22nd October, 2021
Kokusai Pulp & Paper Co., Ltd.
President & Executive Officer: Tadashi Kurihara(For inquiries)
Corporate Planning Division
Division Head: Takaharu Nakane
Tel. +81 3 3542 9925
Notice of Commencement of Consideration of Transition to a Holding Company Structure
Kokusai Pulp & Paper (“KPP”), at the meeting of Board of Directors held on 22nd October 2021,
has resolved to start considering the transition to a holding company structure by October 2022
as written below, subject to approval at the General Meeting of Shareholders at the end of June
2022.
1. BackgroundKPP has been growing through sales of paper/paperboard and related business. However, theJapanese paper market has been shrinking over the long term due to declining population andadvancing digitization.
Under such circumstances, KPP has been expanding its global market share and actively
pursuing overseas M&As for the purpose of maximizing profits through business portfolio
reforms. KPP also has been working to maximize synergies by restructuring group companies in
China, the world's largest market, and the promising ASEAN market with its potentiality.
According to our current forecasts, KPP's overseas sales ratio is expected to rise to 54% in thefiscal year ending March 31, 2022. In terms of sales, KPP has entered a new stage as a global
company of the world's three largest paper trading companies (*1). In 2024, KPP will celebrateits 100th anniversary.
Based on this background, KPP has decided to consider shifting to a holding company structure
in order to strengthen its global governance, reform our portfolio, expand new businesses, andpromote sustainability management in line with expansion of its business scale.
※1According to our research (paper trading company = trading company specializing inwholesale of paper, pulp, and packaging-related products as main business).

2. Purpose(1) Strengthening global governance① Establish a management control system that respects the independence of groupcompanies by transferring authority and clarifying responsibilities② Implement centralized information management and appropriate group management③ Develop IT infrastructure and establish a rapid management system④ Build a strong internal control and internal audit system⑤ Strengthen corporate communication(2) Portfolio improvement and new business expansions① Implement global market analysis and digital marketing② Support carbon neutrality and promote e-commerce③ Inorganic growth such as M&As
④ Hybrid management with recurring revenue model and indent business to be compatible(3) Promoting sustainability management① Examine corporate behavior with an emphasis on ESG matters② Identify materiality (diversity, DX, climate change measures etc.) and set their KPIs.
3. Prospects
The way to transition to a holding company is to separate KPP into a holding company and anoperating company. Under the umbrella of the holding company, there will be an operatingcompany that controls the domestic business and existing core companies that control eachregion, such as Antalis S.A.S. (Europe and South America), Spicers Limited (Oceania), etc.
The details will be announced once they have been decided(Notice)This document has been translated from the Japanese-language original for reference purposes
only. In the event of any conflict or discrepancy between this document and the Japaneselanguage original, the Japanese-language original shall prevail in all aspects.