Compliance
Basic Approach
One of our core business principles is the strict observance of all laws and regulations and the pursuit of fair and honest corporate activities that conform to socially-accepted norms, and as such we have established a compliance framework befitting a global financial group.
We are committed to implementing a compliance framework to practice fair and honest corporate activities in order to live up to the trust of our customers and society, and we are constantly aware of the weight of our social responsibility and public mission as a provider of economic and social infrastructure.
- We are committed to enhancing our compliance framework in light of changes in the environment and increasing demands globally, such as the prevention of money laundering, the severance of relationships with organized crime, and the response to stricter global regulations regarding market transactions and personal information management.
- We will strive to create a culture, through messages from management and training, in which each and every employee practices compliance autonomously.
Compliance Structure
Mizuho Financial Group and its core group companies discuss important matters concerning compliance at each company's Compliance Committee (chaired by their respective CCOs), and promote compliance under the leadership of the Group Chief Compliance Officer (CCO) and the companies' respective CCOs.
At each organizational unit (such as branches and departments) in each company, the general manager, as the head of the organizational unit, is responsible for guidance and implementation related to compliance matters, and the compliance officer or compliance administrator at each organizational unit reviews the status of compliance.
Compliance Practices
We have established the Mizuho Code of Conduct which sets forth clear and concrete standards of ethical behavior to be followed when implementing the precepts of our Corporate Identity. Based on the revision of our Corporate Identity and changes in the outside environment, we have recently revised the Code of Conduct to make the content simple and enduring while setting forth the key points that all executive officers and employees should understand.
Furthermore, each of our group companies has also prepared a compliance manual, that clarifies the laws and regulations that we must observe in our business operations and the compliance practices we are required to follow. Mizuho ensures that all executive officers and employees are fully acquainted with both the Code of Conduct and the compliance manual's content through ongoing training and messages from management.
We monitor the status of compliance levels through self-assessments by each department and monitoring conducted by the compliance department of each company. In addition, every fiscal year, each of our group companies formulates a compliance program which is a concrete, practical plan for enhancing the compliance framework, conducting training, checks, and the like in light of changes in the domestic and international market transaction environment and increasing demands such as for prevention of money laundering and protection and management of personal information on a global basis. Progress on the compliance program is monitored every six months.
Financial Crime Risk Management
Financial crimes are becoming more diverse and sophisticated, and acts of terrorism continue to occur around the world. In light of these trends, measures for anti-money laundering (AML), combating the financing of terrorism (CFT), and counter-proliferation financing (CPF) are extremely important. Against this backdrop, the key challenge for financial institutions is the strengthening of their AML/CFT/CPF measures. As a financial services provider operating globally, Mizuho Financial Group is subject to the laws and regulations of both Japan and the other jurisdictions where it operates, as well as to supervision from financial regulators based on those laws and regulations. Accordingly, being aware that money laundering / financing of terrorism is one of our top risks, we have formulated a framework to ensure compliance with the related laws and regulations in each jurisdiction and we are also continually enhancing our AML/CFT/CPF measures. By preventing the transfer of criminal proceeds and cutting off the supply of funds to terrorist organizations, we contribute to the protection of our customers, the security of the international community, and the sound development of economic activities.
Mizuho Bank, the core bank of our group, is mainly engaged in the following AML/CFT/CPF measures.
・When establishing business relations with a new customer, we conduct CDD*1 in accordance with relevant laws, regulations, internal rules, and/or procedures so as to verify the customer's name, address, date of birth, purpose of the transaction, occupation, business, beneficial owner, etc. We also work to update customer information on an ongoing basis after business relations have been established(Ongoing Due Diligence).
・When conducting CDD, we use official documents and refer to official sources of information that support the authenticity of the customer's declarations. In the case of non-face-to-face transactions, we also certify identification documents and confirm the content of the declaration and the purpose of the transaction with the customer, etc.
・During CDD, we also check whether the individual is considered a terrorist or suspected terrorist, as designated by a resolution of United Nations Security Council or by applicable laws and regulations to each of our offices.
・We manage risk in a way that is commensurate with the location, magnitude, and nature of the risk of money laundering, etc., that we face, depending on the customer's occupation, business, the products being transacted, and the country/region involved in the transaction. For example, at the outset of a business relation and on a regular basis, we confirm whether the customer falls within the category of foreign PEPs*2 as defined by relevant laws and regulations. And if customer is a foreign PEP, we conduct enhanced due diligence, require senior-manager approval, and conduct monitoring based on the risks involved.
・In order to enhance the knowledge and expertise of our officers and employees in implementing the AML/CFT/CPF measures, we conduct regular and as-needed training and testing for all those involved in the AML/CFT/CPF measures, and we encourage them to obtain relevant professional certifications.
・We also conduct monitoring and internal audits based on annual plans, and we obtain evaluations and opinions from external experts, in order to maintain and improve the effectiveness of our AML/CFT/CPF measures.
・We retain the documents required for the AML/CFT/CPF measures, such as transaction and confirmation records, for the period required by relevant laws, regulations, internal rules and/or procedures.
*1 CDD: Customer Due Diligence
*2 PEPs: Politically Exposed Person(s)
Our Stance towards Organized Crime
In order to prevent organized crime from being involved in our business activities and to prevent any harm caused by them, the Mizuho Code of Conduct includes a policy covering our zero-tolerance stance on business relationships with individuals or organizations that are in any way associated with organized crime and therefore threaten the order and safety of civil society.
We have also formed an Anti-Organized Crime Committee which includes external experts in industry-specific, in-depth discussions on this subject, in addition to other initiatives we are implementing on a group-wide basis to ensure that we have no direct or indirect associations with organized crime. Moreover, drawing on the discussions in this committee, these matters are also discussed and reported on at meetings of the compliance committees of Mizuho Financial Group, Mizuho Bank, Mizuho Trust & Banking, and Mizuho Securities.
Furthermore, core group companies have established departments dedicated to responding to organized crimes, appointed an officer responsible for responding to unreasonable demands, formulated a manual on how to manage such issues, and established a framework for conducting training. If required, we consult with third-party experts and authorities on the handling of specific cases.
Mizuho's initiatives to prevent bribery and corruption
With the enactment of relate laws and regulations and the heightened public concern for bribery and corruption in Japan and other countries, Mizuho Financial Group Inc. implements appropriate measures to prevent bribery and corruption.
The Mizuho Financial Group acknowledges the social significance of preventing bribery*1 and corruption*2. By prohibiting executives and employees from involving in bribery and corruption and promoting fair and honest conduct, it aims to maintain and develop sound corporate activities.
The Mizuho Financial Group prevents bribery and corruption conducted through the following activities:
- Exchange of entertainment and gifts (Note 1)
- Donation
- Recruitment, etc.
- Facility payment *3
- Conclusion of contracts for outsourcing operations and engaging third parties
- Corporate acquisitions
- Other acts related to duties
To implement the above initiative, our company has formulated manuals and operating procedures, etc. that stipulate the specific procedures, and implements training to executives and employees to ensure compliance with the procedures.
Moreover, we conduct risk assessment on bribery and corruption on an annual basis, and manages the risks according to the assessment results. Further, our company will monitor the implementation status of the above, to enhance the framework for complying with the Anti-Bribery Acts, etc. in a continued manner.
In addition, our company seeks understanding from related contractors using the document "Request for Your Understanding and Cooperation on Mizuho’s Stance and Initiatives on Bribery, etc.”
(Note 1) Regarding entertainment and gifts, we ensure that they are conducted legally and within the scope of socially accepted norms in terms of frequency, purpose, and amount. We have established a framework to conduct checks in order to prevent compliance-related problems such as misconduct and collusion, including exchange of entertainment and gifts with public officials that are prohibited in principle.
*1 "Bribery" refers to “the act of providing and receiving bribes”.
- "Act of providing bribes" refers to the act of offering, proposing, or promising a bribe, directly or indirectly, to public officials, foreign public officials, or third parties, regardless of the purpose (not limited to obtaining benefit for oneself or a third party)."
- "Act of receiving bribes" refers to the act of receiving, demanding, or promising a bribe in connection with one's duties, regardless of the purpose (not limited to obtaining benefit for oneself or a third party)."
*2 “Corruption" refers to the act where public officials or foreign public officials abuse their public office or authority, causing violations of applicable laws and regulations of Japan and other countries related to bribery (collectively referred to as 'Anti-Bribery Laws')."
*3 “Facilitation payment” refers to payments made to facilitate administrative services for the purpose of obtaining undue benefit in corporate activities and business promotion.
Measures for Ensuring Compliance
At Mizuho, compliance-related education and training are key measures for ensuring appropriate compliance.
During fiscal 2022, Mizuho continued to provide effective training tailored to a broad range of roles within the organization. We conducted effective training sessions, including mandatory compliance training sessions for all employees; role-specific training for executive officers, general managers, compliance officers, and other senior management members; and 24 e-learning training sessions on specific compliance topics.
Main training themes
- Fiduciary duties
- Management of customer information (firewall rules, etc.)
- Severing relations with anti–social elements
- Recent corporate scandals
- Insider trading regulations
- Prevent money laundering
- Entertainment, gift-giving
- Compliance hotline
In addition to understanding the rules and procedures, the training is designed to deepen understanding of the purpose and background of laws and regulations, and to provide points to note regarding responding to compliance risks in a timely manner. We will continue to improve this content going forward.
In addition to the measures to ensure compliance, we are also dedicated to detecting potential compliance issues at the earliest stage possible and taking appropriate action. Furthermore, each group company has established a hotline which executive officers and employees can call in order to speak with dedicated persons in the Compliance Division or an external law office or compliance professional.
Internal Reporting System (Compliance Hotline)
Our company has a group-wide internal reporting system that is available 24 hours a day, every day of the year that connects to external contact points (a company dedicated to internal reporting and a law firm, both of which are independent from our company group). The system also offers service in English and accepts anonymous reports. In order to ensure that all executive officers and employees, etc. are fully aware of the internal reporting system, we provide in-house trainings, post posters at each workplace, and distribute credit card-sized cards with information on various contact points. Moreover, we are also working to improve its effectiveness by regularly disseminating information on internal reporting cases without specifying the details, and by thoroughly ensuring the protection of whistleblowers (prohibiting the investigation, unfavorable treatment, and retaliation against whistleblowers).
In fiscal 2023, the Mizuho group received a total of 175 reports through our internal and external contact points, with the response status reported to members of our Audit Committee.
Hotline for Accounting and Auditing
We have a special hotline to receive reports from both in and outside the company regarding inappropriate matters on accounting and financial reports, which connects to an external law office.
Internal Control and Audit Hotline
Our audit hotline, which connects to an external law office, is available to receive reports from both in and outside the company in connection with concerns regarding accounting and financial reports.
Reporting Items
Mizuho Financial Group has established a hotline to receive reports from in and outside the company in connection with problems concerning internal control and audits of accounts and financial reports.
Contact Point
This hotline has been established within an external law office. Reports can be made via postal mail or email.
| Conventional mail: | 12th Floor, Kasumigaseki Bldg., Kasumigaseki 3-2-5, Chiyoda-ku, Tokyo 100-6012 Mizuho Accounting Hotline, c/o Daiichi Fuyo Law Office |
| E–mail: | kaikei–[email protected] |
- When a report is received concerning the reporting items stipulated on the left, Mizuho Financial Group will make a reasonable effort to investigate the facts behind the information received and report back on the results.
- Anonymous tips are also acceptable, but there are cases where it will not be possible to fully satisfy the intentions behind such tips owing to constraints on investigations and the inability to report back.
- Information on persons making such reports is not disclosed to third parties other than the group companies except in cases where the assent of the person in question has been obtained or such disclosure is required under laws and ordinances.