1. PURPOSE
This Guideline is established for the purpose of announcing to Shoei Group, its employees, it’s supply chain and subcontractors, including providers of contract labor the rules to act in accordance with local laws, rules and regulations of the countries in which Shoei Group operate and corporate ethics and Shoei Group’s internal rules and regulations, etc., based on the corporate principles announced in Management Principles and, thereby to fulfill the social responsibilities as required and expected to each of Shoei Group and its employees. Each of Shoei Group and its employees is hereby expected to fully understand the rules set forth in this Guideline and refer to them in determining their respective appropriate actions.

2. HUMAN RIGHTS OF EMPLOYEES

2.1

Shoei Group shall pay the wages in accordance with laws, and shall provide employees with their wage slips as appropriately written in a timely manner.

2.2

Shoei Group shall deduct from the wages and make claims to employees in a lawful and appropriate manner, and shall disclose the reason and content of such deductions and/or claims in a timely manner.

2.3

Shoei Group shall abide by the laws on working hours. Even without any applicable mandatory restrictions, Shoei Group shall not to exceed the working hours of employees more than 60 hours per week and to provide them with at least a holiday per week.

2.4

Shoei Group shall not commit any kind of inhuman treatments including sexual harassment or power harassment.

2.5

Shoei Group shall not hire any person until the end of the first 31st of March that occurs on or after the day when they reach the age of 15 years. If Shoei Group hires employees less than 18 years old, it shall not make them engage in dangerous activities.

2.6

Shoei Group shall not disturb exercise of employees’ collective rights, shall provide them with opportunities to discuss with managements, and shall share any discontents with employees regarding labor atmosphere.

2.7

In every aspects from hiring to retirement of employees, Shoei Group shall honor character, human rights and privacy of each employee and shall not discriminate against him/her based on his/her human rights, nationality, sex, religion, belief, physical disability, pregnancy, political orientation, participation to unions, or marriage, etc. Shoei Group shall consider providing employees with the circumstances fit for religious customs.

2.8

Shoei Group shall not force employees to work by way of an inappropriate manner including a compulsory or fraudulent way.

2.9

If any of the employees leaves for his/her mother country, Shoei Group shall conclude a labor agreement with him/her setting forth his/her labor conditions, written in his/her mother language, before his/her leave.

3. SAFEY AND HEALTH

3.1

Shoei Group shall take measures so as to maintain safety in workplaces, such as providing protective tools, preparing manuals and training and educating employees.

3.2

Shoei Group shall specify and assess the risk on safety and health in both cases of emergency, such as disaster, and peacetime.

3.3

Shoei Group shall provide employees with the education as well as information on safety and health in workplaces.

3.4

Shoei Group shall specify, assess and manage under control the activities which require large burdens on bodies of employees.

4. ENVIRONMENTAL PRESERVATION

4.1

Shoei Group shall develop and supply products and services which are environment-minded in all aspects of design, manufacture, sale, usage and abolishment.

4.2

Shoei Group shall obtain authorizations, approvals and registrations required for environmental preservation and keep them to the most current version thereof.

4.3

Shoei Group shall take steps for prevention of pollution and resource savings in light of promotion of preventing measures against global warming, adaptation to recycling societies, and consideration to biological diversity.

4.4

Shoei Group shall grasp amounts of energy consumption and greenhouse emission and shall take measures for reduction of such amounts.

4.5

Shoei Group shall specify and control chemical compounds which are dangerous and/or give adverse effects to environment.

4.6

Shoei Group shall act in accordance with the laws and requests from customers on the prohibition and/or restriction of usage of specified materials.

4.7

Shoei Group shall take measures for management, reduction and recycling of abolished materials.

4.8

Shoei Group shall abide by the standards established by laws, etc., on wasted water and air, and manage and observe them.

5. ETHICS

5.1

Shoei Group shall disclose accurately its financial information and other information which are required to disclose under applicable laws.

5.2

Shoei Group shall abide by social rules regarding fair implementation of businesses, fair competitions, and fair advertisements.

5.3

Shoei Group shall reflect every transaction correctly in its financial books and shall not commit any kind of corruptions such as bribery, robbery and embezzlement.

5.4

Shoei Group shall not receive, demand, promise, provide or offer unreasonable profits in relation to its business.

5.5

Shoei Group shall not import or purchase any materials in a dispute.

5.6

Shoei Group shall honor third party’s intellectual property rights and shall manage so as not to make infringement thereof occur.

5.7

Shoei Group shall protect personal information of the person concerned in accordance with applicable laws.

5.8

Shoei Group shall not have any relationship with anti-social forces.

6. CONTRIBUTION TO SOCIETY
Shoei Group shall conduct initiatively for contribution to society.

7. SECTION IN CHARGE

7.1

General Affairs Section of Shoei Chemical, Inc. shall carry out the activities required to promote the contents provided in this Guideline.

7.2

In order to accomplish the purpose provided in Section 7.1 hereof, General Affairs Section of Shoei Chemical, Inc. shall carry out the following businesses:

(1)

It shall embody the detailed items for Shoei Group to observe in light of interpretation of this Guideline (the “Embodied Items”), and shall grasp and manage under control compliance status of such Embodied Items.

(2)

It shall define and supervise the objectives and implementation plans required to achieve the Embodied Items.

(3)

It shall provide employees with the education required to achieve the Embodied Items.

(4)

It shall make an announcement both internally and externally, shall request its tier 1 suppliers for compliance of RBA Action Guideline and shall observe and audit their compliance thereof.

(5)

It shall promote employees’ understanding of this Guideline and adopt their opinions thereon.

(6)

It shall conduct an audit on the internal observance of Embodied Items on a regular basis.

(7)

It shall correct any violation of the Embodied Items.

(8)

It shall prepare and maintain the documents and records regarding observance of this Guideline.

(9)

It shall report status of observance of this Guideline to the management on a regular basis.

8. HELP LINE
If any of the employees of Shoei Group becomes aware of the existence of actions or events which violate this Guideline, the employee may allegate or consult, anonymously or non-anonymously, such actions or events to the General Affairs Section of Shoei Chemical, Inc. through the following Help Line. The allegator shall have its privacy protected and shall be free from any disadvantages due to such allegation. If there exists a risk that the allegator is threatened to be suffered from disadvantages as a result of the allegation, the allegator may request Shoei Group for measures to avoid such sufferings. For the employees who made allegations non-anonymously, Shoei Group shall feedback the survey result to such employees.