with society and its stakeholders.
The principles and the code have been translated into 13 languages, including Japanese, English, and Chinese, and are distributed to all officers and employees at the beginning of each fiscal year. In addition, the NGK Group Code of Conduct Guidebook, which provides more detailed guidance on compliance requirements, together with annual compliance training, ensures continuous and thorough compliance across the NGK Group. Furthermore, NGK and its domestic group companies use pop-up notifications on employees’ computers via the intranet to enhance awareness and understanding.
Compliance with laws and regulations, as well as with the principles and the code, is monitored through internal audits, an internal reporting system, and compliance awareness surveys. Their effectiveness is regularly reviewed through reporting and discussions at the Compliance Committee, leading to continuous improvement.

Scope of Application

The NGK Group Corporate Business Principles and Code of Conduct apply to all people working for the NGK Group and its suppliers.

Non-Compliance Incident Reports

In FY2025, no material compliance violations occurred in the NGK Group.

Other Examples of Legal Violations

NGK Group Basic Guidelines for Compliance Activities

Compliance practices continue to evolve globally in response to changes in the social environment and laws and regulations. Accordingly, the NGK Group requires a framework that enables objective evaluation against international standards and ensures continuous improvement in its compliance activities.
In addition to legal compliance, it is important to unify approaches and values related to compliance initiatives in areas such as safety, the environment, and quality, and to enhance overall effectiveness.
Based on this concept, the NGK Group established the NGK Group Basic Guidelines for Compliance Activities in FY2021. This document sets out the fundamental principles regarding compliance practices within the NGK Group and has been communicated to all employees working for the NGK Group to ensure full awareness and adherence.
In accordance with these guidelines, relevant departments work collaboratively to promote effective compliance activities across a wide range of areas, including safety, the environment, quality, exports, human rights, and competition laws.

Compliance Promotion Structure

The NGK Group has established a Compliance Committee and has set up, under its supervision, a Compliance Activities Promotion Subcommittee composed of operational managers. The committee formulates compliance policies and deliberates on important matters.
The status of compliance activities is regularly reported to the Board of Directors, which is responsible for oversight.
Furthermore, to build an effective and robust compliance framework, the NGK Group appoints compliance officers and staff at its group companies in Japan and overseas. These personnel promote compliance initiatives while discussing their content and plans.
Looking ahead, the NGK Group aims to establish a framework in which each group company can independently plan, implement, evaluate, and improve its compliance initiatives.

Compliance Promotion Structure Chart
This figure outlines our Compliance Promotion Structure. We have established a Compliance Committee under the direct supervision of the Board of Directors, and a Compliance Committee Administrative Office to serve as its deliberating body.

Assessment and Response to Corruption Risks

The NGK Group evaluates significant compliance risks, including corruption, with the involvement of senior management, such as the Risk Management Committee. The Group conducts risk management by continuously reviewing risks identified as important and classifying them into business environment, strategy, and internal factors.
Risk analysis is conducted through surveys, including the Compliance Awareness Survey, as well as special risk assessments within internal control processes. Based on this analysis, the Compliance Committee and other relevant committees, along with responsible departments, take the lead in addressing risks for each business, focusing on risk avoidance and prevention.

Mission of the Group Compliance Department

The Group Compliance Dept. ensures that compliance is given top priority in all aspects of business activities. In collaboration with group companies in Japan and overseas, it promotes highly effective compliance activities based on international standards.

  • Establish a corporate culture that places the highest priority on compliance across the entire NGK Group
  • Promote compliance activities in line with international standards and ensure thorough implementation by establishing mechanisms for continuous improvement
  • For group companies outside Japan, identify local laws, regulations, and social requirements, and promote globally aligned compliance

Key initiatives for FY 2025 to achieve the mission

  • During Compliance Strengthening Month in October, NGK disseminated a video message from the President to the entire NGK Group, emphasizing that compliance is our top priority, with subtitles provided in multiple languages
  • Dissemination of the NGK Group Basic Guidelines for Compliance Activities and introduction of examples of their practical application in operations
  • Response to global regulations, including competition laws and anti-bribery laws
  • Implementation of anti-bribery training targeting deemed public officials with frequent points of contact
  • Extension of hotline operating hours and improvement of accessibility for whistleblowers

Whistleblowing System

The NGK Group has established a whistleblowing system to enable early detection of compliance violations and to ensure organizational self-correction. The helpline and hotline comply with applicable laws and regulations, including the Whistleblower Protection Act, and are available to all individuals working in the NGK Group, including directors, employees, contract employees, temporary staff, secondees under outsourcing contracts, and individuals within one year after leaving the Company. Consultations and reports are, in principle, handled by an external third-party provider via telephone or the internet, and anonymous reporting is permitted. Internal rules ensure the protection of whistleblowers and prohibit retaliation. Only designated personnel in accordance with the Whistleblower Protection Act handle reports, and personnel in the NGK Group receive annual training on report intake, fact-finding, corrective actions, and responses to cases including harassment; in FY2025, this included customer harassment and misconduct cases. After receiving a report, the NGK Group conducts fair and sincere investigations from fact-finding through corrective actions, with advice from independent external attorneys. Where violations of laws or misconduct are confirmed, disciplinary actions are taken in accordance with employment regulations. In addition, the NGK Group has established channels, including a supplier helpline and its website, to receive feedback from all stakeholders involved in its business activities, such as suppliers, customers, and local communities.

Organization of Whistleblowing System
Here is an organizational chart of our internal whistleblowing system. Depending on the nature of the report or consultation, investigations and corrective actions may be carried out either through the externally contracted Helpline or through the Hotline operated by an outside attorney. In both cases, the investigation results are reported to the Board of Directors.

Helpline

The NGK Group has established a helpline consultation and reporting system to deter, prevent, and ensure the early resolution of conduct that violates the intent of the NGK Group Corporate Business Principles and the NGK Group Code of Conduct.
In addition, each overseas Group company has set up similar consultation and reporting channels.

Number of Helpline Reports

In FY2025, there were 41 consultations and reports. Each case was handled carefully through the processes of receipt, investigation, judgment, and corrective measures in consultation with third-party outside lawyers. As a result, there were no reports with a significant impact on management, but five compliance violations were confirmed, and corrective measures were promptly taken. We also regularly evaluate and verify the effectiveness of the NGK Group Corporate Business Principles, the NGK Group Code of Conduct, and its compliance measures based on the content of consultations and reports, and use the results to drive improvements.

Hotline

NGK has established a hotline consultation and reporting channel to receive reports concerning fraud or legal violations involving senior management, as well as violations of competition laws and corruption-related misconduct, including bribery and other forms of corruption. The channel is managed by outside lawyers, while the Business Ethics Committee, composed mainly of outside directors, reviews each case, reports it to the Board of Directors, and recommends corrective actions. Similar hotline consultation and reporting channels have also been established at all Group companies outside Japan. Their proper operation is ensured under the support and supervision of the Group Compliance Dept., and they are operated with multilingual support suited to each company’s country of operation.

Awareness of the Whistleblowing System

To raise awareness of the whistleblowing system, we distribute and post posters with contact details for the helpline and hotline at workplaces across NGK and Group companies in Japan. We also post information on these reporting and consultation channels on a portal site accessible to NGK Group employees. In addition, we promote awareness of the helpline and hotline in conjunction with harassment training.

Compliance Education

Compliance Education for Employees

At the NGK Group, the Group Compliance Dept. and the Legal Dept. lead compliance education and awareness programs for officers and employees. In addition to career training and training for employees scheduled for postings abroad, the NGK Group holds Laws and Compliance Seminars to explain laws and regulations and present case studies to deepen understanding. Career training also covers quality compliance and contract observance.

Compliance Education Conducted in FY2025 (Overall)
Name Target Content Instruction format Number of sessions
Career education New hires NGK Group Corporate Business Principles and Code of Conduct, Compliance, competition laws, anti-bribery regulations, Quality Compliance and Safety and Health Seminar by in-house instructor 1
Newly-promoted or career-change employees NGK Group Corporate Business Principles and Code of Conduct, Compliance, Quality Compliance and Safety and Health Video presentation 3
Mid-career hires NGK Group Corporate Business Principles and Code of Conduct, Compliance, competition laws, anti-bribery regulations, Quality Compliance and Safety and Health Video presentation 1
Newly appointed group S employees NGK Group Corporate Business Principles and Code of Conduct, Compliance, competition laws, anti-bribery regulations, quality compliance, contract observance, security export control, Safety and Health Video presentation 1
Newly appointed managers NGK Group Corporate Business Principles and Code of Conduct, Compliance, competition laws, anti-bribery regulations, quality compliance, contract observance, security export control, Safety and Health Video presentation 1
Training for employees scheduled for postings abroad
(global training)
Employees scheduled for postings abroad Competition laws, anti-bribery regulations, security export control Video presentation 1
Compliance education Managers and sales staff of group companies outside Japan Compliance, competition laws, anti-bribery regulations, Quality Compliance Lawyer-led training, in-house instructor-led training, and e-learning 18
(23 sites)
Managers and general employees at group companies in Japan Compliance, anti-harassment prevention, and the whistleblowing system Lawyer-led training 5
Executives and employees of NGK and group companies in Japan Compliance, harassment prevention, whistleblowing system E-learning 6
Sales and new business personnel at NGK and its domestic and overseas Group companies Anti-bribery regulations Lawyer-led training 4
Executive officers Competition laws Lawyer-led training 1
Newly appointed executive officers Companies Act Lawyer-led training 1
Managers and sales staff of NGK and group companies in Japan Competition laws Lawyer-led training・Video presentation 1
Newly appointed managers Oral training on competition law Seminar by in-house instructor 1
Requesting department for on-site training Competition laws Seminar by in-house instructor 2
Laws and Compliance Seminars Managers and other targets depending on content May
Current status of electronic contracts and the introduction of an electronic contract service
Seminar by in-house instructor・Video presentation 1
July
Overview of personal data protection laws in Japan and overseas and key points for practical compliance
Seminar by outside attorney・Video presentation 1
September
Measures to prevent power harassment based on an understanding of how it arises
Seminar by outside instructor・Video presentation 1
November
The latest anti-corruption practices in business — How should you act in that situation?
Seminar by outside attorney・Video presentation 1
January
Key points of the amended Subcontract Act (the Fair Transactions Act)
Seminar by in-house instructor・Video presentation 1
March
Latest developments in insider trading regulations
Seminar by in-house instructor・Video presentation 1

Other Dissemination Activities

Compliance Newsletter

NGK publishes a monthly Compliance Newsletter on its company intranet, using four-frame cartoons and other easy-to-understand formats to explain familiar topics. It briefly highlights key lessons from each case to help employees better understand compliance.

This is a photograph of the four-frame cartoon featured in the Compliance Newsletter.
Provided by “Compro Custom” compliance training tools service
Themes Covered in the Compliance Newsletter in FY2025
April Consult the helpline
May How you communicate matters, too
June Information Security
July I only made an in-app purchase
August If you fail to notice a smell
September Can corporate culture be changed?
October Does compliance take away freedom?
November Is it really workplace harassment?
December Human Rights Week
January When you can’t drink as usual
February Excessive entertainment from business partners
March If you use your position to pressure someone into a relationship

Compliance Strengthening Month

The NGK Group designates October each year as Compliance Strengthening Month and carries out initiatives such as sharing a message from the president and raising awareness of its whistleblower system. In FY2025, the NGK Group distributed a video message from the president to NGK and Group companies in and outside Japan to strengthen compliance awareness across the Group.

Compliance Award

The NGK Group recognizes outstanding examples of compliance activities carried out by NGK’s divisions and Group companies in and outside Japan, particularly those that demonstrate initiative and originality, and shares them across the Group. In FY2025, the NGK Group recognized the following four activities as outstanding examples.

  • NGK Ceramics Indonesia: Strengthening compliance awareness and creating a more people-friendly, work-friendly workplace
  • NGK Ceramics Mexico: Compliance education led by team members
  • NGK (China) Investment.: A unique compliance education program developed by members of the Auditing Department
  • Energy & Industry Business Group: Promoting communication across departments through the introduction of a committee system

At the award ceremony, the Compliance Committee Chair presented certificates of commendation and exchanged views with the award-winning departments.
We also share information on the background to award-winning initiatives and the key points behind them so that other departments and sites across the NGK Group can use it as a reference for their own initiatives.