Compliance, Fair Competition

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Ensure excellence through compliance and integrity
We build trust with all stakeholders by ensuring that ethical decision-making guides responsible business practices across the company’s operations.

As stated by our Chief Executive Officer, Masaaki Tsuya, the Bridgestone Group’s mission of “Serving Society with Superior Quality” and its commitment to integrity “require us to hold ourselves and our coworkers to the highest standards in our day-to-day efforts to secure Bridgestone’s global success... We must act with integrity in all aspects of Bridgestone’s business.”

For many years, the Group has had highly effective regionally-based compliance initiatives. These regional initiatives are united under a common global framework in which compliance representatives from each region are sharing best practices and standardizing compliance policies in areas that would benefit the company most. The resulting global ethics and compliance program strikes a balance between global consistency and the flexibility needed to effectively address localized risks, which can vary significantly due to our wide range of operations and the variety of geographic, legal and regulatory environments in which we operate.

Hidekazu Kimizu, Vice President and Senior Officer Responsible for Corporate Administration Chief Compliance Officer, Legal Affairs and Intellectual Property

Chris Nicastro, Group Global General Counsel and Senior Officer, Bridgestone Corporation Vice President, General Counsel, Secretary and Chief Compliance Officer, Bridgestone Americas, Inc.

Although the responsibility for maintaining a best in class ethics and compliance program and culture starts at the most senior levels of the Group, it ultimately belongs with each and every employee. Accordingly, in addition to fostering frequent and open communication with and among senior leadership regarding issues of compliance, the Group’s ethics and compliance program is focused on active engagement with employees of all levels within the organization about their responsibility to perform their roles with integrity, employing ethical business practices at all times. With this practical, risk-based approach, the Group’s ethics and compliance program promotes a true culture of compliance throughout the business.

The Bridgestone Code of Conduct

The global launch of the Bridgestone Code of Conduct in 2018 was a significant development in our global compliance framework. The Code, which is applicable to all Bridgestone Group companies worldwide, gives employees of all levels guidance for handling a wide range of ethical issues.

A promotional poster for the Bridgestone Code of Conduct featuring employees from Bridgestone’s Hofu Plant

Topics addressed in the Code include:

•Promoting Respect and Dignity
•Diversity (including harassment and discrimination)
•Workplace Violence
•Drugs and Alcohol
•Privacy and Personal Data
•Trade Restrictions
•Gifts and Entertainment
•Conflicts of Interest
•Confidential and Proprietary Information
•Use of Company Resources
•Patents, Trademarks and Copyrights – Ours and Others’
•Electronic Communications and Computer Systems
•Integrity of Records, Disclosures and Financial Reports

•Insider Trading
•Product Safety and Quality
•Competitive Information
•Free and Fair Competition
•Bribery and Corruption
•Our Dealings with Suppliers
•Our Dealings with Customers
•The Government as a Customer
•Money Laundering
•Internal Controls, Audits and Investigations, and Fraud
•Our Commitment to the Environment
•Personal Charity and Community Service
•Corporate and Personal Political Activities
•Government, Media and Other Inquiries

Promotional efforts for the Bridgestone Code of Conduct, launched in 2018, included leader messaging, trainings, games, posters, banners, and videos.

The Code has been published in eighteen languages and is available to employees and the general public through our global corporate website, as well as regional corporate websites. It is also accessible to employees through the company’s regional intranet sites. Paper copies and Code of Conduct Quick Reference Guide brochures are distributed in locations where access to computers may be limited (for example, for plant and retail employees). In 2018, the Code, which conveys the Group's comprehensive policy against all forms of corruption, addressing topics such as bribery, facilitation payments, gifts and entertainment, money laundering, and political contributions, was communicated to all Bridgestone employees through efforts such as leadership messages, trainings and a multi-faceted publicity campaign.

The Code is supplemented by global, regional and local policies, which are generally available to employees through corporate intranet sites. These policies are consistent with the Code (unless its application would be prohibited by local law) and provide detailed practical guidance on key topics.

In the spirit of continuous improvement, we regularly evaluate our existing policies to address new compliance risks and to identify opportunities where it would make sense to consolidate regional or local policies into global policies.

Spotlight: Anti-Corruption Efforts

As a global company, the Group operates in countries with a wide range of risk profiles. Accordingly, anti-corruption is a central focus of our global compliance program, as well as regional compliance education efforts. The Code provides comprehensive coverage in the area of corruption, addressing such topics as fraud, bribery (including government bribery, commercial bribery and bribery through intermediaries), gifts and entertainment, money laundering, conflicts of interest, insider trading, and political contributions. It is currently supplemented by regional policies related to anti-corruption, including those that strictly prohibit cartel and bribery activity. Together, these policies make clear that the Group strictly prohibits bribery in any form, including (without limitation) kickbacks, indirect bribery, unlawful political contributions, and improper charitable contributions.

The development and enforcement of more specific gift and entertainment polices, including applicable limits and approval requirements, have historically been handled by regional or local legal and compliance teams, to ensure consistency with applicable law and standard business practices. However, in the case of gifts and entertainment related to certain global initiatives, such as the company’s sponsorship of the Olympics, specialized global screening policies and procedures have been applied.
At the regional level, the company has implemented a variety of programs to counter corruption risks, including both in-person and online training courses that comprehensively cover various types of corruption, including bribery, screening of certain third parties with a high-risk of corruption, risk assessments and audits of controls related to anti-corruption.

In 2019, the company is working to consolidate existing regional anti-corruption policies into a global anti-corruption policy, which will augment the coverage of these topics in the Code and increase global consistency in this area. This policy will be communicated to all employees through leadership messaging and other means during implementation.

Strong Compliance Governance

Under the oversight of the Boards of Directors and in collaboration with management in each region, Bridgestone’s Group Global General Counsel and Chief Compliance Officer (CCO) and Global Law Leadership Team are principally responsible for the design, administration, evaluation and enhancement of the Group’s global and regional ethics and compliance programs, including the Bridgestone Code of Conduct. The Bridgestone CCO and Global Law Leadership team are supported in these efforts by the Group’s Compliance and Fair Competition Working Group (WG) and regional teams of dedicated compliance professionals who work together to identify annual and long-term regional and global compliance priorities and goals, confirm the progress of overall compliance activities at the regional and global level and report the results to senior management. Since its establishment, the WG has carefully evaluated the key elements and practices of highly effective corporate compliance programs and instituted short and long-term strategies to foster a best-in-class compliance culture consistent with the Group’s corporate values and principles.

Board oversight and engagement have been hallmarks of Bridgestone Corporation’s ethics and compliance program for many years. This board-level oversight was strengthened in 2014 with the establishment of a Compliance Committee, consisting entirely of independent directors, as an advisory body to the Board of Directors, and again in 2016, when the Company transitioned to a new corporate governance structure. Now, with independent directors serving on our various boards, board oversight of our compliance efforts and the global and regional compliance programs is stronger than ever.

The Bridgestone CCO makes periodic reports to the Compliance Committee, which regularly advises the Board of Directors. Reports pertaining to global compliance activities are periodically made to the Board of Directors. The global compliance program, as well as the Bridgestone Code of Conduct (including its provisions related to the prohibition of all types of corruption, including bribery), is ultimately subject to the oversight of the Board of Directors of Bridgestone Corporation.

Regional CCO’s are responsible for providing similar reports to their respective regional senior leadership teams and boards as well.

Governance and leadership engagement are critical elements of the Group’s compliance program, but standing alone they are not sufficient. Recognizing that a true culture of compliance requires active engagement by all of our employees, the Group prioritizes a culture that provides opportunities for and encourages participation in compliance activities by employees in every business unit and function and at all levels of the organization.

Communication and Education

More than 300 employees in Argentina and Chile participated in the opening event for Bridgestone Argentina’s 2018 Ethics and Compliance Week, which was hosted by business leaders and featured outside speakers discussing compliance issues.

Compliance is the responsibility of every Bridgestone employee. Accordingly, education and employee engagement are a key focus. These efforts start at the top, with business leaders regularly speaking out about the importance of ethics and compliance and playing active roles in the company’s compliance training and awareness programs. In 2018, the Group’s leadership played a key role in the launch of the Bridgestone Code of Conduct by reaching out to all employees through email, video and other means. These messages emphasized the importance of the Code to employees’ daily work and requested that employees take time to read it.

Around 700 live compliance trainings were held for employees in 2018. Here, employees at Bridgestone’s Santo André plant in Brazil participate in a Code of Conduct training.

An extensive training program, including both e-learning and live trainings, is strategically deployed in each region to help ensure Bridgestone employees are educated about the compliance risks most relevant to their work. Corporate employees, including sales team members, receive training on topics such as anti-corruption and antitrust/competition. Trainings on anti-corruption comprehensively address different types of corruption, including those described in the Code, such as bribery, facilitation payments, gifts and entertainment, money laundering, and political contributions.

In 2018, fifteen compliance e-learning courses were launched in the Group’s four regions. The average regional completion rate for employees targeted for e-learning was 97 percent. In support of the launch of the Bridgestone Code of Conduct, an additional 689 live training sessions were held globally, covering a wide range of compliance-related topics. This momentum has continued in 2019, with the launch of an e-learning course targeted to corporate employees worldwide, focused on the Code of Conduct. Consistent with the Code, the course included comprehensive coverage of multiple types of corruption (including all forms of bribery) , as well as competition law.

Tailored publicity efforts related to the company’s ethics and compliance program are organized on a regional or local level, with the support of common global tools. In addition to the leadership messaging previously mentioned, regional and local efforts in 2018 included Ethics Week events, “Code of Conduct Bingo,” the incorporation of an interactive web-based quiz game into live trainings, a “Speak Up” hotline promotion campaign, compliance websites available on the company intranet sites of some regions, and Code of Conduct promotional videos. The Group’s compliance team continues to pursue innovative and interactive methods of sharing information that will enable all employees to conduct business in an ethical and legally compliant manner.

Examples of posters developed by Bridgestone’s China/Asia Pacific region to promote compliance initiatives

In affirmation of our employees’ commitment to compliance, annual compliance certification programs have been implemented on a regional level. In the Americas, Europe, Middle East and Africa and China/Asia Pacific regions, management level employees execute compliance certifications annually. Annual compliance certifications for senior officers in Japan were implemented in early 2019. In Japan, new hires formally acknowledge the company’s stance against corruption and cartel activities upon joining the company, and employees are required to confirm whether they had any contacts with competitors on a quarterly basis.

The BridgeLine

Doing the right thing includes speaking up when something is wrong. As stated in the Bridgestone Code of Conduct, the Group employees are expected to report actual or possible Code or policy violations or other ethical concerns, and their managers are required to create an environment where employees feel comfortable raising and speaking openly about ethical questions or concerns.

A wide variety of resources are available to the Group employees to encourage them to speak up about these questions and concerns. The BridgeLine, the Group’s web-based reporting systems and phone hotlines operated by third party specialists, allow employees and others to confidentially and anonymously report suspected violations of the Bridgestone Code of Conduct (including its provisions related to anti-corruption, including bribery, facilitation payments, gifts and entertainment, money laundering and political contributions); other company policies or the law; criminal conduct; or other ethical concerns and questions. The BridgeLine is available in many languages. In addition to BridgeLine reports, the company reviews compliance with the Code of Conduct and identifies non-compliance through a variety of methods, including periodic audits related to key compliance areas such as fraud, corruption and money laundering, as well as the oversight of approximately 200 legal and compliance professionals through the company’s global operations.

Reports are investigated by Bridgestone’s Compliance team or other departments (such as Human Resources or Audit) as appropriate, depending on the subject matter at issue. In 2018, each region developed detailed investigation protocols to help ensure the quality and consistency of investigations. Training on these policies is continuing into 2019, and the company is actively seeking to enhance its capabilities in this area. Substantiated or partially substantiated reports of wrongdoing may lead to disciplinary action, including a potential impact on employee remuneration and termination of employment.

Approximately 200 legal and compliance professionals provide compliance support and oversight to Bridgestone’s global operations. Here, the China/Asia Pacific team poses with the Code of Conduct and a promotional poster for the BridgeLine.

Each region makes significant efforts to promote the BridgeLine and encourage a culture in which employees feel comfortable disclosing potential compliance issues. In 2018, a network of local hotlines in the China/Asia Pacific and Europe, Middle East and Africa regions were consolidated into region-wide, centralized BridgeLine reporting systems. This consolidation and rebranding was used as an opportunity for well-coordinated and highly successful regional awareness campaigns centering on the message “Speak up!”

Reporting lines are only effective if employees feel secure that whistleblowing activity will not negatively impact their employment. The Group absolutely prohibits retaliation when business conduct or ethical issues are reported in good faith. This longstanding policy is incorporated into the new Code of Conduct and is reflected by numerous regional and local policies.

In 2018, a total of 1,483 BridgeLine reports and questions were received worldwide. The majority of reports and questions, ranging from 40 to 70 percent depending on the region, related to human resources issues. A breakdown of the categories of reports and questions received globally appears below. Over 30 percent of reports received were found to be substantiated or partially substantiated, upon investigation. All confirmed violations resulted in appropriate corrective and mitigating actions, including disciplinary measures up to, and including, termination. For the key areas of corruption and antitrust/competition, there were no significant confirmed reports in 2018.

Third Party Relationships

The Group’s commitment to compliance extends to third parties with which it does business. Accordingly, its contractors and suppliers (including agents, representatives and other third-party intermediaries) are subject to the expectations of the Code, including the Code’s comprehensive prohibition on bribery and corruption, described above.

The Group’s suppliers are also subject to the requirements of its Global Sustainable Procurement Policy, which was established in 2018. The policy’s requirements include a strict prohibition on all forms of corruption, bribery, extortion and embezzlement, as well as a requirement to comply with applicable laws, including those related to competition. As of May 2019, 98 percent of the Group’s Tier 1 major suppliers worldwide have acknowledged the policy.

The company additionally seeks to mitigate third party risk by conducting appropriate due diligence, including screenings, based on the risk presented by each third party and the geographic region (amongst other considerations). Due diligence of new business partners is handled on a regional and/or local basis. Certain arrangements identified as high risk may be scrutinized, including through the use of a third-party screening tool (which identifies, among other information, whether the third party is government-owned or affiliated, media reports of corruption, whether it is operating in a high risk location for bribery, money laundering or other forms of corruption, etc.). In 2018, the Group made significant progress in enhancing its practices in this area, including the selection of a new global screening vendor. Updated screening procedures are under development in each region, with full global implementation expected by the end of 2019. These regional processes and policies will share an emphasis on countering third party risks related to corruption and bribery, including through mandatory screening of third party intermediaries.

Evaluating the Compliance Program and Compliance Risks

An effective compliance program must constantly evolve and be evaluated to ensure the company is addressing current risks and expectations. The Group actively monitors resources such as Transparency International’s Corruption Perceptions Index (CPI) to understand the key compliance risks in the places where it does business. In 2018, the company additionally engaged with an external partner to develop a more detailed risk map summarizing the most significant risks in its various locations, including those related to recent changes in the regulatory landscape.

Key compliance issues, including anti-corruption, antitrust, fraud, discrimination and other compliance risks, have long been included in annual enterprise risk assessments. In 2018, the Group began making plans to supplement these activities with dedicated, in-depth compliance-specific compliance risk assessments, which are expected to begin in 2019.

Key risks identified through these processes are communicated to senior leadership on a regional and global basis. Controls are implemented to address critical risks, including corruption risks (such as risks related to facilitation payments, gifts and entertainment, money laundering, and political contributions) in high-risk locations. These controls are carefully considered and strategically implemented to effectively counter significant risks without placing an undue burden on Bridgestone’s business.

The effectiveness of key controls, including those related to fraud, corruption and money laundering, are reviewed within the scope of periodic enterprise audits. In the spirit of continuous improvement (kaizen), processes and controls are frequently reviewed and optimized. Bridgestone’s new global compliance structure has created many opportunities for reviewing existing processes, identifying best practices and gaps, and implementing enhancements.

Similarly, the global compliance framework creates opportunities for reviewing and optimizing policies related to key compliance risks. When preparing the new Bridgestone Code of Conduct, the company's Global Compliance team considered the effectiveness of existing regional policies and codes of ethics and sought to address any existing gaps. The Code is a living document, and the global team will continue this practice of periodically reviewing its effectiveness and adjusting it, or the compliance program more generally, as needed to meet our goal of maintaining a best-in-class compliance program.

Serving Society through Ethical Business Practices

The Group has long embraced the mission of “Serving Society with Superior Quality” and the idea that the best companies not only perform for their stakeholders, but also contribute to a better world. Our ethics and compliance program embodies this commitment to integrity and helps ensure that all our employees understand their responsibility to act with integrity in all aspects of Bridgestone’s business.

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