2️⃣ Actor-Based Records – Infroneer Holdings (Multinational Corporation)

🟦Infroneer Holdings – Institutional Non-Compliance Record

Official Name: Infroneer Holdings Corporation

Location: 2-10-2 Fujimi, Chiyoda-ku, Tokyo, 102-0071, Japan
Corporate Number: 3010001221541
Listing Classification: Listed on the Tokyo Stock Exchange Prime Market

📌 Overseas Expansion

Subsidiary MAEDA AMERICA Inc.

Head Office: 22130 Merchants Way, Suite 100, Katy, Texas 77449, USA
Parent Company: MAEDA SEISAKUSHO Co., Ltd. (MAEDA Japan)

Head Office: 1095, Onbegawa, Shinonoi, Nagano-City, Nagano-Pref. 388-8522, Japan
(Note: MAEDA AMERICA Inc. is the U.S. subsidiary of MAEDA SEISAKUSHO, a key company under the Infroneer Holdings Group. It is distinct from Maeda Corporation (construction), another core entity of the group.)

🔗 Official Website – Maeda America Inc.
🔗 Parent Company Website – MAEDA SEISAKUSHO
🔗 Global Mini Cranes – Maeda

Multiple bases mainly in Southeast Asia
Export track record to the European market (based on IR information)
Positioning as a Multinational Enterprise:

While headquartered in Japan, the company operates across multiple markets through overseas subsidiaries, and therefore falls under the direct application scope of the OECD Guidelines for Multinational Enterprises.

In addition, the company announced in April 2025 that it obtained an MSCI ESG Rating of “AA.”

This rating was the result of high evaluations in “governance, independence of auditors, and shareholder engagement.” At the same time, this page aims to clarify the suspected internal non-compliance with systems that diverges from such external evaluations.

Cross-Border Implications for Overseas Subsidiaries The following section outlines how Infroneer Holdings’ domestic governance failure affects its international subsidiaries.
The systemic failure of Infroneer Holdings’ internal whistleblowing and governance mechanisms extends beyond Japan’s borders. As the parent company exercises full ownership and management control over subsidiaries such as MAEDA AMERICA Inc. (U.S.) and Maeda Road Co., Ltd., its non-compliance directly undermines the protection and governance environment of overseas employees.
Under the OECD Guidelines (Ch. II, A10–A11; Ch. IV §2), parent companies bear responsibility for ensuring effective whistleblower protection throughout the entire group, including subsidiaries abroad.
Therefore, this case demonstrates not only a domestic governance failure but also a cross-border breach of due diligence and human rights obligations, exposing overseas subsidiaries to identical risks of retaliation and lack of remedy.

📎 Citation / Full Original Text

[MSCI ESG Ratings Press Release (Full Text) Link]▶️

[MAEDA AMERICA Inc. Establishment Release (Full Text) Link]▶️

🔷 Purpose and Scope of This Page

This page concerns Infroneer Holdings (HD) and its wholly owned subsidiaries (including Maeda Corporation) and sets out the following:

Records of whistleblower reports (Reports No. 0–7 + Notification No. 9 [Rejection Notice])
Structural analysis of institutional non-compliance
Comparison with international obligations under the OECD Guidelines and Article 33 of the UNCAC

In particular, it highlights the fact that while Japan’s domestic law (Whistleblower Protection Act) lacks explicit requirements for “effectiveness evaluation,” the OECD Guidelines explicitly stipulate “ensuring effectiveness,” thereby suggesting an international inconsistency.

👉 Note: The specific evidence referred to here (Nos. 0–13, including the dismissal notice, the statement of reasons for dismissal, and the confirmation of separation) can be reviewed in full on the evidence pages below.

📚

Evidence Timeline

📁

💡 Supplementary Notes

The “Infroneer Holdings Corporation” referred to on this page denotes a Japanese holding company representing a major construction group, which, as a publicly listed company, is legally, institutionally, and treaty-bound responsible for corporate governance and the effective enforcement of its whistleblowing system.
It has no relation whatsoever to any other corporation or organization with the same or similar name.
This record is structured on the basis of the binding obligations that Infroneer Holdings is required to fulfill under both domestic law and international treaty commitments, and concerns matters directly tied to statutory compliance frameworks and the preservation of trust within the international community.

🔷 Purpose and Background of This Page

In April 2025, Infroneer Holdings (hereinafter, “the Company”) was awarded, for the first time, an “AA” rating in the MSCI ESG Ratings, a globally recognized benchmark for environmental, social, and governance (ESG) performance. This rating was publicly announced via an official press release dated May 27, 2025.

The high rating was reportedly based on evaluations of the Company’s enhancement of corporate governance structures and progress in renewable energy strategies.

However, during the very same period, the Company issued a document titled “Systemic Whistleblower Rejection Notice” (Evidence No.09, dated April 16, 2025).

In this document, the Company unilaterally characterized a series of whistleblower submissions (Reports No.0 through No.7) as “system abuse involving a demand equivalent to JPY 20 billion (approximately USD 133–138 million)”, despite the fact that all reports were filed through the Company’s official compliance hotline and were accompanied by extensive evidence and legal references.

While maintaining the outward appearance of a whistleblower protection framework, the Company in practice refused to process the reports, rejected all investigative obligations, and issued derogatory remarks against the whistleblower, thereby effectively nullifying the system itself.

As a result, while externally presenting itself as a model of “highly-rated governance under MSCI standards,” the internal reality was one of systemic denial of whistleblower rights and apparent retaliatory exclusion.

This page aims to expose the critical discrepancy between external ESG assessments and the Company’s internal non-compliance with international standards, and to serve as formal evidence for submission to the OECD Secretariat and the Japanese NCP, requesting corrective actions under the OECD Guidelines for Multinational Enterprises.

🔷 Structural Issues Identified in the Reports

🔵 Subsidiary Level: Maeda Corporation (wholly owned)

Concealment of occupational accidents
Accounting irregularities and opacity
Issuance of retaliatory disciplinary threats following administrative reporting
Unlawful dismissal procedures

→ These actions raise concerns under:

Chapter II (General Policies) and Chapter III (Disclosure) of the OECD Guidelines, regarding transparency, integrity, and accurate reporting.
Chapter IV (Human Rights), particularly the prohibition of retaliatory treatment and the obligation to provide effective remedy.

🔵 Parent Company Level: Infroneer Holdings

Failure to fulfill group-wide oversight responsibilities
Denial of investigative obligations and system operation
Issuance of statements intended to discredit the whistleblower

→ These actions constitute potential violations of:

Chapter I (Concepts and Principles): Breach of responsible business conduct as defined by the Guidelines.
Chapter II (General Policies / Due Diligence): Failure to ensure effective whistleblower mechanisms and oversight.

🔵 Group-Level Document: “Systemic Rejection Notice” (Evidence No.09)

All 8 prior reports were summarily dismissed
Whistleblower was labeled a “system abuser”
No evidence-based rebuttal or investigation was undertaken

→ The document can be interpreted as a formal declaration of institutional denial, undermining the legitimacy of the Company’s entire whistleblower framework.

→ Potential violations of Chapter I (Governance accountability) and Chapter IV (Human rights and remedy mechanisms).

🔷 Clarification of Institutional Responsibility

As the parent company of a listed corporate group operating in multiple jurisdictions, Infroneer Holdings bears the primary responsibility for establishing, maintaining, and executing effective whistleblower protection mechanisms.

The Company’s refusal to process substantiated reports, as well as its systemic rejection of compliance obligations, may constitute violations of:

Article 11 of the Whistleblower Protection Act (Japan)
Chapter II (General Policies / Due Diligence) of the OECD Guidelines

Furthermore, failure to investigate or remediate misconduct at its wholly owned subsidiary Maeda Corporation implies group-level governance breakdown, particularly in:

Chapter IV (Human Rights) – failure to provide remedy and protect against retaliation
Chapter II (General Policies) – failure to implement due diligence across the group

The “Systemic Rejection Notice” (Evidence No.09) represents a formal rejection of whistleblower accountability, and serves as material evidence of:

Institutional misconduct, not isolated failure
Non-compliance with the expectations of multinational enterprises under the OECD Guidelines

🔷 Corrective Measures Requested (for OECD/NCP Submission)

This case extends beyond domestic legal boundaries and represents a violation of international obligations under the OECD Guidelines. The following corrective measures are therefore formally requested:

Immediate withdrawal of the systemic rejection notice (Evidence No.09)
Restoration of whistleblower rights and procedural protections (Chapter IV)
Fulfillment of group-wide governance responsibilities by Infroneer Holdings (Chapter II)
Provision of compensation and remedies for retaliatory dismissal (Chapter IV)
Independent third-party audit of the Company’s internal reporting system and governance (Chapter III)
Disclosure of investigative results to relevant authorities and stakeholders (Chapter III)

Total of Eight Whistleblower Reports Addressed to Infroneer Holdings

👉 “Together with the rejection notice (April 16, 2025) and dismissal letters (April 23 & 25, 2025), these documents provide a complete record of systemic non-compliance by Infroneer Holdings.”

（2025/3/16）

‣

🔷Report No. 0: Whistleblower Report on Accounting Fraud and Industrial Accident Cover-Up at Maeda Corporation

（2025/4/13）

‣

🔷Report No.1: Whistleblower Report Regarding Neglect of Whistleblowing System and Supervisory Responsibility by Parent Company

‣

🔷Report No.2: Whistleblowing on Lack of Effectiveness and History of Neglect in the Compliance System

‣

🔷Report No.3: Whistleblower Report on Auditor Response and Internal Control Failures at Maeda Corporation

‣

🔷Report No.4: Whistleblower Report on Obstruction and Concealment of Industrial Accident Claims

‣

🔷Report No.5: Whistleblower Report on False Statements in Financial Reporting at Maeda Corporation

‣

🔷Report No.6: Whistleblower Report on Ignored Internal Whistleblowing and Suggestion of Disciplinary Action

‣

🔷Report No.7: Whistleblower Report on Structural Compensation Costs for Reconstruction of the Whistleblowing System

Rejection of Whistleblower Reports – Infroneer Holdings’ Official Notice

（2025/4/16）

‣

🔷 Rejection Notice: Official Response from Infroneer Holdings

Record of the Link Between Whistleblower Reports and Dismissal

（2025/4/23）

‣

🔷 Notice of Termination

（2025/4/25）

‣

🔷 Dismissal Reason Letter

🔷 Supplementary Note: Legal and International Principle Correlation (with Citations)

📘

💡 Structural concerns implied by the company’s response and formal notice:

The company has unilaterally characterized a lawful whistleblowing act as “defamation” and escalated it to a retaliatory dismissal.
A model proposal for system reform (Report No.7), intended to address structural failures, was mischaracterized as a monetary demand or threat

→ This violates the OECD Guidelines for Multinational Enterprises and Japan’s Whistleblower Protection Act, both of which explicitly recognize the right to propose reforms and engage in dialogue.

Moreover, the content in question was formally reviewed by law enforcement, which concluded it did not constitute any criminal threat.

→ Despite this, the company declared it a “threat” in an official written notice, a serious deviation from lawful and institutional norms.

🔍 Category	⚠️ Identified Problem	📜 Relevant Legal/Policy Reference
🇯🇵 Japanese Domestic Law	Retaliatory dismissal based on whistleblowing	Whistleblower Protection Act, Article 5: “No employer shall dismiss or otherwise treat a worker disadvantageously due to a whistleblower report.”
🇯🇵 Japanese Domestic Law	Absence of an effective internal reporting system	Whistleblower Protection Act, Article 11: “Business operators shall establish and properly operate an internal whistleblowing system.”
🌐 OECD Guidelines	Retaliatory action and personal attacks against the whistleblower	Chapter II (General Policies / Due Diligence): “Enterprises should protect whistleblowers and prevent retaliation.”
🌐 OECD Guidelines	Disregard for law enforcement’s finding that no threat was made	Chapter V (Employment and Industrial Relations): “Enterprises should respect the right of workers to raise concerns.” + Chapter IV (Human Rights): “Enterprises have the responsibility to respect human rights.”
🌐 OECD Guidelines	Refusal to investigate, lack of accountability and transparency	Chapter III (Disclosure): “Enterprises should ensure transparency and communicate responsibly and in good faith.”

🔷 Structural Issues in the Company’s Response to This Whistleblower Report

Despite the report explicitly stating that it did not seek financial negotiation or private settlement

the parent company, Infroneer Holdings, responded by:

Failing to assess each submission individually
Unilaterally labeling the reports as a "JPY 20 billion (approximately USD 133–138 million) demand"
Rejecting the entire whistleblower system itself without due process

This reaction reflects a posture in which the whistleblower's intentions were deliberately distorted

and the internal reporting mechanism was reframed as a tool of criminal abuse.

Such treatment constitutes a serious institutional deviation that undermines the legitimacy and purpose of any whistleblower protection framework.

Furthermore, the whistleblower, Mr. Shunsuke Kimura, officially submitted the full set of evidence to the Japanese police

who reviewed the case and determined that none of the actions constituted a criminal offense

including no extortion, no defamation, and no coercion.

This means that the whistleblower’s actions were legally confirmed as lawful and non-criminal by competent public authorities.

Nonetheless, the company chose to:

Ignore the police assessment entirely
Unilaterally define the reports as “extortion” or “defamation”
Officially document this false interpretation as justification for disciplinary actions and termination

🔷 This case reveals structural non-compliance with international and internal guidelines, including:

Formal Structure with Substantive Exclusion

Although an internal reporting system exists in appearance, it operates in practice as a tool for punishing and excluding whistleblowers.

Abandonment of Parent Company Responsibility

As the holding company, Infroneer Holdings holds ultimate accountability for oversight and remedy. Instead, it has denied the system itself and has stigmatized the whistleblower.

Disregard for Official Police Findings

Despite public authorities determining that the reports were not criminal, the company reclassified the content as disciplinary violations and proceeded with retaliatory actions.

🔷 International Significance

This type of institutional structure—maintaining the appearance of a compliance system while nullifying its function—

poses a direct threat to the credibility and sustainability of whistleblower protection frameworks.

Such behavior is not merely a corporate issue.

It raises serious international concerns about the duty of state authorities to oversee and safeguard the integrity of legal whistleblower systems in accordance with global standards.

🔷 Administrative Rectification Notice vs. Corporate Retaliation

✅ Divergence Between Government Rectification and Corporate Response

(Chronology and systemic implications clearly articulated)

🔵 Corporate Action: Starting Point of Institutional Non-Compliance

On April 23, 2025, Maeda Corporation issued an official Notice of Termination to Mr. Shunsuke Kimura, the whistleblower, citing “defamation” as the reason for dismissal.

However, the content explicitly targeted in the notice was the substance of Mr. Kimura’s legitimate whistleblower reports.

At this point, the company had:

Taken no action to investigate or rectify the systemic issues raised in the reports;
Instead, demonstrated a clear preference for eliminating the whistleblower over addressing the misconduct, suggesting institutional retaliation rather than due diligence.

🔵 Government Action: Official Rectification Request by Regulatory Body

On May 29, 2025—approximately one month later—the Consumer Affairs Agency (CAA), Office of the Director for Whistleblower Protection

issued a formal notice to Maeda Corporation (and its parent company, Infroneer Holdings). This notice included:

A Request for Confirmation of the Internal Whistleblower System’s Status, and
A Formal Rectification Request for Effective System Operation.

This was an administrative-level intervention, issued under the assumption that the company’s internal whistleblower system was not functioning as required by law.

🔵 Nevertheless, the Company Proceeded with Termination

Despite receiving the rectification request, the company:

Provided no response and took no corrective action;
Enforced the dismissal of Mr. Kimura on May 31, 2025, just two days after the administrative notice.

This sequence of events demonstrates that the company prioritized retaliation and whistleblower removal over compliance with government rectification orders.

⚠️ Implications for International Standards

This case represents a clear failure to align with the purpose and integrity of whistleblower protection frameworks, such as:

OECD Guidelines (Chapters II, III, IV, V):

Companies are expected to ensure non-retaliation, institutional transparency, and cooperation with public oversight mechanisms.

UN Convention against Corruption (Article 33):

States and companies are obligated to protect whistleblowers from any unjustified treatment, particularly when reports are made in good faith.

The company’s combination of silence in response to administrative orders and retaliatory dismissal of the whistleblower constitutes a systemic breach of both domestic law and international obligations.

🔵 Contradiction with ESG Rating (MSCI “AA”)

In April 2025, Infroneer Holdings received, for the first time, an “AA” rating under MSCI ESG Ratings.

The rating cited strengths in corporate governance, board independence, and shareholder engagement as key positive factors.
However, during the exact same period, the company ignored a formal rectification notice from the Consumer Affairs Agency and proceeded to terminate the whistleblower, thereby operating its compliance system in a retaliatory and exclusionary manner.

👉 This means that immediately after being rated highly for governance, the company:

Rejected administrative oversight from a national agency, and
Executed a retaliatory dismissal of the reporting employee, in direct contradiction to its ESG-labeled governance commitments.

⚠️ Implications for ESG Integrity (Governance-Washing)

This case strongly suggests a fundamental disconnect between the ESG rating and the company’s actual conduct—

a textbook example of what international observers refer to as “governance-washing.”

It undermines the credibility of both:

The company's governance framework, and
The ESG assessment mechanisms, especially when such ratings are used in investor relations and international CSR disclosures.

In the context of the OECD Guidelines for Multinational Enterprises, such conduct may be considered inconsistent with:

Chapter II (General Policies) – Responsible business conduct
Chapter III (Disclosure) – Transparency and truthful public communication
Chapter VI (Combating Bribery and Promoting Integrity) – Institutional accountability

🔷 Legal Assessment, Police Confirmation, and the Rationale for Not Pursuing Litigation

🔵 Submission to Police and Confirmation of Lawfulness

Mr. Shunsuke Kimura formally submitted his whistleblower reports and supporting evidence to the Criminal Affairs Division of the Osaka Higashi Police Station.
The materials were reviewed and evaluated by law enforcement, and authorities explicitly determined that no criminal offenses (such as coercion or threats) were committed.
The police officially confirmed that Mr. Kimura’s actions—including whistleblower reporting, objection filings, and calls for remedial compensation—fell entirely within the scope of his lawful rights.

🔎 Therefore, the company’s characterization of his actions as “threats” or “system abuse” represents a subjective and unsubstantiated assertion, lacking support from objective legal findings.

🔵 Rationale for Not Initiating Litigation and Structural Focus of Evaluation

This case constitutes a structural assessment of Japan’s whistleblower protection framework, with the central issue being whether institutional remedies are available and effective within the existing legal system.
Mr. Kimura pursued all formal channels within the prescribed framework—including internal whistleblowing, escalation to the parent company, and administrative filings—demonstrating a good-faith attempt to resolve the matter domestically.
Despite following the prescribed steps, neither the corporation nor the administrative authorities provided meaningful remedies, and instead, he was subjected to retaliatory dismissal that amounts to reputational harm and a violation of his fundamental rights.

👉 This situation should not be interpreted as “failure to pursue litigation = lack of merit,” but rather as “proof that the domestic system failed to deliver protection despite full compliance by the whistleblower.”

This failure itself forms a key element of systemic non-compliance under international standards.

🔵 Strategic Choice to Bypass Domestic Litigation and Alignment with International Norms

In many OECD member countries, when whistleblowers can demonstrate the structural limitations of domestic mechanisms, it is considered legitimate and appropriate to seek redress or systemic evaluation through NCPs or other international bodies rather than litigation.
Mr. Kimura’s actions are therefore fully aligned with internationally accepted whistleblower protocols, specifically those that prioritize the integrity and effectiveness of institutional frameworks over adversarial legal processes.

🌐 Alignment with International Standards and Indications of Breach

📘 Key International Guidelines and Potential Breaches

(Summarized and interpreted to ensure clarity for NCP-level assessment)

Legal Framework	Summary of Obligation	Evaluated Breach
OECD Guidelines – Chapter II (General Policies / Due Diligence)	Enterprises must respect human rights and treat whistleblowers with good faith and integrity.	The whistleblower was labeled as “a negotiator demanding JPY 20 billion (approximately USD 133–138 million),” an unfounded accusation that borders on character defamation and constitutes a denial of good faith, especially since none of the submitted reports ever contained such a demand.
OECD Guidelines – Chapter V (Employment and Industrial Relations) (with reference to Chapter IV - Human Rights, if applicable)	Enterprises should ensure that workers can raise concerns without fear of retaliation.	The company proceeded with dismissal despite an official corrective notice from the Consumer Affairs Agency, undermining the integrity of the system.
UNGP – Principle 19 & 20 (UN Guiding Principles on Business and Human Rights)	Enterprises are responsible for preventing and remediating adverse human rights impacts.	Instead of improving its system upon receipt of a whistleblower report, the company responded with retaliatory dismissal.
UNCAC – Article 33 (UN Convention Against Corruption)	Whistleblowers must be protected.	The company misused the existence of the system to justify dismissal and personal attacks, violating the spirit of this international obligation.

🔵 Summary of Systemic Breach Elements

Area of Evaluation	Assessment
❌ System Dysfunction	The compliance system of the parent company, Infroneer HD, nominally existed but functionally dismissed all seven structured whistleblower reports as “abuse.”
❌ Retaliation Indicators	The company executed a dismissal on May 31, 2025, despite having received a corrective recommendation from the Consumer Affairs Agency on May 29.
❌ Facade of System Presence	While denying actual implementation, the company outwardly promoted the mere “existence” of the system for ESG ratings and investor relations.
✅ Police-Confirmed Legality	The whistleblower submitted all materials to the Osaka Higashi Police Department, which confirmed that no acts of intimidation or coercion were committed.
✅ Legitimacy of Bypassing Judicial Process	The whistleblower pursued systemic redress through internal and administrative channels. The decision to avoid civil litigation itself demonstrates systemic failure.

🧩 Conclusion: Structural Indicators of Systemic Breakdown

In Japan, the gap between the formal structure and actual function of whistleblower protection systems is growing. This case exemplifies that disconnect.

Despite the outward presence of a compliance system, Infroneer Holdings rejected and ignored all whistleblower reports, disregarded a corrective notice from authorities, and ultimately proceeded with retaliatory dismissal.

This sequence of actions indicates a structural collapse of the internal reporting system. Had the company responded in good faith, remediation would have been possible.

This pattern is inconsistent with the OECD Guidelines, UNGP, and UNCAC, and constitutes a clear failure to uphold international obligations for whistleblower protection.

Additionally, in April 2025, Infroneer HD received a “AA” rating in the MSCI ESG Index, just weeks before ignoring administrative orders and executing retaliatory dismissal.

Thus, this case must be seen as a global example of governance-washing, where ESG ratings diverge from corporate conduct, and its submission to the OECD/NCP is both timely and justified.