FINAL ASSESSMENT FUJITSU LTDcompanies.defenceindex.org/pdf/fujitsu_xml.pdfRisk Management 5 60% Company Policy and Codes 12 75% Training 5 90% Personnel and Helplines 7 64.3% Total

FUJITSU 15/09/14 WWW.FUJITSU.COM

FINAL ASSESSMENT

FUJITSU LTD

The following pages contain the detailed scoring for your company based on

public information.

The following table represents a summary of your scores:

Topic Number of

questions

% score based

on public

information

Leadership, Governance and

Organisation

10 50%

Risk Management 5 60%

Company Policy and Codes 12 75%

Training 5 90%

Personnel and Helplines 7 64.3%

Total 39 66.7%

TI understands that the company is not involved in offsets and has therefore removed the two relevant

questions (A13a and A13b).


A1:

Does the company publish a statement from the Chief Executive Officer or the Chair of the Board supporting the ethics and anti-corruption agenda of the company?

Score:

0

Comments:

Based on public information, there is no readily available evidence that the company publishes a statement from the President of the company supporting the ethics and anti-corruption agenda. TI notes that the company only publishes a brief statement from the President on the company’s strategic direction. There is also evidence of leadership commentary on the Fujitsu ‘DNA’ but this commentary does not go into depth on issues of integrity.

References:

Public:

TI notes:

Company website:

Fujitsu Way, Corporate Philosophy:

http ://www.fujitsu.com/global/about/profile/philosophy/

http ://www.fujitsu.com/downloads/PHIL/fujitsuway01.pdf

Fujitsu Way Code of Conduct:

http ://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf

Fujitsu Global Business Standards (2010-2013):

http://www.fujitsu.com/global/Images/Global%20Business%20Standards%20V2%20English_tcm100-1083394.pdf

Fujitsu Group Sustainability Report (2013), pp. 8-9:

http://www.fujitsu.com/global/Images/fujitsu2013report-e.pdf



http://www.fujitsu.com/global/Images/fujitsu2013report-e.pdf


Company website, Corporate Social Responsibility Report (2014):

Top Message:

‘Pursuing Sustainability as a President's Mission

As a member of society, a company cannot conduct its businesses if a healthy Earth and society are not sustained. In that sense, the pursuit of sustainability is the ultimate mission borne by corporate management. To make this a reality, it is vital that companies introduce management systems related to respect for human rights and to legal compliance, as a social license to operate. It is also vital that companies continue to generate fair profits while contributing through their business to the resolution of global-scale issues.’

(pp. 32-33): On compliance and risk management

http://www.fujitsu.com/global/about/csr/topmessage/

Fujitsu Annual Report (2014), p.04:

http://www.fujitsu.com/global/Images/annualreport2014-pdf-all_tcm100-1103711.pdf

http://www.fujitsu.com/global/about/csr/topmessage/



A2:

Does the company’s Chief Executive Officer or the Chair of the Board demonstrate a strong personal, external facing commitment to the ethics and anti-corruption agenda of the company?

Score:

1

Comments:

Based on public information, there is no readily available evidence that the President demonstrates a personal external-facing commitment to the ethics and anti-corruption agenda of the company, for example through public speeches or interviews or involvement with anti-corruption initiatives. Fujitsu’s letter of commitment to the UN Global Compact is from 2009, and is the only example found of the President committing to anti-corruption; there appears to be nothing from the last two years.

However, there is evidence that this commitment has been delegated to the Compliance team. The company therefore scores 1.

References:

Public: Fujitsu Global Compact Commitment Letter (2009): http://www.unglobalcompact.org/system/commitment_letters/3910/original/Global_Compact_Join_Letter_10292.pdf?1262613535 FCPA Bootcamp (September 2014): Christine Wong 15:45 Responding to a Whistleblower Report: What to Do First‚ How to Correspond with the Whistleblower and Investigate the Complaint http://americanconference.com/conference_papers/2015/652/652L15-SNF#Wednesday FCPA Bootcamp (2015): Christine Wong, Deputy Head of Compliance, Fujitsu http://www.fcpaconference.com/sanfrancisco/speakers.html

http://americanconference.com/conference_papers/2015/652/652L15-SNF#Wednesday

http://www.fcpaconference.com/sanfrancisco/speakers.html


A3:

Does the company’s Chief Executive Officer demonstrate a strong personal, internal-facing commitment to the ethics and anti-corruption agenda of the company, actively promoting the ethics and anti-corruption agenda at all levels of the company structure?

Score:

0

Comments:

Based on public information, there is no readily available evidence that the President demonstrates a personal internal-facing commitment to the ethics and anti-corruption agenda of the company, for example through direct engagement with staff, speaking at training events, etc.

References:

Public: NA


A4:

Does the company publish a statement of values or principles representing high standards of business conduct, including honesty, trust, transparency, openness, integrity and accountability?

Score:

2

Comments:

Based on public information, there is evidence that the company publishes its set of business values as the The ‘Fujitsu Way’. This covers the principles of integrity, trust and transparency sought by the question and based on public information it is clear how these values are translated into company policies and codes.

References:

Public: Statement on the UN Global Compact: http://www.fujitsu.com/global/about/csr/vision/ungc/ Fujitsu Way Code of Conduct, Global Business Standards (2013), p.8:

‘1.3. Creating a work environment that promotes trust and respect

Fujitsu is committed to maintaining workplaces that are founded on mutual respect, trust and fair employmenet practices. We believe that every employee is entitled to fair treatment, courtesy and respect.’

(p.10): ‘3 We act with fairness in our business dealings

(p.11): ‘3.4. Fair and Ethical Purchasing’

http://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf

Fujitsu’s Corporate Values:

‘Shareholders and Investors: We enhance our management transparency by appropriate and timely disclosure of our business activities and financial information. This ensures that investors and shareholders understand how we are performing in enhancing our corporate value.

Business Partners: We work with our business partners to ensure that our entire supply chain maintains the highest standards for human rights, fair trade, environmental protection, regulatory compliance, workplace health and safety, product quality and safety, information security and all other requirements in fulfilling our social, environmental,

http://www.fujitsu.com/global/about/csr/vision/ungc/



ethical and legal obligations.’

http ://www.fujitsu.com/global/about/profile/philosophy/values/

Fujitsu Way’s Principles:

‘Global Citizenship: In conducting our business activities worldwide in close association with local communities, we recognize that we are, first and foremost, members of society, not just members of an organization. We therefore act as responsible members of society based on sound ethics and integrity.’

http ://www.fujitsu.com/global/about/profile/philosophy/principles/

Fujitsu Code of Conduct:

‘Code of Conduct

We will abide by this Code of Conduct.

We respect human rights.

We comply with all laws and regulations.

We act with fairness in our business dealings.

We protect and respect intellectual property.

We maintain confidentiality.

We do not use our position in our organization for personal gain.’

http ://www.fujitsu.com/global/about/profile/philosophy/codeofconduct/

Annual Report (2014), pp. 084-086: Corporate Governance. http://www.fujitsu.com/global/Images/annualreport2014-pdf-all_tcm100-1103711.pdf

Fujitsu Way (2008):

http://www.fujitsu.com/global/Images/booklet_en_tcm100-1083303.pdf

http://www.fujitsu.com/global/about/profile/philosophy/values/

http://www.fujitsu.com/global/about/profile/philosophy/principles/

http://www.fujitsu.com/global/about/profile/philosophy/codeofconduct/




A5:

Does the company belong to one or more national or international initiatives that promote anti-corruption or business ethics with a significant focus on anti-corruption?

Score:

2

Comments:

Based on public information, there is evidence that Fujitsu is a member of the UN Global Compact.

References:

Public: Fujitsu Global Compact Commitment Letter (2009):

http://www.unglobalcompact.org/system/commitment_letters/3910/original/Global_Compact_Join_Letter_10292.pdf?1262613535

https://www.unglobalcompact.org/participant/3910-Fujitsu-Limited



https://www.unglobalcompact.org/participant/3910-Fujitsu-Limited


A6:

Has the company appointed a Board committee or individual Board member with overall corporate responsibility for its ethics and anti-corruption agenda?

Score:

2

Comments:

Based on public information, there is evidence that in 2012 the company established an integrated Risk Management and Compliance Committee which oversees corporate governance, risk assessment and compliance in conjunction with the Board of Directors and the Management Council. Terms of reference are clear, with specific responsibilities defined.

References:

Public: Enhancing Corporate Governance: ‘Basic Stance We have established the Fujitsu Way, consisting of a Corporate Vision, Corporate Values, Principles, and Code of Conduct, which guides the Group and its employees in their daily activities. We pursue the sound and efficient execution of our business activities by striving to accelerate the penetration and implementation of the Fujitsu Way and to promote structures and procedures to ensure that business dealings are appropriate throughout the Group. Status of Implementation The Company, through a resolution by the Board of Directors, has adopted the following Basic Stance on Internal Control Framework (resolved on May 25, 2006, and revised on July 27, 2012). In terms of putting an internal control system in place, an organization with executive responsibility for internal control has been established. The Company is, moreover, pursuing initiatives to implement an even more robust operational execution structure by reviewing and revising its regulations and business operations. The GBS (Global


Business Standards) were also established in FY 2012 to serve as a guideline for global compliance standards for the Fujitsu Group. To accelerate the penetration and implementation of the Fujitsu Way and ensure the appropriateness of business operations, Fujitsu is promoting the implementation and evaluation of its internal control structure. This effort is led by the Fujitsu Way Promotion Council. In addition to the Fujitsu Way Promotion Council, two other groups were established and tasked with pursuing more robust and efficient business execution: the Risk Management & Compliance Committee and the Environmental Committee.’ ‘Fujitsu Way Promotion Council The Council promotes the embedding and implementation of the Fujitsu Way. In addition, it has also been promoting Project EAGLE, which is a Group-wide activity for building an internal control system for effective and reliable financial reporting in compliance with the Financial Instruments and Exchange Act, and by which the Group has been able to promote the implementation and evaluation of internal control. The Council has established a promotion organization dedicated to this endeavor, which covers the entire Group. Along with improving controls over financial reporting, the goals of the project also include achieving greater efficiency through the pursuit of business process reforms across the Group. Risk Management & Compliance Committee This committee assigns risk management and compliance executives to each Fujitsu business group and Group company in Japan and abroad and establishes a framework for managing risk and ensuring compliance throughout the entire Fujitsu Group. The committee identifies, analyses, and evaluates risks associated with business activities based on coordination among risk management and compliance executives while establishing and reviewing measures to address these risks. It also reports on the status of serious risks to the Management Council and Board of Directors. When a department or group company identifies a serious risk, it immediately reports it to the Risk Management & Compliance Committee. The committee then works with the relevant department to take appropriate action and resolve the issue as quickly as possible while investigating the cause, establishing and carrying out measures to prevent recurrence, and reporting to the Management Council and Board of Directors when necessary.’ http://www.fujitsu.com/global/about/philosophy/governance/ Company website, Corporate Governance: ‘Overview of the Basic Stance on Internal Control Framework The Basic Stance on Internal Control Framework sets forth internal structures including the following. Management Execution Decision Making and Management Execution Structure Through the framework, executive officers share management execution authority with the President and Representative Director as the chief executive. The framework establishes a

http://www.fujitsu.com/global/about/philosophy/governance/


Management Council to assist the decision-making of the President and Representative Director, to enhance the efficacy of management. Moreover, the framework makes clear that the President and Representative Director bears responsibility for the construction and operation of an internal control framework , and establishes that the Board of Directors fulfills oversight responsibility by appropriately investigating the said operation. Risk Management System The framework establishes a Risk Management & Compliance Committee and has management systems for controlling overall loss risks, as well as risk control systems or organizations pertaining to defects and failures in products and services, contracted development projects, information security, and financial risk. Compliance System With the Risk & Management Compliance Committee at the center, the framework promotes the preparation of the internal rules, education, and oversight systems required for compliance with the Code of Conduct set forth by the FUJITSU Way, and also with laws and regulations concerning the business activities of the Fujitsu Group. The framework also has management systems to ensure the appropriateness of financial reporting, as well as a system for information disclosure and internal auditing systems.’ http://www.fujitsu.com/global/about/csr/management/governance/ Risk Management and Compliance Structure: ‘In July 2012, the Fujitsu Group merged the former Risk Management Committee and Compliance Committee to form a new Risk Management & Compliance Committee with the aim of integrating and strengthening its global risk management and compliance structures. The Risk Management & Compliance Committee appoints a Chief Risk Compliance Officer for each department and company throughout the Group, and encourages cooperation among them to both guard against potential risks and mitigate risks that materialize, forming a risk management and compliance structure for the entire Group.’

http://www.fujitsu.com/global/about/csr/management/governance/


http://www.fujitsu.com/global/about/csr/management/riskmanagement/#gri13a

http://www.fujitsu.com/global/about/csr/management/riskmanagement/#gri13a


A7:

Has the company appointed a person at a senior level within the company to have responsibility for implementing the company’s ethics and anti-corruption agenda, and who has a direct reporting line to the Board?

Score:

0

Comments:

Based on public information, there is evidence that the Code of Conduct, which is part of the ‘Fujitsu Way’, is overseen by a Promotion Council, and a Risk Management and Compliance Committee oversees corporate governance, risk assessment and compliance in conjunction with the Board of Directors and the Management Council. However, there is no readily available evidence of a person at a senior level with responsibility for implementing the company’s ethics and anti-corruption policy.

References:

Public: TI notes: Enhancing Corporate Governance: ‘Basic Stance We have established the Fujitsu Way, consisting of a Corporate Vision, Corporate Values, Principles, and Code of Conduct, which guides the Group and its employees in their daily activities. We pursue the sound and efficient execution of our business activities by striving to accelerate the penetration and implementation of the Fujitsu Way and to promote structures and procedures to ensure that business dealings are appropriate throughout the Group. Status of Implementation The Company, through a resolution by the Board of Directors, has adopted the following Basic Stance on Internal Control Framework (resolved on May 25, 2006, and revised on July 27, 2012). In terms of putting an internal control system in place, an organization with executive responsibility for internal control has been established. The Company is,


moreover, pursuing initiatives to implement an even more robust operational execution structure by reviewing and revising its regulations and business operations. The GBS (Global Business Standards) were also established in FY 2012 to serve as a guideline for global compliance standards for the Fujitsu Group. To accelerate the penetration and implementation of the Fujitsu Way and ensure the appropriateness of business operations, Fujitsu is promoting the implementation and evaluation of its internal control structure. This effort is led by the Fujitsu Way Promotion Council. In addition to the Fujitsu Way Promotion Council, two other groups were established and tasked with pursuing more robust and efficient business execution: the Risk Management & Compliance Committee and the Environmental Committee.’ http://www.fujitsu.com/global/about/csr/management/governance/ Risk Management and Compliance Structure: ‘In July 2012, the Fujitsu Group merged the former Risk Management Committee and Compliance Committee to form a new Risk Management & Compliance Committee with the aim of integrating and strengthening its global risk management and compliance structures. The Risk Management & Compliance Committee appoints a Chief Risk Compliance Officer for each department and company throughout the Group, and encourages cooperation among them to both guard against potential risks and mitigate risks that materialize, forming a risk management and compliance structure for the entire Group.’

Corporate Governance Management:



‘Fujitsu Way Promotion Council The Council promotes the embedding and implementation of the Fujitsu Way. In addition, it has also been promoting Project EAGLE, which is a Group-wide activity for building an internal control system for effective and reliable financial reporting in compliance with the Financial Instruments and Exchange Act, and by which the Group has been able to promote the implementation and evaluation of internal control. The Council has established a promotion organization dedicated to this endeavor, which covers the entire Group. Along with improving controls over financial reporting, the goals of the project also include achieving greater efficiency through the pursuit of business process reforms across the Group. Risk Management & Compliance Committee This committee assigns risk management and compliance executives to each Fujitsu business group and Group company in Japan and abroad and establishes a framework for managing risk and ensuring compliance throughout the entire Fujitsu Group. The committee identifies, analyzes, and evaluates risks associated with business activities based on coordination among risk management and compliance executives while establishing and reviewing measures to address these risks. It also reports on the status of serious risks to the Management Council and Board of Directors.

When a department or group company identifies a serious risk, it immediately reports it to the Risk Management & Compliance Committee. The committee then works with the relevant department to take appropriate action and resolve the issue as quickly as possible while investigating the cause, establishing and carrying out measures to prevent recurrence, and reporting to the Management Council and Board of Directors when necessary.’

http://www.fujitsu.com/global/about/responsibility/management/governance/



A8:

Is there regular Board level monitoring and review of the performance of the company’s ethics and anti-corruption agenda?

Score:

1

Comments:

Based on public information, there is evidence that the Risk Management and Compliance Committee is in charge of the company’s compliance programme. Based on public information, there is readily available evidence that the Committee conducts review and reporting on major risks, including compliance; however, the scope of the review process and how often this occurs remain unclear. The company therefore scores 1.

References:

Public: Corporate Governance: ‘Fujitsu Way Promotion Council The Council promotes the embedding and implementation of the Fujitsu Way. In addition, it has also been promoting Project EAGLE, which is a Group-wide activity for building an internal control system for effective and reliable financial reporting in compliance with the Financial Instruments and Exchange Act, and by which the Group has been able to promote the implementation and evaluation of internal control. The Council has established a promotion organization dedicated to this endeavor, which covers the entire Group. Along with improving controls over financial reporting, the goals of the project also include achieving greater efficiency through the pursuit of business process reforms across the Group. Risk Management & Compliance Committee This committee assigns risk management and compliance executives to each Fujitsu business group and Group company in Japan and abroad and establishes a framework for managing risk and ensuring compliance throughout the entire Fujitsu Group. The committee identifies, analyzes, and evaluates risks associated with business activities based on coordination among risk management and compliance executives while establishing and reviewing measures to address these risks. It also reports on the status of serious risks to the Management Council and Board of Directors.


When a department or group company identifies a serious risk, it immediately reports it to the Risk Management & Compliance Committee. The committee then works with the relevant department to take appropriate action and resolve the issue as quickly as possible while investigating the cause, establishing and carrying out measures to prevent recurrence, and reporting to the Management Council and Board of Directors when necessary. Also, in connection with the Code of Conduct outlined in the Fujitsu Way, the helpline system has been established for employees to report and seek advice about work situations they are unsure of how to handle.’ http://www.fujitsu.com/global/about/csr/management/governance/ Corporate Governance Management: ‘The Company, through a resolution by the Board of Directors, has adopted the following Basic Stance on Internal Control Framework (resolved on May 25, 2006, and revised on July 27, 2012). In terms of putting an internal control system in place, an organization with executive responsibility for internal control has been established. The Company is, moreover, pursuing initiatives to implement an even more robust operational execution structure by reviewing and revising its regulations and business operations. The GBS (Global Business Standards) were also established in FY 2012 to serve as a guideline for global compliance standards for the Fujitsu Group. To accelerate the penetration and implementation of the Fujitsu Way and ensure the appropriateness of business operations, Fujitsu is promoting the implementation and evaluation of its internal control structure. This effort is led by the Fujitsu Way Promotion Council. In addition to the Fujitsu Way Promotion Council, two other groups were established and tasked with pursuing more robust and efficient business execution: the Risk Management & Compliance Committee and the Environmental Committee.’ http://www.fujitsu.com/global/about/responsibility/management/governance/




A8(a):

Is there a formal, clear, written plan in place on which the review of the ethics and anti-corruption agenda by the Board or senior management is based, and evidence of improvement plans being implemented when issues are identified?

Score:

0

Comments:

Based on public information, there is no readily available evidence of a a formal, clear, written plan in place on which the review of the ethics and anti-corruption agenda by the Board or senior management is based, or evidence of improvement plans being implemented when issues are identified.

References:

Public: TI notes: Company website, Risk Management and Compliance Structure: ‘Risk Management & Compliance Structure With the aim of integrating and strengthening its global riskmanagement and compliance structures, the Fujitsu Group has established a Risk Management and Compliance Committee as one of the internal control committees reporting to top management. The Risk Management & Compliance Committee appoints a Chief Risk Compliance Officer for each department and company throughout the Group, and encourages cooperation among them to both guard against potential risks and mitigate risks that materialize, forming a risk management and compliance structure for the entire Group.

Risk Management Processes

The Risk Management & Compliance Committee, which maintains regular communications with Chief Risk Compliance Officers, dentifies, analyzes and evaluates the risks of business activities, confirms the detailed measures intended to deal with major risks by averting, minimizing, transferring or retaining them. It also reports important risks to the Management Council.

The Risk Management Committee also prepares responses against the actual materialization


of a risk despite the implementation of various preventive measures. If a critical risk such as a natural disaster, product breakdown or defect, a problem with a system or service, a compliance violation, an information security breach, or an environmental problem materializes, the department or Group company reports immediately to the Risk Management & Compliance Committee.The Risk Management & Compliance Committee coordinates with the related divisions and workplaces for rapid resolution of the problem by appropriate measures such as establishing atask force. At the same time, the Risk Management Committee strives to identify the causes of the problem and propose and implement solutions. Additionally, for critical risks, the committee also reports as appropriate to the Management Council and the Board of Directors.

The Risk Management & Compliance Committee continuously confirms the implementation status of these processes and works to make improvements.’

http://www.fujitsu.com/global/about/csr/management/riskmanagement/ CSR (2014), p.32:

http://www.fujitsu.com/global/about/csr/management/riskmanagement/


http://www.fujitsu.com/downloads/CSR/reports/2014/fujitsureport201401-all-e.pdf Corporate Governance: ‘Fujitsu Way Promotion Council The Council promotes the embedding and implementation of the Fujitsu Way. In addition, it has also been promoting Project EAGLE, which is a Group-wide activity for building an internal control system for effective and reliable financial reporting in compliance with the Financial Instruments and Exchange Act, and by which the Group has been able to promote the implementation and evaluation of internal control. The Council has established a promotion organization dedicated to this endeavor, which covers the entire Group. Along with improving controls over financial reporting, the goals of the project also include achieving greater efficiency through the pursuit of business process reforms across the Group. Risk Management & Compliance Committee This committee assigns risk management and compliance executives to each Fujitsu business group and Group company in Japan and abroad and establishes a framework for managing risk and ensuring compliance throughout the entire Fujitsu Group. The committee identifies, analyzes, and evaluates risks associated with business activities based on coordination among risk management and compliance executives while establishing and reviewing measures to address these risks. It also reports on the status of serious risks to the Management Council and Board of Directors. When a department or group company identifies a serious risk, it immediately reports it to the Risk Management & Compliance Committee. The committee then works with the relevant department to take appropriate action and resolve the issue as quickly as possible while investigating the cause, establishing and carrying out measures to prevent recurrence,

http://www.fujitsu.com/downloads/CSR/reports/2014/fujitsureport201401-all-e.pdf


and reporting to the Management Council and Board of Directors when necessary. Also, in connection with the Code of Conduct outlined in the Fujitsu Way, the helpline system has been established for employees to report and seek advice about work situations they are unsure of how to handle.’ http://www.fujitsu.com/global/about/csr/management/governance/

Risk Management Framework:

‘The Risk Management & Compliance Committee is responsible for grasping the status of risk management and compliance in all Fujitsu business groups and Group companies in Japan and overseas, establishing the appropriate policies and processes, etc., and both implementing and continuously improving them. In practical terms, it decides on risk management regulations and guidelines, applies them and regularly reviews and improves them.’

http://www.fujitsu.com/global/about/csr/management/riskmanagement/#gri12b




A9:

Does the company have a formal process for review and where appropriate update its policies and practices in response to actual or alleged instances of corruption?

Score:

2

Comments:

Based on public information, there is evidence of a risk management and compliance system that conducts periodic reviews and impovements as a response to potential compliance issues.

References:

Public:


‘Monitoring Compliance and Enforcing the Global Business Standards:

Fujitsu adopts a number of different mechanisms to monitor compliance with the Global Business Standards.

These include:

Risk management systems

Compliance audits

Promoting greater awareness of compliance issues so that violations are more easily recognized and reported

Encouraging the use of appropriate mechanisms (including ”Fujitsu Alert”) for compliance issues and concerns to be reported

Where concerns about compliance issues are raised, appropriate enquiries and investigations will be undertaken to determine the facts and make recommendations for any further action.’


Corporate Governance, Risk Management & Compliance Committee:



‘This committee assigns risk management and compliance executives to each Fujitsu business group and Group company in Japan and abroad and establishes a framework for managing risk and ensuring compliance throughout the entire Fujitsu Group. The committee identifies, analyzes, and evaluates risks associated with business activities based on coordination among risk management and compliance executives while establishing and reviewing measures to address these risks. It also reports on the status of serious risks to the Management Council and Board of Directors.

When a department or group company identifies a serious risk, it immediately reports it to the Risk Management & Compliance Committee. The committee then works with the relevant department to take appropriate action and resolve the issue as quickly as possible while investigating the cause, establishing and carrying out measures to prevent recurrence, and reporting to the Management Council and Board of Directors when necessary.

Also, in connection with the Code of Conduct outlined in the Fujitsu Way, the helpline system has been established for employees to report and seek advice about work situations they are unsure of how to handle.’


Risk Management Framework:

‘The Risk Management & Compliance Committee is responsible for grasping the status of risk management and compliance in all Fujitsu business groups and Group companies in Japan and overseas, establishing the appropriate policies and processes, etc., and both implementing and continuously improving them. In practical terms, it decides on risk management regulations and guidelines, applies them and regularly reviews and improves them.’


‘Risk Management Processes

The Risk Management & Compliance Committee, which maintains regular communications with Chief Risk Compliance Officers, dentifies, analyzes and evaluates the risks of business activities, confirms the detailed measures intended to deal with major risks by averting, minimizing, transferring or retaining them. It also reports important risks to the Management Council.

The Risk Management Committee also prepares responses against the actual materialization of a risk despite the implementation of various preventive measures. If a critical risk such as a natural disaster, product breakdown or defect, a problem with a system or service, a compliance violation, an information security breach, or an environmental problem materializes, the department or Group company reports immediately to the Risk Management & Compliance Committee. The Risk Management & Compliance Committee coordinates with the related divisions and workplaces for rapid resolution of the problem by appropriate measures such as establishing a task force. At the same time, the Risk




Management Committee strives to identify the causes of the problem and propose and implement solutions. Additionally, for critical risks, the committee also reports as appropriate to the Management Council and the Board of Directors.

The Risk Management & Compliance Committee continuously confirms the implementation status of these processes and works to make improvements.’




A9(a):

Does the company have a formal anti-corruption risk assessment procedure implemented enterprise-wide?

Score:

2

Comments:

Based on public information, there is evidence of a well-documented risk management process that covers various business risk areas, of which compliance is understood to form a part. The ownership of risk management procedures and mitigation processes is also documented.

References:

Public: Risk Management: ‘Properly assessing and dealing with the risks that threaten the achievement of our objectives, taking steps to prevent the occurrence of these risk events, and establishing measures to minimize the impact of such events if they do occur and to prevent their reoccurrence are assigned a high priority by management. Moreover, we have built a risk management and compliance system for the entire Group and are committed to its continuous implementation and improvement. The Group identifies, analyzes and evaluates the risks that accompany business activities and works on measures to avoid or reduce them, and to deal with them quickly in the unlikely event that they materialize. In July 2012, the Fujitsu Group merged the former Risk Management Committee and Compliance Committee to form a new Risk Management & Compliance Committee with the aim of integrating and strengthening its global risk management and compliance structures. The Risk Management & Compliance Committee appoints a Chief Risk Compliance Officer for each department and company throughout the Group, and encourages cooperation among them to both guard against potential risks and mitigate risks that materialize, forming a risk management and compliance structure for the entire Group.


The Risk Management & Compliance Committee, which maintains regular communications with Chief Risk Compliance Officers, identifies, analyzes and evaluates the risks of business activities, confirms the detailed measures intended to deal with major risks by averting, minimizing, transferring or retaining them. It also reports important risks to the Management Council. The Risk Management Committee also prepares responses against the actual materialization of a risk despite the implementation of various preventive measures. If a critical risk such as a natural disaster, product breakdown or defect, a problem with a system or service, a compliance violation, an information security breach, or an environmental problem materializes, the department or Group company reports immediately to the Risk Management & Compliance Committee. The Risk Management & Compliance Committee coordinates with the related divisions and workplaces for rapid resolution of the problem by appropriate measures such as establishing a task force. At the same time, the Risk Management Committee strives to identify the causes of the problem and propose and implement solutions. Additionally, for critical risks, the committee also reports as appropriate to the Management Council and the Board of Directors. The Risk Management & Compliance Committee continuously confirms the implementation status of these processes and works to make improvements.’


http://www.fujitsu.com/global/about/responsibility/management/riskmanagement/



A10:

Does the company have a formal anti-corruption risk assessment procedure for assessing proposed business decisions, with clear requirements on the circumstances under which such a procedure should be applied?

Score:

0

Comments:

Based on public information, there is evidence of risk management processes that take into account factors likely to be highly important to proposed business decisions. However, it is not clear how the company addresses important business decisions within the wider risk management process.

References:

Public: TI notes: Risk Management: ‘Properly assessing and dealing with the risks that threaten the achievement of our objectives, taking steps to prevent the occurrence of these risk events, and establishing measures to minimize the impact of such events if they do occur and to prevent their reoccurrence are assigned a high priority by management. Moreover, we have built a risk management and compliance system for the entire Group and are committed to its continuous implementation and improvement. Examples of Business Risks

Economic and financial market trends

Changes in customers' ICT investment trends and being unable to maintain lasting ties with customers

Competitors' strategies and industry trends

Procurement, alliances and technology licensing

Public regulations, public policy and tax matters

Deficiencies or defects in products and services, information security, project management, investment decisions, intellectual property rights, human resources, environmental pollution, credit risks, etc.

Natural disasters and unforeseen incidents’



‘Risk Management Processes

The Risk Management & Compliance Committee, which maintains regular communications with Chief Risk Compliance Officers, identifies, analyzes and evaluates the risks of business activities, confirms the detailed measures intended to deal with major risks by averting, minimizing, transferring or retaining them. It also reports important risks to the Management Council.

The Risk Management Committee also prepares responses against the actual materialization of a risk despite the implementation of various preventive measures. If a critical risk such as a natural disaster, product breakdown or defect, a problem with a system or service, a compliance violation, an information security breach, or an environmental problem materializes, the department or Group company reports immediately to the Risk Management & Compliance Committee. The Risk Management & Compliance Committee coordinates with the related divisions and workplaces for rapid resolution of the problem by appropriate measures such as establishing a task force. At the same time, the Risk Management Committee strives to identify the causes of the problem and propose and implement solutions. Additionally, for critical risks, the committee also reports as appropriate to the Management Council and the Board of Directors.

The Risk Management & Compliance Committee continuously confirms the implementation status of these processes and works to make improvements.’ http://www.fujitsu.com/global/about/csr/management/riskmanagement/#gri12b




A11:

Does the company conduct due diligence that minimises corruption risk when selecting or reappointing its agents?

Score:

1

Comments:

Based on public information, there is evidence that due diligence is undertaken before a third party (including agents) is appointed, and of ongoing monitoring and of red flags that may give rise to checks. However, it is not stated that this due diligence is refreshed every three years or when there is a significant change in the business relationship. The company therefore scores 1.

References:

Public:

Fujitsu Way Code of Conduct, Global Business Standards (2013), pp.17-18:

‘4. Third Parties

Everyone doing business through consultants, intermediaries, subcontractors, distributors, partners, agents or other third parties must endeavour to ensure that they also comply with the above rules. Both individuals and Fujitsu can be held legally accountable for the actions of such third parties. We cannot use a third party to do something we cannot do under the GBS or this Annex. We will not do business with any third party unless and until appropriate due diligence is performed and a written agreement is duly executed by the parties. The agreement must include a commitment by the third party to comply with and to demonstrate its commitment to applicable anti-corruption laws and Fujitsu’s anti-corruption policies.

We will be vigilant in monitoring the activities of third parties on an ongoing basis. Excessive, false, or inadequately described payment requests, unusual or overly generous subcontracts, unusual or incomplete documentation and refusals or failures to provide requested documentation may be signs of Bribe by third parties. We will insist on documentation or justification before paying expenses, and question any unusual or excessive expenses. Employees must notify an appropriate member of the Compliance Officer or Legal department if they suspect that the third party has made or will make a

Bribe.’

http://www.fujitsu.com/uk/Images/fujitsu-way-code-of-conduct-2013.pdf

http://www.fujitsu.com/uk/Images/fujitsu-way-code-of-conduct-2013.pdf


A12:

Does the company have contractual rights and processes for the behaviour, monitoring, control, and audit of agents with respect to countering corruption?

Score:

2

Comments:

Based on public information, there is evidence that the company has contractual rights and processes for the behaviour, monitoring, control, and audit of agents with respect to countering corruption.

References:

Public:


‘Third Parties

Everyone doing business through consultants, intermediaries, subcontractors, distributors, partners, agents or other third parties must endeavour to ensure that they also comply with the above rules. Both individuals and Fujitsu can be held legally accountable for the actions of such third parties. We cannot use a third party to do something we cannot do under the GBS or this Annex.

We will not do business with any third party unless and until appropriate due diligence is performed and a written agreement is duly executed by the parties. The agreement must include a commitment by the third party to comply with and to demonstrate its commitment to applicable anti-corruption laws and Fujitsu’s anti-corruption standards.

We will be vigilant in monitoring the activities of third parties on an ongoing basis. Excessive, false or inadequately described payment requests, unusual or overly generous subcontracts, unusual or incomplete documentation and refusals or failures to provide requested documentation may be signs of bribes by third parties. We will insist on documentation or justification before paying expenses, and question any unusual or excessive expenses. Employees must notify an appropriate member of the Compliance or Legal department if they suspect that the third party has made or will make a bribe.’

http ://www.fujitsu.com/global/about/profile/philosophy/codeofconduct/



Supplier Code of Conduct:

‘FTS expects the same level of compliance and behavior from all suppliers. Suppliers must be committed, in all of their activities, to operate in full compliance with FTS’s understanding of business conduct and the applicable laws, rules, and regulations of the countries in which the suppliers operate.’

http ://globalsp.ts.fujitsu.com/dmsp/Publications/public/fly-supplier-code-of-conduct.pdf

http://globalsp.ts.fujitsu.com/dmsp/Publications/public/fly-supplier-code-of-conduct.pdf


A13:

Does the company make clear to contractors, sub-contractors, and suppliers, through policy and contractual terms, its stance on bribery and corruption and the consequences of breaches to this stance?

Score:

1

Comments:

Based on public information, there is evidence that the company makes clear to contractors, sub-contractors, and suppliers, through policy and contractual terms, its stance on bribery and corruption. The Supplier Code of Conduct contains information explaining why Fujitsu is opposed to corruption and that the company expects the same level of compliance from suppliers as from all other employees. Further, the Global Business Standards contain regulations of the relations with third parties. However, it is not explicitly clear that the company has contractual rights to apply sanctions in the event of breach of contract. The company therefore scores 1.

References:

Public:


‘4. Third parties

Everyone doing business through consultants, intermediaries, subcontractors, distributors, partners, agents or other third parties must endeavour to ensure that they also comply with the above rules. Both individuals and Fujitsu can be held legally accountable for the actions of such third parties. We cannot use a third party to do something we cannot do under the GBS or this Annex.

We will not do business with any third party unless and until appropriate due diligence is performed and a written agreement is duly executed by the parties. The agreement must include a commitment by the third party to comply with and to demonstrate its commitment to applicable anti-corruption laws and Fujitsu’s anti-corruption policies.

We will be vigilant in monitoring the activities of third parties on an ongoing basis. Excessive, false, or inadequately described payment requests, unusual or overly generous subcontracts, unusual or incomplete documentation and refusals or failures to provide requested documentation may be signs of Bribe by third parties. We will insist on documentation or justification before paying expenses, and question any unusual or


excessive expenses. Employees must notify an appropriate member of the Compliance Office or Legal department if they suspect that the third party has made or will make a Bribe. ’


‘FTS expects the same level of compliance and behavior from all suppliers. Suppliers must be committed, in all of their activities, to operate in full compliance with FTS’s understanding of business conduct and the applicable laws, rules, and regulations of the countries in which the suppliers operate.

FTS’s Supplier Code of Conduct is modeled on, and contains language from the United Nation Global Compact and the 10 principles defined therein. Recognized standards such as Universal Declaration of Human Rights (UDHR), International Labor Organization Standards (ILO), and the United Nations Environment Programme (UNEP) were used as platforms in preparing this Code and are useful sources of additional information. The purpose of this Policy is to foster a working environment where daily business is conducted with honesty and integrity, and in the best interests of Fujitsu Technology Solutions. The code requires that suppliers ensure safe working and living conditions and be committed to avoiding and reducing any environmental impacts due to their operations. The focus on this document will be on Human Rights, Labor Standards, Environment Protection as well as the elimination of corruption. Further, the Supplier is obliged to comply with all applicable laws. Practical steps to fight corruption:

FTS requests that suppliers consider the following three elements during implementing the 10th principle and the battle against corruption.

· Internal: As a first and basic step, introduce anti-corruption policies and programs within your organizations and your business operations;

· External: Report on your work against corruption in the annual Communication on Progress; and share your experiences and best practices through the submission of examples and case stories;

· Collective: Join forces with industry peers and with other stakeholders.’

http ://globalsp.ts.fujitsu.com/dmsp/Publications/public/fly-supplier-code-of-conduct.pdf



A13(a):

Does the company explicitly address the corruption risks associated with offset contracting?

Score:

NA

Comments:

The company has informed TI that it does not engage in offset contracting.

References:

NA


A13(b):

Does the company conduct due diligence that minimises corruption risk when selecting its offset partners and offset brokers?

Score:

NA

Comments:

The company has informed TI that it does not engage in offset contracting.

References:

NA


A15:

Does the company have an anti-corruption policy that prohibits corruption in its various forms?

Score:

2

Comments:

Based on public information, there is evidence in the Code of Conduct of a detailed description of the nature of bribery that is forbidden, which includes both giving and accepting bribes. The Code of Conduct further explains other forms of unethical behaviour that are unacceptable and may lead to other forms of corrupt practice. This includes uncompetitive practice, not ensuring dealings with government officials are honest, and not materially deviating from contractual requirements without government permission.

References:

Public: Fujitsu Way Code of Conduct: Global Business Standards (2013): ‘Bribery Fujitsu competes on the basis of the quality and price of its products, services and solutions. Nobody within the Fujitsu Global Business Group, or acting on behalf of the Fujitsu Global Business Group, may give or accept, directly or indirectly, a bribe in any form. “Bribe” means any advantage, whether in monetary or other form. The making of an improper payment to gain an advantage is never acceptable in Fujitsu, and exposes the individual and the Company to criminal prosecution. The following can all be construed as a bribe or improper payment: -Giving or promising money, goods or services to a government official or customer employee -Paying a gratuity to officials or employees to expedite an administrative action -Payment of a commission that is disproportionate to the services provided We have to take great care in dealing with government officials; in many countries gifts or payments to government officials are specifically prohibited by law. Some countries also extend such laws to foreign government officials overseas. Everyone doing business through consultants, intermediaries or other third parties must endeavour to ensure that they also comply with the above rules.’





A16:

Is the anti-corruption policy explicitly one of zero tolerance?

Score:

0

Comments:

Based on public information, there is no readily available evidence evidence that the company’s anti-corruption policy is explicitly one of zero tolerance.

References:

Public: TI notes: Fujitsu Way Code of Conduct, Global Business Standards (2013), p.3: ‘The Fujitsu Way incorporates the Code of Conduct, which provides rules and guidelines to be followed by everyone in Fujitsu. The message underpinning this Code is that we will strive to adhere to the Code of Conduct in any business dealings or actions’ (p.11): ‘Nobody within the Fujitsu Global Business Group, or acting on behalf of the Fujitsu Global Business Group, may give or accept, directly or indirectly, a bribe in any form. “Bribe” means any advantage, whether in monetary or other form. The making of an improper payment to gain an advantage is never acceptable in Fujitsu, and exposes the individual and the Company to criminal prosecution.’




A17:

Is the company's anti-corruption policy easily accessible to Board members, employees, contracted staff and any other organisations acting with or on behalf of the company?

Score:

2

Comments:

Based on public information, there is evidence that the Code of Conduct is publicly available on Fujitsu’s website, and available in numerous different languages.

References:

Public: Fujitsu Way Code of Conduct, Global Business Standards (2013): http://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf Fujitsu Code of Conduct: http://www.fujitsu.com/global/about/profile/philosophy/codeofconduct/ Principles: http://www.fujitsu.com/global/about/philosophy/principles/ Corporate Values: http://www.fujitsu.com/global/about/philosophy/values/ Compliance: http://www.fujitsu.com/global/about/csr/management/compliance/



http://www.fujitsu.com/global/about/philosophy/principles/

http://www.fujitsu.com/global/about/philosophy/values/


A17(a):

Is the company’s anti-corruption policy easily understandable and clear to Board members, employees and third parties?

Score:

2

Comments:

Based on public information, there is evidence that both the Code of Conduct, and the portion of the website that summarises the themes of the code, is written in clear and comprehensible language.

References:

Public: Fujitsu Code of Conduct: http://www.fujitsu.com/global/about/profile/philosophy/codeofconduct/ Fujitsu Way Code of Conduct, Global Business Standards (2013): http://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf Principles: http://www.fujitsu.com/global/about/philosophy/principles/ Corporate Values: http://www.fujitsu.com/global/about/philosophy/values/ Compliance:

http://www.fujitsu.com/global/about/csr/management/compliance/



http://www.fujitsu.com/global/about/philosophy/principles/

http://www.fujitsu.com/global/about/philosophy/values/


A18:

Does the anti-corruption policy explicitly apply to all employees and

members of the Board?

Score:

2

Comments:

Based on public information, there is evidence that the Code of Conduct explicitly applies to all employees, directors, and officers.

References:

Public:

Fujitsu Way Code of Conduct, Global Business Standards (2013), p.5:

‘The Global Business Standards apply to all employees in the Fujitsu Global Business Group, including directors and officers (who are referred to as ‘employees’ in the Global Business Standards), and also extends to anyone engaged in the business of Fujitsu.’




A20:

Does the company have a policy on potential conflicts of interest, and does it apply to both employees and board members?

Score:

2

Comments:

Based on public information, there is evidence that the Code of Conduct contains a clear policy on potential conflicts of interests that applies to all employees (which is defined to include directors and officers), and features examples of potential conflicts.

References:

Public: Fujitsu Way Code of Conduct, Global Business Standards (2013), p.14:

‘6.2. Conflicts of Interest

All those working in or on behalf of Fujitsu Global Business Group must ensure that nothing they do, at work or outside work, conflicts with their responsibilities to Fujitsu. We must all aim to avoid any situation where our own interests may impair our ability to make unbiased decisions on behalf of Fujitsu. Even the appearance of a conflict can be damaging. Where potential conflicts cannot be avoided, they must be carefully managed.

Areas to watch for include:

outside business activities or financial interests that may present a conflict, or the appearance of one

the use of Fujitsu time, resources or facilities for activities other than Fujitsu business (including civic, charitable or non-profit activities, for which line manager permission should always be obtained)

taking personal advantage of an opportunity that is discovered or advanced through Fujitsu work

accepting officer or director positions with an outside business (even with not-for-profit organizations, where Fujitsu support may be sought or expected)

gifts, discounts or entertainment offered by customers or potential customers dealing with businesses owned or managed by friends or family hiring, promoting or directly supervising a family member or close friend


All employees must proactively disclose to their manager any actual or apparent conflict, so as to work with the manager to discuss, document and manage such conflicts effectively.’




A21:

Does the company have a policy for the giving and receipt of gifts to ensure that such transactions are bona fide and not a subterfuge for bribery?

Score:

2

Comments:

Based on public information, there is evidence that the company has a policy for the giving and receipt of gifts to ensure that such transactions are bona fide and not a subterfuge for bribery. TI notes that managerial approval is required for gifts whose value exceeds a range contained within Regional policy.

References:


‘6.3. Gifts and Entertainment

Employees must ensure that they are fully aware of and understand their Regional Gifts and Entertainment Policy before:

giving or accepting any gift

engaging in customer entertainment

giving or receiving any other benefit

Employees may accept gifts or benefits of modest value that are within a reasonable and acceptable range under the Regional policy, subject to prior approval by their manager.

If there is any risk that the gift, entertainment or other benefit may create the appearance of impropriety, then it must not be offered, or must be politely declined.’ (p. 16): ‘The following can all be construed as a bribe or improper payment, but this is not a complete list, each potential Bribe has to be considered in its own circumstances to determine if it is prohibited by this policy: - Giving or promising money, goods or services to a government official or customer employee - Paying gratuity to officials or employees to expedite an administrative action - Payment of a commission or fee that is disproportionate to the services provided. - Lavish or excessive entertainment, hospitality or gifts


- Contributions to a political party, candidate or campaign - Charitable donations to organizations associated with, or at the request of, government officials or customers Certain circumstances may be warning signs that a payment is improper, and require us to use extra caution to ensure that no bribe or improper payment is made. The following are some examples of such circumstances:

- We are doing business in a country that has a reputation for corruption. - A consultant, agent or other third party asks for an unusually large fee or an increase

in a previously-agreed fee to close a deal. - The reputation of the consultant, agent or other third party is questionable. - We are asked to make a payment to an individual, in another country, to a

numbered bank account or to pay in cash. - We are asked to make a political or charitable contribution or to use a particular

subcontractor. - The payment, gift, or entertainment would appear to influence the recipient’s

objectivity. - The payment, gift, or entertainment does not appear to have a business purpose or

may appear to have a private purpose. - We would be embarrassed if the payment, gift or entertainment were made public.’




A22:

Does the company’s anti-corruption policy include a statement on the giving and receipt of hospitality that ensures that such transactions are bona fide and not a subterfuge for bribery?

Score:

2

Comments:

Based on public information, there is evidence that the company has a policy for the giving and receipt of hospitality (entertainment) to ensure that such transactions are bona fide and not a subterfuge for bribery. TI notes that managerial approval is required for hospitality whose value exceeds a range contained within Regional policy.

References:


‘6.3. Gifts and Entertainment

Employees must ensure that they are fully aware of and understand their Regional Gifts and Entertainment Policy before:

giving or accepting any gift

engaging in customer entertainment

giving or receiving any other benefit

Employees may accept gifts or benefits of modest value that are within a reasonable and acceptable range under the Regional policy, subject to prior approval by their manager.

If there is any risk that the gift, entertainment or other benefit may create the appearance of impropriety, then it must not be offered, or must be politely declined.’ (p. 16): ‘The following can all be construed as a bribe or improper payment, but this is not a complete list, each potential Bribe has to be considered in its own circumstances to determine if it is prohibited by this policy: - Giving or promising money, goods or services to a government official or customer employee - Paying gratuity to officials or employees to expedite an administrative action - Payment of a commission or fee that is disproportionate to the services provided.


- Lavish or excessive entertainment, hospitality or gifts - Contributions to a political party, candidate or campaign - Charitable donations to organizations associated with, or at the request of, government officials or customers Certain circumstances may be warning signs that a payment is improper, and require us to use extra caution to ensure that no bribe or improper payment is made. The following are some examples of such circumstances:

- We are doing business in a country that has a reputation for corruption. - A consultant, agent or other third party asks for an unusually large fee or an increase

in a previously-agreed fee to close a deal. - The reputation of the consultant, agent or other third party is questionable. - We are asked to make a payment to an individual, in another country, to a

numbered bank account or to pay in cash. - We are asked to make a political or charitable contribution or to use a particular

subcontractor. - The payment, gift, or entertainment would appear to influence the recipient’s

objectivity. - The payment, gift, or entertainment does not appear to have a business purpose or

may appear to have a private purpose. - We woul be embarrassed if the payment, gift or entertainment were made public.’




A23:

Does the company have a policy that explicitly prohibits facilitation payments?

Score:

2

Comments:

Based on public information, there is evidence of a clear policy that forbids bribery in its many forms – and the examples given encompass facilitation payments. The Annex in the Code of Conduct provides considerable additional information and guidance on the company’s approach to anti-corruption.

References:

Public: Fujitsu Way Code of Conduct, Global Business Standards (2013), p.16: ‘Bribery Fujitsu competes on the basis of the quality and price of its products, services and solutions. Nobody within the Fujitsu Global Business Group, or acting on behalf of the Fujitsu Global Business Group, may give or accept, directly or indirectly, a bribe in any form. “Bribe” means any advantage, whether in monetary or other form. The making of an improper payment to gain an advantage is never acceptable in Fujitsu, and exposes the individual and the Company to criminal prosecution. The following can all be construed as a bribe or improper payment: -Giving or promising money, goods or services to a government official or customer employee -Paying a gratuity to officials or employees to expedite an administrative action -Payment of a commission that is disproportionate to the services provided

We have to take great care in dealing with government officials; in many countries gifts or payments to government officials are specifically prohibited by law. Some countries also extend such laws to foreign government officials overseas.’

(p.17): ‘Everyone doing business through consultants, intermediaries or other third parties must endeavour to ensure that they also comply with the above rules.’


Also: ‘ANNEX – Global Policy on Anti-Bribery and Anti-Corruption.’ http://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf



A24:

Does the company prohibit political contributions, or regulate such contributions in order to prevent undue influence or other corrupt intent? Does the company record and publicly disclose all political contributions?

Score:

1

Comments:

Based on public information, there is evidence that the company prohibits political contributions unless authorised by senior management. However, TI notes that there is no readily available evidence that any recipients are required to be publicly disclosed and the guidelines remain limited. The company therefore scores 1.

References:


‘3.6. Political and Media Activity

The laws of certain countries set strict limits on contributions by companies to political parties or candidates. Violations can lead to serious penatlies including fines or imprisonment. It also may also affect Fujitsu’s reputation to be perceived as supporting a particular political party.

We are not permitted to make direct or indirect political contributions to candidates, office holders, or political parties on behalf of Fujitsu unless authorised in writing by a senior level of management.

(p.16):

‘The following can all be construed as a bribe or improper payment, but this is not a complete list, each potential Bribe has to be considered in its own circumstances to determine if it is prohibited by this policy: … - Contributions to a political party, candidate or campaign Certain circumstances may be warning signs that a payment is improper, and require us to use extra caution to ensure that no bribe or improper payment is made. The following are


some examples of such circumstances: - We are asked to make a political or charitable contribution or to use a particular

subcontractor.’

(pp.16-17): ‘The following are some examples of government officials under the anti-corruption laws of countries in which Fujitsu does business:

….

- Political party officials or candidates for political office.’ http://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf



A25:

Does the company have a clear policy on engagement in lobbying activities, in order to prevent undue influence or other corrupt intent, and discloses the issues on which the company lobbies?

Score:

0

Comments:

Based on public information, there is no readily available evidence that the company has a clear policy on engagement in lobbying activities, in order to prevent undue influence or other corrupt intent, and discloses the issues on which the company lobbies. TI notes that Fujitsu UK & Ireland has a policy on corporate lobbying, but has not seen evidence that there is such policy applicable to the global company.

References:

Public: TI notes: Fujitsu Way Code of Conduct, Global Business Standards (2013):


Fujitsu UK and Ireland:

‘Corporate Lobbying

As a leading company in the UK, Fujitsu UK & Ireland does comment on current and planned legislation – which might affect its own business (for example the plans by the Government on smart metering) or its role as a leading employer (for example the extensive work by the Government on social mobility and apprentices). We do this directly, and via our trade bodies, such as TechUK – who represent over 850 companies and technologies in the IT sector. Amongst its wide range of activities, TechUK engages with policy makers, and Fujitsu is involved in various policy groups which inform this process. We are also members of organisations such as the CBI, Business in the Community and others, who may ask for our input on policy issues. Fujitsu requires that any such body maintains professional standards in its engagement with any policy makers. Like many similar companies, Fujitsu UK & Ireland works closely with Public Relations and Public Affairs agencies. When it does, it insists that they comply with the respective codes of practice – for example from the Association of Professional Political Consultants (APPC) and the Public Relations Consultants Association



(PRCA). The APPC governs the way in which Public Affairs agencies do business and which has at its heart the principle of transparency. Fujitsu UK & Ireland is included on their register, which is updated quarterly, and is publicly available through the APPC’s website.’

http://www.fujitsu.com/uk/about/local/corporate-responsibility/lobbying/

http://www.fujitsu.com/uk/about/local/corporate-responsibility/lobbying/


A25(a):

Does the company prohibit charitable contributions, or regulate such contributions in order to prevent undue influence or other corrupt intent?

Score:

1

Comments:

Based on public information, there is evidence that the company regulates charitable contributions in order to prevent undue influence or other corrupt intent. TI notes that company donations are handled centrally, though company donation procedures; however, there is no readily available evidence that recipients are declared. The company therefore scores 1.

References:

Public: Fujitsu Way Code of Conduct, Global Business Standards (2013):

‘The following can all be construed as a bribe or improper payment, but this is not a complete list ; each potential bribe has to be considered in its own circumstances to determine if it is prohibited by this policy :

… Charitable donations to organizations associated with, or at the request of, government officials or customers.’


Fujitsu UK: Charitable Support and Community Relations Policy:

‘Company donations to charities are managed centrally and should not be provided locally

other than through the Impact on Society (IOS) Groups. To enable a consistent approach

to the company’s relationship with key charities, any proposal to donate money on behalf

of Fujitsu not via an IOS group must be agreed in advance by forwarding a request to the

Charity at Work ([email protected]) mailbox.’

http://www.fujitsu.com/uk/Images/charitable-support-and-community-relations.pdf




Growing a Responsible Business: Logos of organisations that Fujitsu UK has supported. http://www.fujitsu.com/uk/about/local/corporate-responsibility/responsible-business/ Fujitsu UK Charity Partners: Shelter, Action for Children Charity Partner Targets http://www.fujitsu.com/uk/about/local/corporate-responsibility/csr-report/social-action/charity-partner/

http://www.fujitsu.com/uk/about/local/corporate-responsibility/responsible-business/

http://www.fujitsu.com/uk/about/local/corporate-responsibility/csr-report/social-action/charity-partner/

http://www.fujitsu.com/uk/about/local/corporate-responsibility/csr-report/social-action/charity-partner/


A26:

Does the company provide written guidance to help Board members and

employees understand and implement the firm’s ethics and anti-corruption

agenda?

Score:

2

Comments:

Based on public information, there is evidence that the company’s Code of Conduct is detailed and includes additional guidance for employees, such as the Integrity Test, a way to help employees make the right decisions. The Annex to the Code of Conduct also contains a Global Policy on Anti-Bribery and Anti-Corruption that includes advice on what could be construed as a bribe or improper payment, and ‘warning signs that a payment is improper’ illustrated by brief but clear scenarios. The Code of Conduct applies to Board members and employees.

References:

Public: Fujitsu Way Code of Conduct, Global Business Standards (2013), p.7: The Integrity Test.

(p.16):‘Certain circumstances may be warning signs that a payment is improper, and require us to use extra caution to ensure that no bribe or improper payment is made. The following are some examples of such circumstances :

-We are doing business in a country that has a reputation for corruption.

-A consultant, agent or other third party asks for an unusually large fee or an increase in a previously agreed fee to close a deal.

-The reputation of the consultant, agent or other third party is questionable.

-We are asked to make a payment to an individual, in another country, to a numbered bank account or to pay in cash.

-We are asked to make a political or charitable contribution or to use a particular subcontractor.

-The payment, gift or entertainment would appear to influence the recipient’s objectivity.

-The payment, gift or entertainment does not appear to have a business purpose or may


appear to have a private purpose.

-We would be embarrassed if the payment, gift or entertainment were made public.’

http ://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf



A27:

Does the company have a training programme that explicitly covers anti-corruption?

Score:

2

Comments:

Based on public information, there is evidence that the company has a training programme that makes explicit reference to anti-corruption.

References:


‘Training and Compliance

Fujitsu will provide periodic training to explain and reinforce the importance of complying with the Company’s anti-corruption policies and procedures. We will also distribute to, and obtain from, relevant employees and third parties a certificate of compliance with applicable anti-corruption laws, and we will maintain the certifications in our files for at least five years.

The Legal department is available to address any doubts or concerns about whether a transaction is prohibited under the anti-corruption policies and procedures or applicable anti-corruption laws.’




A28:

Is anti-corruption training provided in all countries where the company operates or has company sites?

Score:

2

Comments:

Based on public information, there is evidence that anti-corruption training is provided to employees in all sites of operation.

References:

Public:

Fujitsu Way Code of Conduct, Global Business Standards (2013), p.18:


Fujitsu will provide periodic training to explain and reinforce the importance of complying with the Company’s anti-corruption policies and procedures. We will also distribute to, and obtain from, relevant employees and third parties a certificate of compliance with applicable anti-corruption laws, and we will maintain the certifications in our files for at least five years.’


Company website, Compliance Education: ‘The Fujitsu Group provides a variety of compliance training to all employees to ensure legal compliance. In FY2013, we started to provide the "Global Compliance for Fujitsu Group" e Learning training course to all employees in Japan for the purpose of reassessing the GBS and deepening the understanding of our employees regarding cartels and bribery prevention. Additionally, we implemented a face-to-face compliance training course "Anti-trust and Anti-bribery" for high-risk Group companies. At overseas Group companies, we also implemented e-Learning compliance training courses and face-to-face compliance training courses covering areas such as the GBS, anti-trust, anti-bribery and anti-corruption, export controls, and conflicts of interest. In addition to compliance training for executives, which is provided by outside lawyers, we also conduct in-house training for heads of sales divisions and branches about bidding-related law sand the Antimonopoly Act. For new managers, we also regularly hold in-house training where a Fujitsu instructor explains the importance of the Code of Conduct and compliance, while also providing case studies of



typical scenarios and situations whose optimal handling may not be clear. Along with continuing the activities above, in FY2014 we will be further enhancing our face-to-face training focused on areas such as cartels and bribery prevention for high-risk departments in Japan and overseas. Furthermore, we have been printing the Code of Conduct of the Fujitsu Way on wallet-size cards and have been distributing them to all Group employees. These cards are designed to serve as a quick reference of the Code of Conduct for employees when they are dealing with customers or business partners, or when they are uncertain about a decision in the course of daily operations. For non-Japanese speakers, we have prepared wallet-size cards in three other languages’




A29:

Does the company provide targeted anti-corruption training to members of the Board?

Score:

1

Comments:

Based on public information, there is evidence that company executives receive training but it is not evident from readily available information that this training occurs at least every 3 years. The company therefore scores 1.

References:


‘The Global Business Standards apply to all employees in the Fujitsu Global Business Group, including directors and officers (who are referred to as ‘employees’ in the Global Business Standards), and also extends to anyone engaged in the business of Fujitsu.

(p.18): ‘Training and Compliance

Fujitsu will provide periodic training to explain and reinforce the importance of complying with the Company’s anti-corruption policies and procedures. We will also distribute to, and obtain from, relevant employees and third parties a certificate of compliance with applicable anti-corruption laws, and we will maintain the certifications in our files for at least five years.’ http://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf Compliance, Compliance Education: ‘In addition to compliance training for executives, which is provided by outside lawyers, we also conduct in-house training for heads of sales divisions and branches covering bidding-related laws and the Antimonopoly Act. For new managers, we also regularly hold in-house training where a Fujitsu instructor explains the importance of the Code of Conduct and compliance, while also providing case studies of typical scenarios and situations whose optimal handling may not be clear.’ http://www.fujitsu.com/global/about/csr/management/compliance/




A30:

Does the company provide tailored ethics and anti-corruption training for employees in sensitive positions?

Score:

2

Comments:

Based on public information, there is evidence that targeted compliance training is conducted for employees in sensitive positions.

References:



Fujitsu will provide periodic training to explain and reinforce the importance of complying with the Company’s anti-corruption policies and procedures. We will also distribute to, and obtain from, relevant employees and third parties a certificate of compliance with applicable anti-corruption laws, and we will maintain the certifications in our files for at least five years.’ http://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf Compliance, Compliance Education: ‘The Fujitsu Group provides a range of compliance training to all employees to ensure legal compliance. In FY 2012, we began offering the "Carrying Out the Code of Conduct" e-Learning course at Group companies in Japan. This is an expansion of the initiatives conducted for all Fujitsu employees in FY 2011, and focuses on issues like harassment and problems like bribery, which can greatly harm the company. The course provides an opportunity for each employee to review and correct their actions. At overseas Group companies, we also implemented e-Learning courses covering areas such as the GBS and corruption prevention in FY2012. In addition to compliance training for executives, which is provided by outside lawyers, we also conduct in-house training for heads of sales divisions and branches covering bidding-related laws and the Antimonopoly Act. For new managers, we also regularly hold in-house training where a Fujitsu instructor explains the importance of the Code of Conduct and compliance, while also providing case studies of typical scenarios and situations whose



optimal handling may not be clear. Along with continuing the activities above, in 2013 we will be further enhancing our group training efforts focused on areas such as cartels and bribery for high-risk departments in Japan and abroad.’ http://www.fujitsu.com/global/about/csr/management/compliance/ Company website, Compliance Education: ‘The Fujitsu Group provides a variety of compliance training to all employees to ensure legal compliance. In FY2013, we started to provide the "Global Compliance for Fujitsu Group" e Learning training course to all employees in Japan for the purpose of reassessing the GBS and deepening the understanding of our employees regarding cartels and bribery prevention. Additionally, we implemented a face-to-face compliance training course "Anti-trust and Anti-bribery" for high-risk Group companies. At overseas Group companies, we also implemented e-Learning compliance training courses and face-to-face compliance training courses covering areas such as the GBS, anti-trust, anti-bribery and anti-corruption, export controls, and conflicts of interest. In addition to compliance training for executives, which is provided by outside lawyers, we also conduct in-house training for heads of sales divisions and branches about bidding-related law sand the Antimonopoly Act. For new managers, we also regularly hold in-house training where a Fujitsu instructor explains the importance of the Code of Conduct and compliance, while also providing case studies of typical scenarios and situations whose optimal handling may not be clear. Along with continuing the activities above, in FY2014 we will be further enhancing our face-to-face training focused on areas such as cartels and bribery prevention for high-risk departments in Japan and overseas. Furthermore, we have been printing the Code of Conduct of the Fujitsu Way on wallet-size cards and have been distributing them to all Group employees. These cards are designed to serve as a quick reference of the Code of Conduct for employees when they are dealing with customers or business partners, or when they are uncertain about a decision in the course of daily operations. For non-Japanese speakers, we have prepared wallet-size cards in three other languages’ http://www.fujitsu.com/global/about/csr/management/compliance/




A31:

Does the company have a clear and formal process by which employees declare conflicts of interest?

Score:

0

Comments:

Based on public information, there is evidence that the Code of Conduct makes the case for avoiding conflicts of interest, and identifies areas to watch to help avoid them. Employees are advised to disclose potential conflicts to managers, and reference is made to subsequent documentation and management of such conflicts. However, it is not stated that such disclosure should be in writing from the outset, and there is no evidence the declaration could also be made to an independent department.

References:

Public: TI notes: Fujitsu Way Code of Conduct, Global Business Standards (2013), p.14:

‘Conflicts of Interest

All employees must proactively disclose to their manager any actual or apparent conflict, so as to work with the manager to discuss, document and manage such conflicts effectively.’ http://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf



A32:

Is the company explicit in its commitment to apply disciplinary procedures to employees, Directors and Board members found to have engaged in corrupt activities?

Score:

1

Comments:

Based on public information, there is evidence that the Code of Conduct explicitly states that violation of the Global Business Standards—of which anti-corruption standards are a part—may result in disciplinary action. However, given the language used, it is not clear that disciplinary action would be taken in each case. The company therefore scores 1.

References:

Public: Fujitsu Way Code of Conduct, Global Business Standards (2013), p.6: ‘All of us who work for or on behalf of Fujitsu Global Business Group understand that a failure to follow the Global Business Standards may result in disciplinary action.’




A33:

Does the company have multiple, well-publicised channels that are easily accessible and secure, to guarantee confidentiality or anonymity where requested by the employee (e.g. web, phone, in person), to report concerns or instances of suspected corrupt activity?

Score:

2

Comments:

Based on public information, there is evidence that the company has multiple, well-publicised channels that are easily accessible and secure, to guarantee confidentiality or anonymity where requested by the employee, to report concerns or instances of suspected corrupt activity. Specifically, TI notes that the company has both internal and external channels for employees to report concerns or instances of suspected corrupt activity.

References:

Public: Fujitsu Way Code of Conduct, Global Business Standards (2013), p.6: ‘Reporting Global Business Standards violations and non–retaliation All Fujitsu Global Business Group employees and those engaged in the business of the Fujitsu Global Business Group are encouraged to report breaches or potential breaches of the Global Business Standards of which they become aware. Reports of actual or suspected compliance breaches can be made in a number of ways, including:

To a senior manager

To a member of the Legal department

To a member of the HR department

To a member of the Internal Audit department

Through local grievance procedures

Through “Fujitsu Alert” -the external Employee Whistleblowing Line or Web Reporting process

It is fundamental to Fujitsu’s compliance program that people are able to report actual or suspected compliance breaches without fear of retaliation. Fujitsu will not tolerate any


adverse treatment against anyone who reports issues or concerns in good faith. Any such retaliation will itself be regarded as a very serious breach of the Global Business Standards.’ http://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf Fujitsu – Compliance: ‘Operating an Internal Reporting System: Helpline: Since September 2004, we have been operating an internal helpline system to handle reports and provide consultations for all Group employees (including seconded, contracted, part-time or other short-term employees as well as temporary staff). This helpline is intended for use by employees who are uncertain about a decision or suspect a violation in the course of executing daily business operations, based on the Code of Conduct set forth by the Fujitsu Way. Each of the Group companies in Japan and overseas has also established and operates its own internal reporting system. Compliance line for suppliers: In August 2009 the existing helpline system was extended by a compliance line for suppliers to handle reports and inquiries directly from the employees of companies that supply Fujitsu with products, services or software, etc. With our helpline and compliance line for suppliers, the system forbids any and all sanctions against employees and suppliers for making such reports, and meticulous care is taken in handling the information so as to preserve their anonymity. If problems are found in investigating these reports, the relevant practice is terminated and measures are taken to prevent recurrence.’ http://www.fujitsu.com/global/about/responsibility/management/compliance/


http://www.fujitsu.com/global/about/responsibility/management/compliance/


A33(a):

Are the whistleblowing channels available to all employees in all geographies?

Score:

2

Comments:

Based on public information, there is evidence that whistleblowing channels are available to all employees in all geographies.

References:

Public: Fujitsu Way Code of Conduct, Global Business Standards (2013), p.6: ‘Reporting Global Business Standards violations and non–retaliation All Fujitsu Global Business Group employees and those engaged in the business of the Fujitsu Global Business Group are encouraged to report breaches or potential breaches of the Global Business Standards of which they become aware. Reports of actual or suspected compliance breaches can be made in a number of ways, including:

To a senior manager

To a member of the Legal department

To a member of the HR department

To a member of the Internal Audit department

Through local grievance procedures

Through “Fujitsu Alert” -the external Employee Whistleblowing Line or Web Reporting process’

http://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf Fujitsu – Compliance: ‘Operating an Internal Reporting System: Helpline: Since September 2004, we have been operating an internal helpline system to handle reports and provide consultations for all Group employees (including seconded, contracted, part-time or other short-term employees as well as temporary staff). This helpline is intended for use by employees who are uncertain about a decision or suspect a violation in the course of executing daily business operations, based on the Code of Conduct



set forth by the Fujitsu Way. Each of the Group companies in Japan and overseas has also established and operates its own internal reporting system.’ http://www.fujitsu.com/global/about/responsibility/management/compliance/



A33(b):

Does the company have formal and comprehensive mechanisms to assure itself that whistleblowing by employees is not deterred, and that whistleblowers are treated supportively?

Score:

1

Comments:

Based on public information, there is evidence that the company conducts an employee survey, but no explicit evidence that this covers concerns surrounding whistleblowing activity. However, the Code of Conduct reports that external whistleblowing mechanisms are examined to monitor compliance with the Global Business Standards and to ensure that the company remains a place ‘where each employee can raise his or her own worth’. The company therefore scores 1. To score higher TI would need to see additional evidence of such mechanisms, for example formal follow-up activity undertaken with whistleblowers.

References:

Public: Fujitsu Way Code of Conduct, Global Business Standards (2013), p. 6:

‘Monitoring Compliance and Enforcing the Global Business Standards Fujitsu adopts a number of different mechanisms to monitor compliance with the Global Business Standards. These include…

Encouraging the use of appropriate mechanisms (including ‘Fujitsu Alert’) for


compliance issues and concerns to be reported …It is fundamental to Fujitsu’s compliance program that people are able to report actual or suspected compliance breaches without fear of retaliation. Fujitsu will not tolerate any adverse treatment against anyone who reports issues or concerns in good faith. Any such retaliation will itself be regarded as a very serious breach of the Global Business Standards.’ http://www.fujitsu.com/downloads/PHIL/GlobalBusinessStandards_V20.pdf Fujitsu: Creating Good Working Conditions ‘… we use the survey results to review our Company policies such as personnel systems. With the employee satisfaction survey as our starting point, we will promote measures based on both organization and Company policies to ensure that Fujitsu remains a company where each employee can raise his or her own worth and work with pride and purpose.’ http://www.fujitsu.com/global/about/responsibility/employees/system/


http://www.fujitsu.com/global/about/responsibility/employees/system/


A34:

Does the company have well-publicised resources available to all employees where help and advice can be sought on corruption-related issues?

Score:

2

Comments:

Based on public information, there is evidence of a helpline to provide guidance on the Code of Conduct. The helpline is well-publicised online. Employees also have access to different resources and departments where they can report breaches of the policies.

References:


Fujitsu – Compliance: ‘Operating an Internal Reporting System:

Helpline: Since September 2004, we have been operating an internal helpline system to handle reports and provide consultations for all Group employees (including seconded, contracted, part-time or other short-term employees as well as temporary staff). This helpline is intended for use by employees who are uncertain about a decision or suspect a violation in the course of executing daily business operations, based on the Code of Conduct set forth by the Fujitsu Way. Each of the Group companies in Japan and overseas has also established and operates its own internal reporting system.’




A35:

Is there a commitment to non-retaliation for bona fide reporting of corruption?

Score:

1

Comments:

Based on public information, there is evidence of a clear commitment to non-retaliation, and that retaliation will be treated as a serious offence. However, it is not clear that employees breaching this commitment will be disciplined. The company therefore scores 1.

References:

Public: Fujitsu Way Code of Conduct, Global Business Standards (2013), p.6: ‘All of us who work for or on behalf of Fujitsu understand that a failure to follow the Global Business Standards may result in disciplinary action’ ‘It is fundamental to Fujitsu’s compliance program that people are able to report actual or suspected compliance breaches without fear of retaliation. Fujitsu will not tolerate any adverse treatment against anyone who reports issues or concerns in good faith. Any such retaliation will itself be regarded as a very serious breach of the Global Business Standards.’




Information Sources:

Company website:

www.fujitsu.com

Fujitsu Way Code of Conduct, Global Business Standards (2013):




Fujitsu UK: Charitable Support and Community Relations Policy:




Fujitsu Way (2008): http://www.fujitsu.com/global/Images/booklet_en_tcm100-1083303.pdf

http://www.fujitsu.com/







Documents

FINAL ASSESSMENT FUJITSU LTDcompanies.defenceindex.org/pdf/fujitsu_xml.pdfRisk Management 5 60% Company Policy and Codes 12 75% Training 5 90% Personnel and Helplines 7 64.3% Total