Basic Policies for Anti-Briberies

Revised on July 1, 2024

Sumitomo Metal Mining Group’s Basic Policies for Anti-Briberies

Sumitomo Metal Mining Group (“SMM Group”) has established the SMM Group Code of Conduct, which serves as a code of conduct for our officers and employees, to realize our SMM Group Corporate Philosophy, stated as “Sumitomo Metal Mining Co., Ltd., in accordance with the Sumitomo Business Spirit, shall, through the performance of sound corporate activities and the promotion of sustainable co-existence with the global environment, seek to make positive contributions to society and to fulfill its responsibilities to its stakeholders, in order to win ever greater trust”.
Based on the SMM Group Code of Conduct’s “1. Compliance” and “14. Stance toward Entertainment and Gifts”, and to ensure the thorough observance of laws related to the prohibition of bribery for public officials, the SMM Group shall charter a guiding principles for the conduct of officers and employees.

1. Responsibilities of Officers and Employees

All officers and employees of the SMM Group shall comply with the following rules upon carrying out their businesses.

1. Officers and employees shall not provide, offer or promise any bribes, either directly or indirectly.
2. If offering benefits to public officials, officers and employees shall act in accordance with those laid out in the regulations for the prevention of bribery and in the anti-bribery manual that is based on these regulations, and obtain a prior approval from the relevant section of the company.
3. Officers and employees shall make and keep accurate accounting records so that they are able to prove that they have corresponded with the public officials in accordance with laws and regulations against bribery.
4. When appointing an agent, officers and employees shall act in accordance with those laid out in the regulations for the prevention of bribery and the anti-bribery manual that is based on these regulations, and shall perform risk assessments beforehand and periodically after appointment.
5. Upon discovering any conduct that may violate laws and regulations against bribery, officers and employees shall immediately notify their bosses and take any other necessary actions.

2. Establishment of Internal System for Prohibition of Bribery

SMM Group establishes the following internal system for the anti-bribery.

1. A system to collect and analyze information on the risks of offering bribes by members of the SMM Group and evaluating the possibilities and the impact of offering the bribes.
2. Based on the evaluation in the preceding paragraph, taking measures to prevent briberies in light of the nature of the businesses of the SMM Group.
3. Regularly monitoring the anti-bribery measures and reviewing them as necessary.
4. Keeping officers and employees of the SMM Group informed of this Basic Policies and the anti-bribery measures through regular training, etc.
5. Conducting regular or irregular audits on the overall implementation of the anti-bribery measures.

3. Internal Punitive Measures for Violations

Anyone who has offered bribes shall be subject to punitive measures in accordance with the company regulations applicable to that person. However, with respect to anyone who has informed the company of his/her own bribery conducts, the extenuating circumstances shall be considered in principle, and the punishment shall be exempted or mitigated, in light of the timing and contents of the provided information, the importance of the information, etc.

4. Terminology Definitions

Definitions of terms in this Basic Policies are as specified in the following items.

1. “Public officials” means all public officials (including assembly members), leaders and officials of political parties, candidates for elective public offices as well as employees of any companies, entities or international organizations that are under the control or influence of the government or local governments and anyone who provides public services acting therefor, who is delegated with the authority thereby, and who has a close tie therewith, domestically or globally.
2. “Bribes” means benefits unlawfully or illegally provided to or received by public officials for unjust purposes including, but not limited to, obtaining or retaining businesses regardless of the amount or value thereof. Bribes are not limited to properties such as money or products, but include anything that suffices a person’s demands, tangible or intangible.
3. “Benefits” means travel expense, gifts, entertainment or any other things that suffice a person’s demands, under whatever name they may be called, tangible or intangible.
4. “Agents” means attorneys, certified public accountants, distributors, brokers, agents, consultants, lobbyists and other persons who provide brokerage or introduction services by conducting transactions through brokerage or acting on behalf of the SMM Group.

5. Revision or Abolition of this Basic Policies

Revision or abolition of this Basic Policies shall be made based on the resolution of the board of directors.