GovernanceCompliance
Compliance framework
Sawai Pharmaceutical and other Sawai Group companies strive to ensure that their business activities are appropriate for pharmaceutical companies in accordance with relevant standards and the spirit embodied in them, including the Japan Generic Medicines Association (JGA)’s Charter of Corporate Behavior, Compliance Program Guidelines, and Code of Practice, as well as Sawai Group Holdings’ Corporate Philosophy and Code of Conduct.
The Group Compliance Committee meets regularly to plan and promote education and awareness-raising activities for officers and employees and to respond to the results of investigations on the Corporate Ethics Helpline, in order to raise compliance awareness throughout the Group.
The Sawai Group Compliance Policy set out the guidelines for developing and maintaining a compliance system so that each Group company can comply with laws and regulations and act in accordance with high corporate ethical values. Based on this policy, we provide regular compliance education to officers and employees and take other measures to raise their compliance awareness.
Response to compliance incident (violations)
We consider whether it is necessary to impose internal punishments under the work regulations and other internal rules if violations of laws, regulations and internal rules are discovered or if it is determined that there is a risk of a violation occurring in our Group. We give the person involved an opportunity to explain himself or herself at the Sanction Committee and then decide what measures should be taken, if necessary upon consulting and cooperating with the relevant departments and experts, such as corporate attorneys, inside and outside the company.
The details of the matter are reported to the Board of Directors together with measures to prevent recurrence.
Whistleblowing system
The Sawai Group has established a whistleblowing system (the Corporate Ethics Helpline) to ensure that appropriate responses are made to reports and requests for consultations submitted by officers and employees regarding organizational or individual violations of laws and regulations, company rules, the Corporate Philosophy, the Code of Conduct, and corporate ethical values.
We have established internal and external whistleblowing contacts. We accept reports from employees of Sawai Group companies (including those who have left the Group within the past one year), temporary workers sent to the Group, and business partners of the Group. In addition, we take the utmost care to protect the privacy of whistleblowers and prohibit any forms of disadvantageous treatment against them, including identifying and retaliating against them. We also allow whistleblowers to remain anonymous. Moreover, we work to thoroughly inform our employees about this whistleblowing system so that they will be better aware of the system and ready to use it without hesitation if necessary. We also provide those responsible for accepting whistleblowing reports with necessary training on responses and other measures required by the Whistleblower Protection Act. The operation status of the whistleblowing system is regularly reported to the Group Compliance Committee to facilitate the early detection and correction of any misconduct and thereby enhance compliance management.
The structure of Corporate Ethics Helpline system
Compliance education and training
The Sawai Group continuously provides education and training on compliance with the aim of ensuring that each and every officer and employee complies with laws, regulations and social norms based on high ethical standards. We offer not only an e-learning program on compliance every quarter but also appropriate training in the event of any significant compliance violations. In addition, top management personally sends out regular messages to promote compliance and raise awareness among officers and employees.
Initiatives to prevent corruption
We have established an Anti-Bribery and Corruption Policy that all Sawai Group companies must comply with. One of the reasons for this is that bribery, corruption, and other improper activities will prevent fair competition and thereby impede the sustainable development of a healthy society and economy. More specifically, our establishment of this policy is inspired by the special focus we place on the “sustainable development of a healthy society and economy,” which we recognize is the foundation for the existence of the Sawai Group as a corporate group conducting healthcare and other businesses related to human life and the healthier lives of people, in the belief that our success in establishing strong trust-based relationships with all stakeholders is an essential requirement for the sustainability of the Sawai Group.
Initiative to prevent collusive bidding and cartels
The Sawai Group strives to thoroughly comply with the Fair Competition Code, which restricts the provision of money or other economic benefits to unfairly secure business deals, as well as the Code of Practice, which includes the Promotion Code, the Entertainment Guidelines, and other ethical standards. Furthermore, we recognize that there is a risk of violations of the Antimonopoly Act in the pharmaceutical industry. Therefore, we provide education and training to our employees to ensure that each employee remains aware of the need to comply with the Antimonopoly Act.
Tax affairs
The National Health Insurance system in Japan, which enables people to receive advanced medical care at a low cost, is supported not only by contributions from patients and health insurance societies but also by large amounts of tax money. We recognize that, for this reason, paying taxes plays a very important role in contributing to the development of the economy and society and is a part of a company’s social responsibility. Meanwhile, properly analyzing and evaluating tax risks and paying taxes with an emphasis on fairness will lead to maximizing corporate value.
From these perspectives, we believe that it is important to establish and improve tax governance, and we have established a Group Tax Policy to ensure that we pay appropriate taxes.
Basic policy and efforts against antisocial forces
The Sawai Group does not have any relationship or transactions with anti-social forces (such as gangs, criminal organizations, or terrorist organizations) that have a negative impact on public order or healthy activities. To achieve this, we provide regular education and training for officers and employees, and we are developing and strengthening the necessary internal systems, for example by investigating suppliers to ensure that they are not anti-social forces before commencing new transactions. We will work with the police, other relevant government agencies, and legal advisors to take a firm stance against anti-social forces.
Initiative to Prevent insider trading
To prevent violations of insider trading regulations by its officers and employees, the Sawai Group has established Insider Trading Management Regulations and strives to ensure strict compliance with them while also conducting regular training. In particular, we have established strict information management procedures for important facts and obtain “confidentiality pledges” from employees as necessary. We have made it known that if there is any uncertainty as to whether a matter constitutes a material fact, employees should consult the Group Legal and Compliance Office. In addition, when an officer or employee of the Sawai Group buys or sells company shares, they are required to notify the Group Legal and Compliance Office in advance and report it after the fact to prevent insider trading.