Tokio Marine Group Code of Conduct

• Purpose of this Code of Conduct
• The Applicable Laws, Rules, Regulations and Internal Rules
• Reporting

The Tokio Marine Group is committed to the continuous enhancement of its corporate value, with customer trust at the base of all its activities. The Tokio Marine Group Code of Conduct sets forth ethical standards that are essential for translating this corporate philosophy into action, and shall be given the highest priority in all aspects of our business operations and activities.

We, the directors, officers and employees of the Tokio Marine Group companies, shall obey applicable laws, rules and regulations and internal rules and conduct fair and equitable business activities within social norms. In order to conduct our business in a fair manner, we shall strive to understand the applicable rules and fully comply with them.

Non-compliance with this Code of Conduct, applicable laws, rules and regulations and internal rules are subject to appropriate action, including investigation, corrective action, reporting to the supervising authorities, disciplinary action against parties concerned and measures against recurrence, in accordance with the internal rules of each Tokio Marine Group company.

Basic Principles

1. Compliance

We shall comply with applicable laws, rules and regulations and internal rules, engage in free and fair competition and conduct fair and equitable business activities in conformity with social norms.

1-1 Compliance

We shall strictly comply with applicable laws, rules and regulations and internal rules.

1-2 International Rules and Local Laws

The rules which we must obey are not restricted to those applicable in Japan. We shall obey international rules and local laws, rules and regulations in the countries where Tokio Marine Group companies operate. We shall also respect the traditions and cultures in such countries.

1-3 Free and Fair Competition

We shall conduct our business in compliance with antitrust, competition and free trade laws. We shall not undertake any action that hampers free and fair competition, including collusion and cartel formation. We shall abstain from any act falling under "unfair trade practices" such as overreaching. We shall be mindful of regulations applicable to the activities of trade associations.

1-4 Conflicts of Interest

We shall not tolerate any action pursuing our personal or a third party's interests against our respective company's legitimate interests.

1-5 Insider Trading

We shall not buy or sell securities of any company while in possession of material, nonpublic information (known as "inside information") regarding the subject company in violation of securities related laws, rules or regulations. This rule applies not only to the securities of Tokio Marine Holdings, Inc. but also to those of other companies. Without authorization, we shall not pass inside information to any other person.

1-6 Intellectual Properties

We shall respect and not infringe upon intellectual property rights of third parties, including copyrights, trademarks and patents.

1-7 Working Environment

We shall comply with labor-related laws, rules and regulations and maintain a safe and proper working environment.

2. Social and Political Issues

We shall maintain proper conduct in social and political activities.

2-1 Anti-social Forces

If we succumb to anti-social forces, including, but not limited to, criminal organizations, sokaiya (professional extortionists at shareholders’ meeting) or terrorist groups, it would result in encouraging anti-social activities. In full recognition of our social responsibility, we, together with all Tokio Marine Group companies, shall maintain a firm stand against all anti-social forces, and we shall strive to prevent money laundering by endeavoring to thoroughly identify transaction parties and by responding appropriately to transactions in which we suspect criminal involvement.

2-2 Political Activities, Political Funding

We shall comply with applicable laws, rules and regulations regarding public elections, political activities as well as political funds and donations, and we shall always maintain our posture toward fairness.

2-3 Gifts and Entertainment

We shall not accept money, goods and other inappropriate or unlawful profits by taking advantage of our position. Also, we shall not accept or give any gifts or entertainment which are illegal or not considered reasonable by social standards.

3. Appropriate Actions of and High Transparency in Management

We shall take appropriate management actions and strive to realize a high standard of transparency in our management.

3-1 Appropriate transaction.

We shall maintain sound relationships with clients and engage in appropriate and fair transactions.

3-2 Public Disclosure

An appropriate disclosure of management information is very important from the view point of enhancing customer trust. We intend to enhance our shareholders’, investors’ and customers’ understanding of our management. We shall make full, fair, accurate, timely and understandable disclosure of information, including, but not limited to, information included in reports and documents that Tokio Marine Holdings, Inc. files with or submits to any regulatory bodies and in other public communications made by Tokio Marine Holdings, Inc.

3-3 Accurate Information

For the purpose of a full, fair, accurate, timely and understandable disclosure of information, all records, data and information owned, used and managed by us should be accurate and complete. We shall cooperate fully with any appropriately authorized internal and external auditing and inspection.

3-4 Confidential Information

In accordance with applicable internal rules, we shall protect the confidentiality of nonpublic information and not disclose such information to anyone who is not authorized to receive it. In addition, we shall not use any such information for the benefit of anyone other than Tokio Marine Group companies.

4. Respect for Human Rights and the Environment

We shall respect the human rights of our customers, directors, officers, employees and all other people, and respect the global environment in all of our activities.

4-1 Anti-discrimination

Human rights are values widely recognized around the world, and any discrimination on grounds of sex, age, profession, nationality, race, thought, creed, religion, social status or birth as well as any act constituting an infringement of human rights should never be tolerated.

4-2 Anti-harassment

Sexual or any other kind of harassment or intimidation should never be tolerated.

4-3 Private Information

In compliance with applicable laws, rules and regulations as well as the Tokio Marine Group Privacy Policy, we shall safeguard private information, including customers' information, and we shall not use such information except on a need basis to carry out our business operations, in order to avoid any breach of privacy.

4-4 Protection of the global environment

Acknowledging that the protection of the global environment is an important responsibility, we shall comply with applicable laws, rules and regulations, and respect the harmonization with and the improvement of the global environment in all of our activities.

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The Applicable Laws, Rules, Regulations and Internal Rules

This Code of Conduct is not intended to cover every issue or situation we may face in our business activities. Please refer to the respective compliance manual of each Tokio Marine Group company in order to understand the applicable laws, rules and regulations as well as the standing internal rules.

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Reporting

In the case of non-compliance (including doubtful cases) with this Code of Conduct, applicable laws, rules and regulations or internal rules, we, the directors, officers and employees of the Tokio Marine Group companies, shall make a prompt report or consultation in accordance with the applicable internal rules. If, for any reason, it is not appropriate to make use of the regular reporting system, please contact one of the hotlines, including the external Hotline (assigned law firm).

The reporter will not be treated disadvantageously because of his or her report. Furthermore, private information of the reporter shall be handled responsibly. The details of this mechanism are described in the respective compliance manual of each Tokio Marine Group company.

Compliance Department of Tokio Marine Holdings, Inc. is responsible for administration of the Tokio Marine Group Code of Conduct. Please contact this department with any inquiries related to the Code of Conduct.

Changes to this Code of Conduct must be approved by the Board of Directors of Tokio Marine Holdings, Inc. Any waiver or amendment of the Code of Conduct for directors or officers of Tokio Marine Holdings, Inc. must be also approved by the Board of Directors of Tokio Marine Holdings, Inc. Any such change or waiver will be promptly disclosed.

Adopted on September 8, 2003
Revised on April 30, 2004
Revised on October 1, 2004
Revised on July 1, 2005
Revised on July 25, 2005
Revised on February 6, 2006
Revised on October 1, 2006
Revised on July 1, 2008

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