Note: This document has been translated from the Japanese original FOR REFERENCE PURPOSES
ONLY. In the event of any discrepancy between this translated document and the Japanese original,
THE ORIGINAL SHALL PREVAIL.

(Securities Code: 3864)
June 11, 2024
(Date of commencement of electronic
provision measures: May 31, 2024)
To Our Shareholders with Voting Rights
2-10-14 Ryogoku, Sumida-ku, Tokyo
Mitsubishi Paper Mills Limited
Ryuichi Kisaka, President & CEO

Notice of the 159th Ordinary General Meeting of Shareholders
We would like to express our appreciation for your continued support and patronage.
You are cordially invited to attend the 159th Ordinary General Meeting of Shareholders of Mitsubishi
Paper Mills Ltd. (hereinafter “MPM”). The meeting will be held for the purposes as described below.
In the convening of this meeting, we will take measures to electronically provide the information that
constitutes the content of the reference documents, etc. for the general meeting of shareholders(Matters for Electronic Provision). We kindly request that you check this information by accessing thefollowing websites of the Company on which the information is posted. The information is also postedon the website of the Tokyo Stock Exchange (TSE) as stated below.

The Company’s website:
TSE website (Listed
Company Search)https://www.mpm.co.jp/ir/general-meeting.html

https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show

If you cannot view our website, please access the TSE website above, enter and search for the name of the stock(Mitsubishi Paper Mills) or securities code (3864), and select “Basic Information” or “Public Documents/PR
Information” to examine the information.

You may exercise your voting rights in advance in writing or via the Internet in lieu of voting in personat the meeting. After reviewing the following reference documents for the general meeting ofshareholders, please exercise your voting rights following the instructions below no later than 5:30
p.m. on Wednesday, June 26, 2024.
1. Date and Time:Thursday, June 27, 2024 at 10 a.m.

2. Place:

Ginza Phoenix Plaza, Paper and Pulp Kaikan,
3-9-11, Ginza, Chuo-ku, Tokyo(The venue is different from the previous meeting, so please refer to thevenue map at the end to avoid any mistakes.)

3. Agenda of the Meeting: Matters to be reported:
1. The Business Report, the Consolidated Financial Statements and theresults of audits of the Consolidated Financial Statements by the
Independent Auditor and the Audit and Supervisory Board for the 159th
Business Term (from April 1, 2023 to March 31, 2024)
12. Non-Consolidated Financial Statements for the 159th Business Term(from April 1, 2023 to March 31, 2024)
Proposals to be resolved:
Proposal No. 1: Election of Eight (8) Directors
Proposal No. 2: Election of One (1) Audit & Supervisory Board Member
4. Matters concerning the exercise of voting rights:(1) If you exercise your voting rights both in writing (by mail) and via theInternet, we will treat the latter as the effective exercise of your voting
rights.
(2) If you exercise your voting rights via the Internet several times, we willtreat the last exercise as the effective exercise of your voting rights.
(3) If voting rights are exercised and the voting form in writing (by mail)returned to the Company provides no indication of approval ordisapproval with regard to the proposals, the shareholder shall bedeemed to have expressed approval.
5. Matters for electronic provision:
Among the matters for electronic provision, the following matters are notstated in the document delivered to shareholders who requested thedelivery of documents, in accordance with laws and regulations and theprovisions of Article 15 of the Articles of Incorporation of the Company.
(1) System to ensure the appropriateness of business reporting(2) Overview of the operation status of the system to ensure theappropriateness of business reporting(3) Basic policy for controlling the management of the Company regarding
business reporting(4) Consolidated Statements of Changes in Shareholders’ Equity inConsolidated Financial Statements(5) Notes to Consolidated Financial Statements in Consolidated Financial
Statements(6) Non-consolidated Statements of Changes in Shareholders’ Equity in
Non-consolidated Financial Statements(7) Notes to Non-consolidated Financial Statements in Non-consolidated
Financial Statements
Therefore, documents provided with the Notice of the Ordinary General
Meeting of Shareholders are part of the subjects audited by Audit &Supervisory Board Members and Accounting Auditors when preparing
audit reports.
● When attending the meeting, please submit the voting rights exercise form at the reception desk to register yourattendance.
● Please be advised that in the event the Reference Documents for the General Meeting of Shareholders, the Business
Report, the Non-Consolidated Financial Statements, or the Consolidated Financial Statements require modifications,
MPM will post such modifications on its website (https://www.mpm.co.jp/ir) and the Tokyo Stock Exchange website..

2

Guidance on Exercising Voting Rights
1. If you attend the General Meeting of Shareholders
Please present the voting card at the reception desk upon your arrival.
Date and Time: Thursday, June 27, 2024 at 10:00 a.m. (Reception will open at 9:00 a.m.)
2. If you exercise voting rights in writing (by mail)Please state whether you are for or against the agenda items on the Voting Rights Exercise Formand drop it into a post box.
Voting deadline: Please exercise your voting rights by 5:30 p.m. on Wednesday, June 26, 2024
3. Exercising voting rights on the Internet
Please follow the instructions below and enter your approval or disapproval for the proposals.
Voting deadline: Entries completed by 5:30 p.m., Wednesday, June 26, 2024
How to read a QR code

How to enter your login ID and temporary
password

You can log into the voting website without

Voting website

entering the login ID and temporary

https://evote.tr.mufg.jp/

password written on the Voting Rights
Exercise Form.
1. Please scan the QR code on the voting

1. Please access the voting website for PCs.

card.

2. Please enter the login ID and temporary
password written on the Voting Rights Exercise
Form and click submit.

* QR Code is the registered trademark of
DENSO WAVE INCORPORATED.

32. Please follow the instructions on the

3. Register a new password.

screen to register whether you approve ordisapprove of each proposal.

4. Please follow the instructions on the screen toregister whether you approve or disapprove ofeach proposal.

* Screen images are for illustrative purposes.
● For inquiries about operation procedure for exercising voting rights via the Internet using PCs
and smartphones, please contact the inquiry desk below.
Stock Transfer Agency Department, Mitsubishi UFJ Trust and Banking Corporation(Helpdesk)
0120-173-027(Toll free, Operating hours: 9:00 -21:00)● Institutional investors are permitted to use the platform for the electronic exercise of voting
rights for institutional investors operated by ICJ, Inc.
● If you exercise your voting rights both in writing (by mail) and via the Internet, we will treat
the latter as the effective exercise of your voting rights.
● If you exercise your voting rights via the Internet several times, we will treat the last exercise
as the effective exercise of your voting rights.

4

Reference Documents for the General Meeting of Shareholders
Proposal No. 1: Election of Eight (8) Directors
The terms of the offices of all eight (8) Directors will expire as of the close of this Ordinary General
Meeting of Shareholders. Consequently, we will propose that eight (8) Directors including three (3)Outside Directors be elected.
Regarding the selection of the candidates, in accordance with the Director Qualification listed in MPM
Basic Policies on Corporate Governance, the Board of Directors has decided after seeking and receiving
advice from the Nomination and Remuneration Committee chaired by an Independent Outside Director.
The candidates are as follows:
No.

Name

Current position in MPM

1Ryuichi Kisaka

REAPPOINTMENT

2

Shigeharu Sanada

REAPPOINTMENT

Director (Representative Director), President and CEO
Nomination and Remuneration Committee Member
Representative Director
Senior Executive Vice President
Nomination and Remuneration Committee Member

3

Yuji Takagami

REAPPOINTMENT

Director and Managing Executive Officer

4

Kunihiro Nakagawa REAPPOINTMENT

Director and Managing Executive Officer

5Kazuhiro Nakauchi

6

Yoshihiro Kataoka

7

Atsuko Watanabe

8

Soichi Nadahara

NEW APPOINTMENT Senior Managing Executive Officer

REAPPOINTMENT

Outside Director

Outside Independent

Nomination and Remuneration Committee Member

REAPPOINTMENT
Outside Independent

Outside Director

NEW APPOINTMENT
Outside Independent5

No. (Date of birth, etc.)

Name

1

Ryuichi Kisaka

Number of shares of MPM held: 20,000 shares(Number of dilutive shares other than the above: 52,928 shares)

Profile and position in MPM
April 1982
October 2012
June 2013
June 2015
April 2019
June 2021
February 2022
April 2022
June 2022(May 21, 1956)
age 68Joined Kanzaki Paper Manufacturing Co., Ltd. (current Oji Holdings
Corporation (hereinafter “Oji”))
President, Oji Imaging Media Co., Ltd.
Corporate Officer, Oji
Director of the Board and Executive Officer, Oji
Director of the Board and Executive Officer, Oji
Advisor, Oji
Advisor, MPM
President, Executive Officer, MPM
Director (Representative Director), President and Executive Officer, MPM(to present)(In charge of Technology Div.)

Reasons for nominating as a candidate for Director

Attendance of Board of Directors
meetings 100% (16/16)
Mr. Ryuichi Kisaka has a wealth of experience in corporate management in the paper and pulp
industry as an Executive Officer of Oji and President of Oji Paper Co., Ltd. Since assuming the
REAPPOINTMENT
position of President of MPM in 2022, he has been taking a strong leadership role in the structural
CANDIDATE
reform of the MPM Group, and he is expected to demonstrate his excellent management skills toenhance the corporate value of the MPM Group by maximizing the effects of the capital andYears as a Director: 2 years
business alliance with the Oji Group. He has thus been nominated as a candidate for Director.
(at the close of this general
meeting of shareholders)No. (Date of birth, etc.)

Name

2

Shigeharu Sanada

Number of shares of MPM held: 1,500 shares(Number of dilutive shares other than the above: 47,163 shares)

Profile and position in MPM
April 1990
May 2016

June 2016
April 2020
June 2020
February 2022
April 2022
(July 1, 1967)
age 56
Attendance of Board of Directors
meetings 100% (16/16)
REAPPOINTMENTCANDIDATE
Years as a Director: 4 years(at the close of this general
meeting of shareholders)

Joined The Mitsubishi Bank Ltd. (current MUFG Bank Ltd. (hereinafter“MB”))
General Manager, General Affairs Department, Mitsubishi UFJ Financial
Group Inc. (hereinafter “MUFG”)
General Manager, General Affairs Department, MB
Executive Officer, General Manager, General Affairs Department, MUFG
Executive Officer, General Manager, General Affairs Department, MB
Executive Officer, Headquarters counselor, MB
Director and Managing Executive Officer, MPM
Director and Managing Executive Officer (Representative Director)
Director and Senior Executive Vice President (Representative Director) (topresent)
In charge of Corporate Governance Division, General Manager, Strategy
Planning Division
Responsible for Internal Audit Department
Director responsible for Sustainability Promotion

Reasons for nominating as a candidate for Director
Mr. Shigeharu Sanada has extensive experience in the execution of business at mega banks
including his experience overseas and has in-depth knowledge of corporate management and abroad human network. He is expected to demonstrate his management talent to enhance thecorporate value of MPM over the medium and long term by assisting the President, Executive
Officer and strongly promoting the medium-term management plan and structural reforms. He
has thus been nominated as a candidate for Director.

6No. (Date of birth, etc.)

Name

3

Yuji Takagami

Number of shares of MPM held: 4,300 shares(Number of dilutive shares other than the above: 29,906 shares)

Profile and position in MPM
April 1987
June 2009
January 2014
June 2018
June 2019
June 2020(January 23, 1962)
age 62
REAPPOINTMENTCANDIDATE

February 2022
June 2022
April 2023

June 2023

Joined MPM
General Manager, Marketing Department, Imaging & Development Company
General Manager, Printing Sensitive Materials Sales Dept., Imaging MediaDivision
General Manager, Graphics & Development Sales Dept., Imaging MediaDivision
Executive Officer, Deputy General Manager, Imaging Media Division andGeneral Manager, Graphics & Development Sales Dept.
Executive Officer, Deputy General Manager, Functional Materials Division
and General Manager, Imaging Media Dept.
Executive Officer, Deputy General Manager, Functional Materials Division
Executive Officer, Deputy General Manager, Functional Materials Division
President and CEO, Diamic Co., Ltd.
Managing Executive Officer, General Manager, Sustainable Fiber Materials
Division
Director and President, Mitsubishi Oji Paper Sales Co., Ltd. (to present)
Director and Managing Executive Officer, General Manager, Sustainable
Fiber Materials Division (to present)

Attendance of Board of Directors Reasons for nominating as a candidate for Director
meetings 100% (12/12)
Mr. Yuji Takagami has been involved in research and development and sales in the area of
imaging media business and has long contributed to the management of this business, which isYear as a Director: 1 year
a defining business of MPM, and has also led the operations of Imaging Media Division as the(at the close of this general
Deputy General Manager. April 2023 following segmentation change, he became General
meeting of shareholders)Manager, Sustainable Fiber Materials Div. and President, Mitsubishi Oji Paper Sales Co., Ltd.
and has been taking a strong leadership role in the transformation of the sustainable fiber
materials business. His election as Director is proposed as he is expected to continue todemonstrate his management skills in the enhancement of corporate value.
No. (Date of birth, etc.)

4

Name

Number of shares of MPM held: 700 shares

Kunihiro Nakagawa (Number of dilutive shares other than the above: 29,906 shares)
Profile and position in MPM
April 1986
June 2015
January 2020

(April 28, 1961)
age 63Joined MPM
Director, Kyoto Imaging & Healthcare Laboratory, Imaging Media Division
Deputy General Manager, Research and Development Division and Director,
Tsukuba R&D Laboratory
June 2020
General Manager, Research and Development Division
January 2021
Executive Officer, General Manager, Research and Development Division
responsible for Research and Development Division
April 2023
Managing Executive Officer, General Manager, Functional Materials Division
and General Manager, Research and Development Division
June 2023
Director and Managing Executive Officer, General Manager, Functional
Materials Division (to present)
April 2024In charge of Research and Development Division and German operation
Director, KJ Specialty Paper, Co., Ltd.
Reasons for nominating as a candidate for Director

Mr. Kunihiro Nakagawa has been long involved in research and development and has
specialized expertise and experience in product development in the functional materials
business, which is a defining characteristic of MPM. He has set the direction of MPM’s
Attendance of Board of Directors research and development as General Manager, Research and Development Division and has
been promoting collaboration between development and sales since April 2023 when he started
meetings 100% (12/12)
to double as General Manager of Functional Materials Division. He has been nominated as a
candidate for Director in the hope that he will continue to demonstrate his management skills
Year as a Director: 1 year
in enhancing corporate value and focus on continued development of the functional materials(at the close of this generalbusiness, a growth area.
meeting of shareholders)
REAPPOINTMENTCANDIDATE

7

No. (Date of birth, etc.)

Name

5

Kazuhiro Nakauchi

Number of shares of MPM held: 1,000 shares(Number of dilutive shares other than the above: 23,524 shares)

Profile and position in MPM
April 1987
June 2009
June 2010
April 2014

(February 6, 1965)
age 59[NEW APPOINTMENTCANDIDATE]

April 2020
April 2021
April 2022

April 2023
October 2023

April 2024

Joined Kanzaki Paper Manufacturing Co., Ltd. (current Oji Holdings
Corporation)
Deputy General Manager, Facilities Department, Tomakomai Mills, Oji Paper
Co., Ltd.
Group Manager, Technology Department, Technical Administrative Division,
Oji Paper Co., Ltd.
General Manager, Facilities Department, Tomakomai Mills, Oji Paper Co.,
Ltd., and General Manager, Tomakomai Operations Division, Oji Engineering
Co., Ltd.
Executive Officer, Oji Paper Co., Ltd., Head of Nichinan Mills
Executive Officer, Oji Paper Co., Ltd., Head of Kasugai Mills
Managing Executive Officer, MPM, In charge of Energy Business Dept,
Technology & Environmental Dept and Kitakami Division, Assistant officer incharge of Sustainable Fiber Materials Division
Director, Chairman, MPM Operation Co., Ltd.
Director, Chairman, Kitakami HiTec Paper Corporation
Senior Managing Executive Officer, General Manager, Technology Div.,
Deputy General Manager, Sustainable Fiber Materials Div., MPM
Director, Chairman, MPM Operation Co., Ltd.
Senior Managing Executive Officer, General Manager, Technology Division,
Head of Hachinohe Mill, Head of Kitakami Mill, Deputy General Manager,
Sustainable Fiber Materials Div.
President & CEO, MPM Operation Co., Ltd.
Senior Managing Executive Officer, General Manager, Technology Division,
Deputy General Manager, Research and Development Division, MPM
President & CEO, Mitsubishi Paper Engineering Co., Ltd.

Mr. Nakauchi was involved in Engineering Division of Oji Paper Co., Ltd. for a long time as wellas in the management of a number of core mills of Oji Paper Co., Ltd. He has extensive experienceand excellent insight into production in paper and pulp business. He also has held core positionsin technology and production areas at MPM, and is expected to demonstrate his management skills
in strongly promoting the medium-term management plan in cooperation with the Oji Group. He
has thus been nominated as a candidate for Director.
No. (Date of birth, etc.)

Name

6

Yoshihiro Kataoka

Number of shares of MPM held: 0 shares

Profile and position
April 1980
April 1983
September 1984
June 1990
June 2010
June 2011
March 2013

(July 30, 1954)
age 69April 2014
June 2019
June 2021
July 2022

Registered as an attorney-at-law
Hosoda and Kataoka Law Office
Chief, Yoshihiro Kataoka Law OfficePartner Chief, Kataoka & Kobayashi Lpc. (to present)
Supervisor, Comforia Residential REIT, Inc.
Outside Audit & Supervisory Board Member, The Higo Bank, Ltd.
Outside Audit & Supervisory Board Member, Silis Holdings Co., Ltd. (current
Silis Co.)
Outside Audit & Supervisory Board Member, Casa Inc.
Outside Director, MPM (to present)
Outside Director, Higo Bank, Ltd. (Audit & Supervisory Committee Member)Supervisor, SHIMIZU PRIVATE REIT, Inc. (to present)

Important positions concurrently held at other companies, etc.
Attendance of Board of Directors
Partner Chief, Kataoka & Kobayashi Lpc
meetings 100% (16/16)
Supervisor, SHIMIZU PRIVATE REIT, Inc.
REAPPOINTMENT
Reasons for nominating as a candidate for Outside Director and expected roles, etc.
CANDIDATE
Mr. Yoshihiro Kataoka has legal expertise as a lawyer and many years of experience in corporate
legal affairs, and has sufficient insight to oversee corporate management. Corporate governance is
OUTSIDE DIRECTOR
expected to be strengthened through recommendations to the overall management of MPM. As an
CANDIDATE
Outside Director, he is expected to play a role in determining important matters and supervising
INDEPENDENT DIRECTOR business execution from an independent position. He has thus been nominated as a candidate for
Outside Director. If he is elected, he will be involved in the selection of candidates for the MPM’s
CANDIDATEBoard of Directors and decisions on executive compensation and other matters from an
independent standpoint as a member of the Nomination and Remuneration Committee.
Years as a Director: 5 years(at the close of this general
meeting of shareholders)8No. (Date of birth, etc.)

Name

7

Atsuko Watanabe

Number of shares of MPM held: 0 shares

Profile and position
April 1996
August 2010
June 2021
June 2023

Registered as an attorney-at-law and joined Nagaishi Law OfficeWatanabe Atsuko Law Office (current Watanabe General Law Office) (topresent)
Outside Director, Hokkan Holdings Limited (to present)
Outside Director, MPM (to present)

Important positions concurrently held at other companies, etc.
President, Watanabe General Law OfficeOutside Director, Hokkan Holdings Limited
Reasons for nominating as a candidate for Outside Director and expected roles, etc.
Ms. Atsuko Watanabe has legal expertise as a lawyer and many years of experience in corporate
and labor legal affairs, and has sufficient insight to oversee corporate management. Corporate
governance is expected to be strengthened through recommendations to the overall management(February 3, 1964)of MPM. As an Outside Director, she is expected to play a role in determining important mattersage 60Attendance of Board of Directors and supervising business execution from an independent position. She has thus been nominated asa candidate for Outside Director. If she is elected, she will be involved in the selection of candidates
meetings 100% (12/12)
for the MPM’s Board of Directors and decisions on executive compensation and other matters
REAPPOINTMENT
from an independent standpoint as a member of the Nomination and Remuneration Committee.
CANDIDATEOUTSIDE DIRECTORCANDIDATEINDEPENDENT DIRECTORCANDIDATE
Year as a Director: 1 year
(at the close of this general
meeting of shareholders)No. (Date of birth, etc.)

Name

8

Soichi Nadahara

Number of shares of MPM held: 0 shares

Profile and position
April 1986
April 2001
April 2004
October 2004
April 2006
April 2011
(December 2, 1957)
age 66
NEW APPOINTMENTCANDIDATEOUTSIDE DIRECTORCANDIDATEINDEPENDENT DIRECTORCANDIDATE

April 2013
June 2014
October 2014
April 2021
June 2021
April 2023

Joined Toshiba Corporation
Group Manager, Processing Technology Promotion Center, Semiconductor
Equipment Company, Toshiba Corporation
General Manager, Technical Administrative Division, Semiconductor
Equipment Company, Dainippon Screen MFG. Co., Ltd.
Vice President, Semiconductor Equipment Company and General Manager,
Technical Administrative Division, Dainippon Screen MFG. Co., Ltd.
Vice President, Semiconductor Equipment Company and Corporate Officer,
Dainippon Screen MFG. Co., Ltd.
Vice President, Semiconductor Equipment Company and Senior Corporate
Officer, Dainippon Screen MFG. Co., Ltd.
Senior Corporate Officer, Chief Technology Officer (CTO), General Manager,
Technological Development Center, Dainippon Screen MFG. Co., Ltd.
Managing Director, CTO, Dainippon Screen MFG. Co., Ltd.
Managing Director, CTO, SCREEN Holdings Co., Ltd.
Managing Director, Senior Fellow, SCREEN Holdings Co., Ltd.
Senior Fellow, SCREEN Holdings Co., Ltd.
Advisor, SCREEN Holdings Co., Ltd. (to present)

Important positions concurrently held at other companies, etc.
Visiting professor, Nagoya University
Associate professor, Kyoto University of Advanced Science
Reasons for nominating as a candidate for Outside Director and expected roles, etc.

[NEW APPOINTMENTCANDIDATE]

Mr. Soichi Nadahara is engaged in research and develop at several manufacturing companies,
while at SCREEN Holdings Co., Ltd., he plays an active role in the management thereof as
Managing Director and Chief Technology Officer and has been promoting the acquisition oftechnologies through open innovation in coordination with universities, companies, etc. in andoutside Japan. He has been nominated as a candidate for Outside Director in the hope that he willplay the role of supervising decision-making on important matters and the execution of duties froman independent standpoint as Outside Director and provide advice necessary for MPM to realize
further progress as a company utilizing technological capabilities.

9

(Notes) 1. The number of dilutive shares is the number equivalent to the number of vested points as of the end of
March 2024 under the performance-linked stock compensation plan utilizing the BIP Trust.
2. Each candidate does not have any special interest in the Company.
3. Directors and Officers Liability Insurance (D&O Insurance) Agreement
MPM has entered into a D&O Insurance Agreement with an insurance company, naming the MPM’s Directors
as the insured. The D&O insurance policy is designed to cover damages that may arise due to the insured
assuming responsibility for the performance of their duties or receiving claims related to the pursuit of such
responsibility. All candidates are scheduled to be insured under this D&O Insurance policy if they areappointed as Directors and assume their offices as Directors.
4. Mr. Yoshihiro Kataoka, Ms. Atsuko Watanabe, and Mr. Soichi Nadahara are candidates for Outside
Director.
(1) Limitation of Liability Agreement
Mr. Yoshihiro Kataoka and Ms. Atsuko Watanabe have entered into a Limitation of Liability Agreementwith MPM which will be effective during their service pursuant to Article 427 Paragraph 1 of theCompanies Act. If Mr. Soichi Nadahara becomes an outside director, he plans to enter into a Limitationof Liability Agreement with MPM which will be effective during his service pursuant to Article 427
Paragraph 1 of the Companies Act. Based on this agreement, liability for compensation for damages under
Article 423 Paragraph 1 shall be limited to 10 million yen or the minimum amount stipulated by law,whichever is greater.
(2) Independent Director
MPM plans to notify the Tokyo Stock Exchange that these three people have become Independent
Directors.
(Reasons for notification as Independent Director)
These three people meet the Independence Criteria for MPM’s Independent Directors. In considerationof this and the expertise that they have, MPM will appoint them as an Independent Director with nopossibility of conflicts of interest with the general shareholders of MPM.
(3) Term as Outside Director
Mr. Yoshihiro Kataoka and Ms. Atsuko Watanabe will have served as Outside Director for five (5) years
and one (1) year, respectively, at the close of this Ordinary General Meeting of Shareholders.
(4) Reasons for recommending candidates who have been involved in corporate management only by way of
becoming outside officers
Although Mr. Yoshihiro Kataoka and Ms. Atsuko Watanabe have been involved in corporate
management only by way of becoming outside officers, the Company has determined, as described abovein the reasons for electing them as candidates for Outside Directors, that these two persons will adequately
execute their duties as Outside Directors.

10

(Reference 1) For your reference, the relevant provisions of “MPM Corporate Governance Basic Policy” pertaining to
Directors are listed below:(Director Qualification and Nomination Procedures)
Article 18. The post of MPM’s director shall be filled by a person who has integrity, insights, abilities and a wealth ofexperience, etc. as well as an elevated sense of ethics.
2. When determining a director candidate, MPM shall pay attention to the diversity of those who compose theBoard of Directors, weighing the balance between personnel who can play to their strengths in corporate
management in a business area in which the group currently operates, or may operate in the future, personnel
who are fit for business administration, personnel who can adequately fulfill supervising functions and others.
3. With respect to outside director candidates, MPM shall nominate personnel who can provide suggestions andadvice aimed at frank and active, and constructive deliberations regarding corporate management based on
their experience, knowledge, expertise, etc., and, from his/her independent standpoint, supervise corporate
management and monitor any conflict of interest between the management team, etc. and MPM and have
opinions of stakeholders reflected appropriately.
4. The independence of an outside director shall be judged based on the Independence Criteria in the Appendix.
5. A decision on any director candidate nomination shall be made by the Board of Director In light of thepreceding four paragraphs after seeking and receiving advice from the Nomination and Remuneration
Committee.
6. All directors shall be appointed to a one-year term of office and shall be subject to an election at an ordinary
general meeting of shareholders.
(Establishment of a Voluntary Nomination and Remuneration Committee)
Article 23. MPM establishes a Nomination and Remuneration Committee as an advisory body for the Board of Directors.
2. Members of the Nomination and Remuneration Committee shall be elected from among representative
directors and independent outside directors and be chaired by an independent outside director.
3. The Nomination and Remuneration Committee shall, in response to inquiry from the Board of Directors,
examine the appropriateness of the contents of proposals to be presented to the Board of Directors, and give
advice, with respect to each of the following items:i) Director and Audit & Supervisory Board Member candidate nomination and CEO, executive director,
operating officer and executive officer elections and dismissals; andii) Policy on remuneration of directors and executive officers and details of the remuneration for eachindividual.
4. Any inquiry on the contents of proposals to be presented to the Board of Directors set forth in the preceding
paragraph shall as a general rule be made by the President and Representative Director. If the Board of
Directors provides otherwise, however, such a procedure shall be followed.

(Reference 2) The balance of knowledge, experience and ability of each candidate is as follows.
Candidate names

Attribute Corporate
Finance
Manufacturing, Sales and Personnel
Purchasing Global Legal and ESG
management andtechnology and marketing and laborandmindset complianceaccounting R&D
management procurement

Ryuichi KisakaInternal●●

Shigeharu Sanada

Internal●●

Yuji Takagami

Internal●●

Kunihiro Nakagawa

Internal●●

Kazuhiro Nakauchi

Internal●

Yoshihiro Kataoka

OutsideAtsuko Watanabe

OutsideSoichi Nadahara

Outside

●

●

●
●

●

●

●
●

●
●
●

●

●

●

●
●

11

Proposal No. 2: Election of One (1) Audit & Supervisory Board Members
The tenure of Mr. Hiroaki Tonooka as outside member of Audit & Supervisory Committee will expire
at the closing of this Ordinary General Meeting of Shareholders, and the Company proposes his reelection.
The consent of the Audit & Supervisory Board has been obtained for this proposal.
The selection of the candidates was made in accordance with the requirements and proceduresprescribed in MPM Corporate Governance Basic Policy.*
The candidates are as follows:(*) For your reference, the relevant provisions of “MPM Corporate Governance Basic Policy” pertaining to Audit &Supervisory Board Members are listed below:(Audit & Supervisory Board Member Qualification and Nomination Procedures)
Article 20. The post of MPM’s Audit & Supervisory Board Member shall be filled by a person who has integrity,
insights, abilities and a wealth of experience, etc. as well as an elevated sense of ethics, who is
independent of business executors, and who can adequately audit the management of the MPM Groupby maintaining a fair and unbiased attitude.
2. At least one Audit & Supervisory Board Member of MPM shall be appointed from people who haveappropriate knowledge of finance and accounting.
3. The independence of an Outside Audit & Supervisory Board Member shall be judged based on the
Independence Criteria in the Appendix.
4. A decision on candidates for Audit & Supervisory Board Members including substitute Audit &Supervisory Board Members shall be made by the Board of Director in light of the preceding threeparagraphs after seeking and receiving advice from the Nomination and Remuneration Committee.
Date of birth, etc.

Name

Number of shares of MPM held: 0 shares

Hiroaki Tonooka
Profile and position
April 1976

(January 23, 1953)
age 71
Attendance of Board of Directors
meetings 100% (16/16)
Attendance of Audit & Supervisory
Board Member
100% (17/17)

REAPPOINTMENTCANDIDATE

Joined Meiji Life Insurance Company (present Meiji Yasuda Life Insurance
Company)
July 2005
Director, General Manager, Corporate Market Development Department,
Meiji Yasuda Life Insurance Company
December 2005 Director, Meiji Yasuda Life Insurance Company
April 2006
Senior Managing Director, Meiji Yasuda Life Insurance Company
July 2006
Managing Executive Officer, Meiji Yasuda Life Insurance Company
April 2008
Senior Managing Executive Officer, Meiji Yasuda Life Insurance Company
July 2012
Director and Executive Officer, Vice President, Meiji Yasuda Life Insurance
Company
June 2014
Outside Corporate Auditor, Nippon Kayaku Co., Ltd.
April 2016
Director, Meiji Yasuda Life Insurance Company
June 2016
Advisor, Meiji Yasuda Life Insurance Company
Outside member of Audit & Supervisory Committee, MPM (to present)
July 2016
Executive and Councilor, The Kitasato Institute(to present)
May 2022
Councilor, Japan College of Social Work (to present)
Important positions concurrently held at other companies, etc.
Director and Councilor, The Kitasato Institute and Councilor, Japan College of Social Work
Reasons for nominating as a candidate for Outside Audit & Supervisory Board Member

OUTSIDE AUDITCANDIDATEINDEPENDENT AUDITCANDIDATE
Years as an Audit & Supervisory
Board Member: 8 years(at the close of this general
meeting of shareholders)Mr. Hiroaki Tonooka has served as Director, Executive Officer and Deputy President of Meiji
Yasuda Life Insurance Company and has expert knowledge of financial affairs and accounting andabundant experience in corporate management. He is nominated as candidate for outside memberof Audit & Supervisory Board in the hope that he will perform adequate and effective auditing
functions regarding the management of the Company from an independent standpoint as outside
member of Audit & Supervisory Board, leveraging the above-mentioned experience.

12

(Notes) 1. No conflict of interests exists between MPM and Mr. Hiroaki Tonooka.
2. Directors and Officers Liability Insurance (D&O Insurance) Agreement
MPM has entered into a D&O Insurance Agreement with an insurance company, naming the MPM’s Audit& Supervisory Board Members as the insured. The D&O insurance policy is designed to cover damages
that may arise due to the insured assuming responsibility for the performance of their duties or receiving
claims related to the pursuit of such responsibility. All the candidates are scheduled to be insured under thisD&O Insurance policy if they are appointed as Audit & Supervisory Board Members and assume theiroffices as Audit & Supervisory Board Members.
3. Mr. Hiroaki Tonooka is a candidate for Outside Audit & Supervisory Board Member.

13

Business Report(From April 1, 2023 to March 31, 2024)

1. Current Status of the Corporate Group(1) Business Developments and Results
During the fiscal year ended March 31, 2024, the business environment surrounding the Group continued torecover, mainly due to the normalization of social activities and a recovery in inbound demand. Meanwhile,the high degree of uncertainty remained, reflecting the high prices of raw materials and fuels, mainly linked
to growing geopolitical risks such as the prolonged Russian military invasion of Ukraine and rising tensions
in the Middle East, the impact of global monetary tightening, concerns regarding the future of the Chinese
economy, the continuing weakening of the yen and other factors.
Under these circumstances, the Group took steps to improve productivity and reduce costs, while in terms ofsales, it sought to revise product prices and expand sales of new products.
In addition, the Group instituted the following initiatives in line with the basic policy of the Medium-Term
Management Plan (for the fiscal year ended March 31, 2023 to the fiscal year ending March 31, 2025) inorder to enhance its corporate value.
(i) Strengthen our earing capacity by “selection and concentration” strategies and “expansion of new business”
The Group is strongly promoting the expansion of its growth businesses, namely the functional non-woven
fabrics-related business and the electronics-related field, to grow its business. The Group will continue toinvest intensively in the functional materials business to steadily increase sales and profits and make it its
core business. In addition, in the course of structural reforms based on the selection and concentration
strategies, the Group worked to restructure its organizations through efforts such as the integration ofsubsidiaries into the Company and the merger of subsidiaries with each other, while simultaneously sellingthe business of the Flensburg Mill of the Germany subsidiary and transferring the sports club operation
business and other businesses including thermal paper processing. The Group will continue to proceed with
its organizational transformation to bolster its profitability and strengthen corporate governance.
(ii) Contribution to green society
Aiming for the sustainable growth of the Group, the medium- to long-term enhancement of its corporate
value and contribution to society, the Group is promoting information disclosure in line with therecommendations of the TCFD (Task Force on Climate-related Financial Disclosures) regarding both therisks and opportunities that climate change poses to its business. With regard to its initiatives to reduce CO2
emissions, the Group participated in the GX League (GX: green transformation) to advance the initiatives toreach the target for 2030 that the Group has pledged to achieve in order to realize a carbon-neutral society.
In terms of the sales expansion of environmentally friendly products, the Group is seeking to expand sales ofkraft paper and barrier paper, which are in strong demand for use in paper bags for mail order and take-out
meals. The Group will contribute to reducing and eliminating the use of plastic and realizing a safe andcomfortable sustainable society.
(iii) Organizational change to promote sustainability
Under the Mitsubishi Paper Mills Group Basic Sustainability Policy, the Group will strive to enhance its
corporate value by earning trust and support from its stakeholders while also helping to address a range ofsocial issues, with a view toward realizing a sustainable society. In addition, it has established the Mitsubishi
Paper Mill’s Forest with Nissy & Kassy program with the aim of helping the Group’s shareholders increase
their understanding of the current status of the Group’s business activities and initiatives to promotesustainability, and encouraging shareholders’ involvement in these initiatives. Additionally, the Group has

14

decided to publish integrated reports in place of its corporate reports. By further enhancing the content of its
corporate reports, it will work to disclose more detailed information, thereby ensuring that all stakeholders
understand all of the activities of the Group.
The Group has renewed its core systems and built a new group-unifying IT infrastructure. The Group willcontinue to push forward with the introduction of digital technologies at its facilities, including plants,
improving operational efficiency and increasing work safety, while implementing digital transformation
initiatives that will enhance corporate value.
As a result, consolidated net sales for the fiscal year under review increased to 193,462 million yen (down
7.7% year on year).
On the profitability side, consolidated operating income came to 5,410 million yen (compared withconsolidated operating income of 968 million yen in the previous fiscal year), and consolidated ordinary
income was 7,098 million yen (compared with consolidated ordinary income of 3,089 million yen in theprevious fiscal year), reflecting the effects of product price revisions and cost reductions implemented torespond to the surging prices of raw materials and fuels. Profit attributable to owners of parent was 4,170
million yen (compared with a profit attributable to owners of parent of 571 million yen in the previous fiscal
year).
Operating results by segment are as follows:
In the fiscal year under review, the Company has reviewed the composition of each reportable segment inaccordance with the reorganization of the Group and the organizational change of the Company effective
April 1, 2023 and changed the segment for communication and specialty paper, including businesses operated
in Germany, from the sustainable fiber materials business to the functional materials business and the segment
to which Kitakami site products (photographic base paper) belong from the functional materials business tothe sustainable fiber materials business.
(2) Summary of Operations by Business Category(Functional Material Business) Ratio of net sales: 48.6%
Net sales 97,351 million yen (down 11.5% YoY) Operating income 4,053 million yen (up 27.6% YoY)
In industrial materials-related products, sales of separators for energy storage devices, rewrite media and tapebase paper rose from the previous year, but sales of air filters, water treatment membranes and decorative
laminate base paper decreased from the previous year.
In the imaging media-related business, revenue from inkjet paper fell below the level a year ago, reflecting adecrease of sales volume. The sales volume of special dry film resists increased year on year, but in monetary
terms, sales were lower than in the previous year.
In the information media-related business, the sales volumes of thermal paper, carbonless paper and PPC
paper were lower than the previous year, but in monetary terms, their sales rose year on year due to the effectof price revisions.
In Building material related products, sales of tape base paper increased year on year, while sales of laminatedboard base paper decreased year on year.
Regarding businesses operated in Germany, both sales volume and value declined, due mainly to the impact
of decreasing demand caused by concerns about economic recession.
As a result, the functional materials business as a whole posted lower sales and higher profits.
In the industrial materials-related business, the Group will seek to enhance its competitiveness through thecontinued improvement of quality and strengthen sales globally leveraging its overseas bases. In addition, it

15will work to tap into demand related to applications in growth areas, for example, water treatment membranes
for use in the manufacturing industry and desalination plants, separators for energy storage devices for use
in electric double layer capacitors and condensers and filters for use in total heat exchange equipment.
In the imaging media-related business, the Group will work to expand sales of special dry film resists not
only for communication applications but also in-vehicle related applications whose market is expected to
grow going forward. In the imaging media-related business, although demand for image output and printing
is declining, the Group will work to increase sales volume by expanding sales of products for signage labelingand industrial inkjet and promoting sales in developing countries in Asia, while seeking to improve
profitability by working to build an appropriate production system.
Regarding the information media-related business, the Group will continue to work to stabilize earnings while
simultaneously seeking to increase sales of added value products, for example, thermal paper for the POS
market and PPC paper for FSC-certified paper products.
In the building materials business, we will work to increase sales through exports of base paper for decorative
laminates as the housing slump in the U.S. and China recovers.
Regarding businesses operated in Germany, the Group will continue trying to stabilize profitability byfacilitating business structural reform programs at the Bielefeld Mill.
(Sustainable Fiber Materials Business) Ratio of net sales: 48.6%
Net sales 97,511 million yen (down 4.1% YoY) Operating income 1,177 million yen (- YoY)
In the domestic market for printing paper, while sales volume decreased compared to a year ago due to a fallin demand, revenue increased owing to the effect of price revisions. Given the market environment in which
the yen remained weak, exports increased year on year in both volume and monetary terms. With respect tothe production system, the Group has been working on efficient production and inventory reduction while
simultaneously assessing demand trends.
Commercial pulp recorded a decline in terms of both sales volume and sale value due to an accident thatinvolved production equipment.
As a result, the sustainable fiber materials business as a whole posted lower sales and higher profits.
In the domestic market, the Group has been working to maintain prices and optimize the production system
and inventory level. In addition, it has been expanding sales of kraft paper and environmentally friendly
wrapping paper with barrier and heat-sealing properties (barricote® paper) by establishing a track record ofuse, reflecting the strong demand for plastic-free and reduced-plastic products against the backdrop ofincreasing environmental awareness. In addition, the Group will aim to stabilize revenue in the sustainablefiber materials business by seeking to maximize synergies at both Hachinohe and Kitakami Mills and reduce
costs at each factory.
(Other Businesses) Ratio of net sales: 2.8%
Net sales 5,628 million yen (up 6.1% YoY) Operating income 245 million yen (up 104.1% YoY)

16

<Sales Amount by Business Category>FY2022 (158th term)
Business
Category

Upper column: Net sales
Lower column:
Operating income (loss)

YoY Changes(Figures in parentheses
indicate decreases)

FY2023 (159th term)

Percentage

Upper column: Net sales
Lower column:
Operating income (loss)%

Million yen

Million yen

AmountRatio%

Million yen%

97,351

48.6(12,615)(11.5)

Functional
materials

109,967
3,176

‒

4,053

74.0

877

27.6

Sustainablefiber materials

101,66846.9

97,511

48.6(4,157)(4.1)(2,423)

‒

1,177

21.5

3,601

‒

5,303

2.4

5,628

2.8

325

6.1

120

‒

245

4.5

125

104.1

100.0

200,491

100.0

873

‒

5,476

100.0

(7,397)‒(7,029)

‒

367

‒

95

‒

(66)

‒

(161)

‒

209,542‒

193,462‒(16,080)

(7.7)

968

‒

5,410

‒

4,442

458.7

Others

216,939

50.7

Percentage(16,447)

Total

Elimination or
corporate
Total

4,603

(7.6)
527.3

The segment information for the previous consolidated fiscal year is based on the reportable segments after
the change.
(3) Trends in Assets and Operating Results(i) Status of Assets and Operating Results of the Corporate GroupFY2020(156th term)

FY2021(157th term)

FY2022(158th term)

FY2023(159th term)(Million yen)

162,325(1,770)(636)

181,920
(248)
1,964

209,542
968
3,089

193,462
5,410
7,098

(Million yen)

(2,532)

1,096

(571)

4,170

(56.72)62,902
209,438

24.62
69,613215,879(12.97)72,041
227,058

95.28
90,954
235,380

Classification
Net sales
Operating income (loss)
Ordinary income (loss)
Profit (loss) attributable toowners of parent
Earnings (loss) per share
Net assets
Total assets(Million yen)
(Million yen)

(Yen)
(Million yen)
(Million yen)(4) Issues to be addressed
Based on the corporate philosophy “Live up to the trust of its customers in the world market,” “Be always
on the leading edge of technology” and “Contribute to preserving the global environment and creating a
recycling society,” the MPM Group is pursuing corporate activities to achieve its sustainable growth andenhance its corporate value over the medium to long term.
In line with the current medium-term management plan (fiscal year ended March 2023 – fiscal year ending
March 2025), the Company will aim at achieving a performance exceeding the initial target by executing themeasures described below. The Company is also devising a new medium-term management plan for the next
steps..

17[Medium-term Management Plan (FY2023/3-FY2025/3)]
In the fiscal year ended March 31, 2023, the Group began executing the Medium-Term Management Planby adopting “Creation of a New Mitsubishi Paper Mills Group” as a slogan to strengthen its earnings baseby advancing structural reforms at an unprecedented speed in response to the rapidly changing businessenvironment. The basic policy and implementation status of various measures in the Medium-Term
Management Plan are as follows.
(i) Strengthen our earning capacity by “selection and concentration” strategies and “expansion of new
business”- As a selection and concentration initiative, the Company is working to integrate group companies. (Pleaserefer to “Reorganization of Group Subsidiaries and the Company Structure.”) As of April 1, 2024, theCompany implemented reorganization by way of a merger of its group companies. Further, it plans tointegrate KJ SPECIALTY PAPER Co., Ltd. into the Company as of July 1, 2024. The restructuring ofsubsidiaries is intended to rationalize the organization, reduce fixed costs and strengthen corporate
governance, as well as to strengthen the integrated management of business divisions and mills. After the
implementation of the restructuring (July 1, 2024), the number of subsidiaries in the Group (excluding
companies under liquidation process, etc.) will be reduced from 25 as of March 31, 2022 to 11 (a decreaseof 14 companies).
- As a new business initiative, the Company is seeking to boost sales of functional products in the growthfields of functional non-woven fabrics-related and electronics-related businesses, by further enhancing
their research and development structures to ensure the products’ superior quality. With respect to printing
paper, the Company is working to form appropriate domestic sales prices by offsetting decreases indomestic demand with increases in export sales, while also focusing on expanding the export of pulp.
(ii) Contribution to green society- With respect to initiatives to reduce CO2 emissions, the Company participated in the GX League (GX:
green transformation) to advance initiatives to reach the target for 2030 (40% reduction compared to thelevel of fiscal year 2013) that the Company has pledged to achieve toward the realization of a carbonneutral society.
- Recognizing solving problems faced by society as a business opportunity, the Company is working todevelop and expand sales of products in the packaging field (kraft paper, barrier-coated paper) that
contribute to the reduction of plastic use and the achievement of safe, comfortable and sustainable society.
(iii) Organizational change to promote sustainability- The Company will establish Mitsubishi Paper Mill’s Forest with Nissy & Kassy program with the aim ofhelping its shareholders, through hands-on experience, achieve greater insight into the current status of
the Company’s activities to promote sustainability. The Company is preparing for the first tree planting
experience.
- From the viewpoint of diversity and inclusion, a female outsider director and a full-time member of Audit& Supervisory Committee were appointed in the fiscal year 2023, and a female executive officer was
assigned in the fiscal year 2024. The Company is also promoting the employment of foreign nationals
and people with disabilities.
- With the aim to promote working practice reform, the Company will work to expand the scope of workat-home system for persons who are acquiring childcare and nursing care hours, and will use a staggered
working hours system to improve work-life balance and productivity.
- To ensure compliance, the Company will improve its effectiveness through an enhanced internal
whistleblowing system, and will adhere to its Declaration on Elimination of Harassment announced infiscal year 2023, among other initiatives.
- The Company continued to publish an integrated report from the prior fiscal year to enhance18communication with its stakeholders, and will use Green Webcast on YouTube to promote information
disclosure.

Reorganization of Group Subsidiaries and the Company Structure
As of April 1, 2024, the Company implemented reorganization through the merger of its group companies.
They are intended to rationalize the organization, reduce fixed costs and strengthen corporate governanceby restructuring subsidiaries, as well as to strengthen the integrated management of business divisions andmills, enhance cooperation among related divisions, and strengthen company-wide controls. As a result,the number of subsidiaries and indirectly owned subsidiaries, excluding those that are in the course of
liquidation, decreased from 26 as of March 31, 2023, to 12 as of April 1, 2024.

19

In fiscal year ending March 2025, the final year of the medium-term management plan (fiscal year ended
March 2023 – fiscal year ending March 2025), the Company has set the following performance forecasts.
FY2025/3
Consolidated indicators
Forecasts
Medium-term management(Announced on May 13, 2024)
plan target values
Net sales
197.0 billion yen
195.0 billion yen
Operating income
8.0 billion yen
7.5 billion yen
Ordinary income
8.0 billion yen
8.5 billion yen
Interest-bearing debt
73.0 billion yen
76.0 billion yen
D/E ratios
0.7
1.0<Precondition> FY2025/3<Assumptions of performance forecasts>
Exchange rates: 150 yen/US$, Crude oil price (Dubai): 90US$/barrel, Coal price (Australia): 140US$/ton<Assumptions of medium-term management plan>
Exchange rates: 125 yen/US$, Crude oil price (Dubai): 85US$/barrel, Coal price (Australia): 200US$/ton[Response to inappropriate incident at a subsidiary of the Company]
On May 10, 2024, the Company announced details about an inappropriate incident concerning heat resistantpress board manufactured at Mitsubishi Paper Engineering Co., Ltd., a subsidiary in the Company’s
Shirakawa site, and established a special investigating committee consisting of external experts. The
committee is working to establish a complete picture of the incident, analyze causes and propose preventive
measures. The Company will give full cooperation to the special committee to ensure prompt and effective
investigation, and review the group-wide quality management system for future reforms.
(5) Capital Investment
We have been engaging in capital investment with a focus on productivity improvement, environmental
measures, and information technology infrastructure restructuring. We made capital investment of 1,472
million yen in the fiscal year under review, and major facilities and equipment that were completed or ongoing
as of the end of the fiscal year under review are as follows.
A. Major facilities that were completed during the fiscal year under review- The Company
Company-wide IT infrastructure restructuring
Renewal of paper quality measuring equipment for No. 2 coating machine at Hachinohe Mills
Head office layout change
B. Major ongoing facilities as of the end of the fiscal year under review- The Company
Relocation work for heat resistant electrically insulated pressboard manufacturing facilities
Energy-saving measures- Mitsubishi HiTec Paper Europe GmbHNew construction of warehouses and improvement work for in-house warehouses(6) Fund Procurement
Funds for facilities and working capital during the fiscal year under review were financed by cash on hand,borrowings from financial institutions, and the issuance of commercial paper, among other means.

20(7) Status of Principal Parent Companies and Subsidiaries (As of March 31, 2024)(i) Status of parent company
Not applicable.
(ii) Status of the important subsidiary companies
Company name
Mitsubishi Oji Paper Sales Co., Ltd.

Percentage of
Capital stock
voting rights ofMain business(Million yen)
the Company
600
99.9 Sale of paper, chemicals, etc.

Mitsubishi Paper Engineering Co., Ltd.

150

100.0

Design/installation of various machine andequipment construction

RYOSHI Co., Ltd.

100

100.0

Operation of insurance agencies and realestate business

NAMITSU Co., Ltd.

90

100.0 Cargo transportation and warehousing

MPM OJI Home Products Co., Ltd.

8070.0 Manufacture and sale of household paper

Shin-Hokuryo Forest Products Co., Ltd.

70

100.0 Manufacture and sale of wood chips, etc.

Toho Tokushu Pulp Co., Ltd.

60

100.0 Manufacture and sale of special pulp

KJ SPECIALTY PAPER Co., Ltd.

50

100.0

Manufacturing, processing and sale ofchemical paper

Katsumata Co., Ltd.

46

99.9

Manufacture and sale of processed paper
products

Takasago Paper Processing Co., Ltd.

30

100.0 Paper trimming, grading and packaging

Ryoukou Co., Ltd.

20

100.0 Construction industry, machine repair

MPM Operation Co., Ltd.

20

Entrustment with operation and
100.0 management of production activities ofHachinohe Mill

Kyoryo Chemical Co., Ltd.

12100.0 Finishing of sensitive coated paper

Mitsubishi Paper Holding (Europe)GmbH

ThousandEUR
1,000

100.0 Management of European affiliates

Mitsubishi HiTec Paper Europe GmbH

ThousandEUR
11,759100.0 Manufacture and sale of paper

Mitsubishi Imaging (MPM), Inc.

USD
1,000

MPM Hong Kong Limited

Thousand
HKD
700

Zhuhai MPM Filter Limited

Thousand
CNY20,103

100.0

Sale of paper and photographic/printing
plate materials

100.0 Sale of speciality materials
100.0

Manufacturing, processing and sale ofspeciality materials(Notes) 1. Percentage of voting rights of MPM in Toho Tokushu Pulp Co., Ltd., Katsumata Co., Ltd. and Mitsubishi
HiTec Paper Europe GmbH includes those of MPM’s subsidiaries.
2. The Company and its subsidiaries conducted the absorption-type merger of their subsidiaries as part of thegroup reorganization on April 1, 2024, and the status of significant subsidiaries as of the same date is asfollows. On July 1, 2024, KJ Specialty Paper Co, Ltd will be integrated into the Company.

21

Company name
Mitsubishi Oji Paper Sales Co., Ltd.

Percentage of
Capital stock
voting rights ofMain business(Million yen)
the Company
600
99.9 Sale of paper, chemicals, etc.
Design/installation of various machine andequipment construction

Mitsubishi Paper Engineering Co., Ltd.

150

100.0

NAMITSU Co., Ltd.

90

100.0 Cargo transportation and warehousing

MPM OJI Home Products Co., Ltd.

8070.0 Manufacture and sale of household paper

Toho Tokushu Pulp Co., Ltd.

60

100.0 Manufacture and sale of special pulp

KJ SPECIALTY PAPER Co., Ltd.

50

100.0

Manufacturing, processing and sale ofchemical paper

Katsumata Co., Ltd.

46

99.9

Manufacture and sale of processed paper
products

MPM Operation Co., Ltd.

20

Entrustment with operation and
100.0 management of production activities ofHachinohe Mill

Mitsubishi Paper Holding (Europe)GmbH

ThousandEUR
1,000

100.0 Management of European affiliates

Mitsubishi HiTec Paper Europe GmbH

ThousandEUR
11,759100.0 Manufacture and sale of paper

Mitsubishi Imaging (MPM), Inc.

USD
1,000

100.0

Sale of paper and photographic/printing
plate materials

MPM Hong Kong Limited

Thousand
HKD
700

100.0 Sale of speciality materials

Zhuhai MPM Filter Limited

Thousand
CNY
20,103100.0

Manufacturing, processing and sale ofspeciality materials(iii) Status of equity-method affiliated companies
Company name

Percentage of
Capital stock
voting rights of(Million yen)
the Company

MPM Oji Eco Energy Co., Ltd.

400

Hyogo Clay Co., Ltd.

25

Forestal Tierra Chilena Ltda.

Main business

Power generation business, power sales
45.0 business, and any other business incidental
or related thereto
Manufacturing of tankal and pigments for
36.2
inkjet paper

Thousand
USD
5,096

Transfer of land and plantation assets in
50.0 January 2018 and scheduled to beliquidated in the future.

(iv) Others
MPM is an equity-method affiliated company of Oji Holdings Corporation, which owns 33% of voting rightsof MPM.

22

(8) Principal Business (as of March 31, 2024)
Water treatment materials, building materials, separator for electricity storage device, airfilter, electronic and industrial materials, thermo rewritable products, inkjet paper,
Functional Materials photosensitive materials, printing and prepress materials, information software products for
Business
printing, etc.,
printing plates for newspaper, communication paper, heat resistant pressboard, healthcare,
paper straws,
Sustainable Fiber
Materials BusinessUncoated printing paper, fine coated printing paper, coated printing paper, special printing
paper and sanitary paper
packaging papers, white paperboard, other specialty paper, bleached kraft pulp, specialty
pulp

Other Businesses

Engineering services, insurance agency business and real estate industry leasing(9) Main Offices and Mills (as of March 31, 2024)(i) The Company
Head Office
Mills and Offices
Laboratories

2-10-14 Ryogoku, Sumida-ku, Tokyo
Takasago Mill (Hyogo), Kyoto Mill (Kyoto), Hachinohe Mill (Aomori), Kitakami Division(Iwate)Takasago R&D Laboratory (Hyogo), Kyoto R&D Laboratory (Kyoto)(ii) Subsidiaries
Kyoryo Chemical Co., Ltd. (Kyoto), KJ SPECIALTY PAPER Co., Ltd. (Shizuoka),
Takasago Paper Processing Co., Ltd. (Hyogo)
Functional Materials Mitsubishi Paper Holding (Europe) GmbH (Germany)
Business
Mitsubishi HiTec Paper Europe GmbH (Germany)
Mitsubishi Imaging (MPM), Inc. (United States), MPM Hong Kong Limited (China),
Zhuhai MPM Filter Ltd. (China)

Sustainable Fiber
Materials Business

Mitsubishi Oji Paper Sales Co., Ltd. (Tokyo), Toho Tokushu Pulp Co., Ltd.(Tokyo),
Katsumata Co., Ltd. (Saitama)
MPM Operation Co., Ltd. (Aomori Prefecture), Shin-Hokuryo Forest Products Co., Ltd.
(Aomori Prefecture)
MPM OJI Home Products Co., Ltd. (Aomori)
NAMITSU Co., Ltd.(Osaka)

Other Businesses

Mitsubishi Paper Engineering Co., Ltd. (Aomori), RYOSHI Co., Ltd. (Tokyo)
Ryoukou Co., Ltd. (Hyogo)(Note) The Company and its subsidiaries conducted the absorption-type merger of their subsidiaries as part of the group
reorganization on April 1, 2024, the details of which are described in Note 2 in “1. Current Status of the Corporate
Group (7) Status of Principal Parent Companies and Subsidiaries (ii) Status of the important subsidiarycompanies.”23

(10) Employees (As of March 31, 2024)(i) Status of Employees in the Corporate Group
Business Category

Number of employees

Functional materials

1,374

Sustainable fiber materials

1,129

Others233

Group-wide (not belonging to any specific segment)

96
2,832
(Change from the previous period:-339)

Total(Note) The number of employees in the Company-wide (not belonging to any specific segment) category includes
employees who belong to the administration division that cannot be classified into any specific businesssegment.

(ii) Status of Employees in the Company
Number of employees

Change from the end of theprevious period

Average age

Average years ofcontinuous service

607

+106

47.9

25.8

(Note) Other than the above, 527 employees are seconded to subsidiaries, etc.

(11) Major Lender (As of March 31, 2024)
Borrowing amount (Million yen)

LenderSyndicated loans

12,680

The Norinchukin Bank

12,057

MUFG Bank, Ltd.

10,077Development Bank of Japan, Inc.

5,257

The Nanto Bank, Ltd.

4,806

Joyo Bank, Ltd.

4,593

(Note) Syndicated loans are those provided by 25 financial institutions led by MUFG Bank, Ltd.

24

2. Matters related to the Company’s shares (As of March 31, 2024)(1) Total number of shares authorized(2) Total number of shares issued(3) Number of shareholders

90,000,000 shares
44,741,433 shares
16,526 people(up 249 people from the end of the previous fiscal year)(4) Major shareholders
Name of shareholder

Number of shares held

Shareholding ratio

Oji Holdings Corporation

14,693,000 shares

32.9%

Isao Nasu

2,128,500 shares

4.8%

The Master Trust Bank of Japan, Ltd. (Trust account)

1,178,300 shares

2.6%

Mitsubishi Paper Mills Shareholder Association

979,850 shares

2.2%

SBI SECURITIES Co., Ltd.

960,325 shares

2.2%

The Master Trust Bank of Japan, Ltd. (Officer compensation
BIP trust account, 76,599 units)

863,739 shares

1.9%

FUJIFILM Holdings Corporation

850,000 shares

1.9%

INTERACTIVE BROKERS LLC

703,600 shares

1.6%

The Norinchukin Bank

650,000 shares

1.5%

Tashiroya Limited Liability Company

481,100 shares

1.1%(Note) The ratio of share contribution is calculated with treasury stock (75,794 shares) deducted. Treasury stock does
not include shares of MPM owned by the Board Incentive Plan.

Distribution of shareholders by shareholder type ← Pie chart
Category

Number of shareholders

Number of shares held

Shareholding ratio

Financial institutions

26 persons

5,258,021 shares

11.7%

Other corporations

200 persons

20,134,770 shares

45.0%

Individuals and others

16,155 persons

14,085,439 shares

31.5%

Foreign corporations and others

106 persons

2,979,900 shares

6.7%

Financial instruments business operators

39 persons

2,283,303 shares

5.1%

Total

16,526 persons―

100.0%(5) Status of shares granted to Company officers during the fiscal year under review as consideration for
performance of duties
Number of shares
Directors (excluding Outside Directors)

20,316 shares

Number of eligible
Directors
1(Notes) 1. Details of the Company’s stock-based compensation are described in “3. Matters related to company officers,(4) The amounts of compensation for Directors and Audit & Supervisory Board Members concerning the
fiscal year under review.”
2. The number of shares above includes 6,116 shares that were converted into cash for the purpose of tax payment.

25

3. Matters related to company officers(1) Names and the status of important concurrent positions of Directors and Audit & Supervisory Board
Members (as of March 31, 2024)
President(Representative Director)
Representative Director
Director
Director

Ryuichi Kisaka
Shigeharu Sanada
Shigeji Matsuzawa
Yuji Takagami
Kunihiro
Nakagawa

Director
Director

Yoshihiro Kataoka

Director

Kazunori
Shinohara

Director

Atsuko Watanabe

Full-time Audit &Supervisory Board Member
Full-time Audit &Supervisory Board Member
Audit & Supervisory Board
MemberAudit & Supervisory Board
MemberPartner, Director, Kataoka & Kobayashi LPC
Supervisor, SHIMIZU PRIVATE REIT, Inc.

President, Watanabe General Law OfficeOutside Director, Hokkan Holdings Limited

Yasuyuki Kusuda
Nobuko Otsuka
Hiroaki Tonooka
Satoshi Takizawa

Director, Trustee, The Kitasato Institute
Trustee, Japan College of Social Work
(Representative Director, President, Mitsubishi UFJ TrustBusiness Co., Ltd.)(2) Names and responsibilities of Executive Officers (As of March 31, 2024)
Position
Executive Officer,*
President & CEO
Senior Executive*
Vice President

Senior Managing
Executive Officer
Managing Executive
OfficerManaging Executive*
OfficerManaging Executive*
OfficerManaging Executive
Officer*

Name
Ryuichi Kisaka

Responsibilities
In charge of Technology Div.

In charge of Strategy Planning Division and Corporate Governance
Division
Shigeharu Sanada
Responsible for Internal Audit Department
Director responsible for Sustainability Promotion
General Manager, Technology Division
Head of Hachinohe Mill, Head of Kitakami Mill, Deputy General
Kazuhiro Nakauchi
Manager, Sustainable Fiber Materials Div.
President & CEO, MPM Operation Co., Ltd.
Shigeji Matsuzawa Officer responsible for German operations
General Manager, Sustainable Fiber Materials Div.
Director, President, Mitsubishi Oji Paper Sales Co., Ltd.
General Manager, Functional Materials Div.
Kunihiro Nakagawa
General Manager, Research and Development Div.
Yuji Takagami

Teiji Ota

Executive Officer

Hiroaki Kobayashi

Executive Officer

Takao Fujiura

Executive Officer

Hironori Oikawa

Executive Officer

Hiroshi Mohara

Deputy General Manager, Sustainable Fiber Materials Div.
Deputy General Manager, Technology Div., General Manager,
Technology Dept.
Responsible for Engineering BusinessPresident & CEO, Mitsubishi Paper Engineering Co., Ltd.
General Manager, Corporate Governance Div.
Head of Takasago Mill, Deputy General Manager, Functional
Materials Div.
Chairman, Zhuhai MPM Filter Limited
Deputy General Manager, Functional Materials Div.

26

Executive Officer
Executive Officer
Executive Officer
Executive Officer
Executive Officer
Executive Officer

Officer responsible for German operations
President, Mitsubishi Paper Holding (Europe) GmbH
Ikuo Fujita
President, Mitsubishi HiTec Paper Europe GmbH
President & CEO, Mitsubishi Imaging (MPM), Inc.
Ryuki Fuchiwaki President & CEO, KJ SPECIALTY PAPER Co., Ltd.
Fujitaka Mizushima General Manager, Strategy Planning Div.
Deputy General Manager, Functional Materials Division and General
Hidetaka Tsukada Manager, Functional Materials Sales Department
Managing Executive Officer, Mitsubishi Oji Paper Sales Co., Ltd.
Head of Kyoto Mill, Deputy General Manager, Functional Materials
Yukio Tokunaga
Div.
Deputy General Manager, Sustainable Fiber Materials Div.
Sadao Nakamura
Managing Executive Officer, Mitsubishi Oji Paper Sales Co., Ltd.

Executive Officers with an asterisk concurrently serve as a Director.
(Notes) 1. Directors Yoshihiro Kataoka, Kazunori Shinohara and Atsuko Watanabe are Outside Directors.
2. Audit & Supervisory Board Members Hiroaki Tonooka, Satoshi Takizawa, and Nobuko Otsuka are Outside
Audit & Supervisory Board Members.
3. Ms. Nobuko Otsuka, member of Audit & Supervisory Committee, has a high degree of knowledge infinancial affairs and accounting, having worked over many years in the fields of tax affairs, accounting andinternal auditing at the taxation bureau, a tax accountant corporation and Oji Holdings Corporation.
4. Audit & Supervisory Board Member Hiroaki Tonooka has many years of experience in financial institutions
including his serving as a Director and an Executive Officer at Meiji Yasuda Life Insurance Company andhas expertise in accounting and finance.
5. Audit & Supervisory Board Member Satoshi Takizawa has many years of experience in financial
institutions including his serving as a Director and a Senior Managing Executive Officer at Mitsubishi UFJ
Trust and Banking Corporation and has expertise in accounting and finance.
6. MPM has notified the Tokyo Stock Exchange of the appointment of Directors Yoshihiro Kataoka, Kazunori
Shinohara, Atsuko Watanabe and Audit & Supervisory Board Members Hiroaki Tonooka and Satoshi
Takizawa as Independent Directors and Audit & Supervisory Board Members with no possibility ofconflicts of interest with general shareholders.
7. There are no Directors and Audit & Supervisory Board Members who assumed or left office from the day
following the 158th Annual General Meeting of Shareholders held during the fiscal year under review (June29, 2023) to the end of the fiscal year.
8. Responsibilities of Executive Officers and Mission Executives have been changed as follows, effective April
1, 2024.
* A head of an important organization, who participates in management meeting which is the highest
decision-making organ for the management team, is assigned as Executive Officer with the aim ofclarifying management responsibilities and ensuring timely decision-making. Meanwhile, a person who
serves as deputy head, etc. of an important organization and plays an important role as an officer in a
specific area is assigned as Mission Executive.
Position
Executive Officer,
President & CEO
Senior Executive
Vice President

Name

Responsibilities

Ryuichi Kisaka(In charge of Technology Div.)

Shigeharu Sanada

In charge of Corporate Governance Div.
General Manager, Strategy Planning Div.
Responsible for Internal Audit Department
Director responsible for Sustainability Promotion

27

Senior Managing
Executive Officer
Managing
Executive Officer
Managing
Executive Officer

Executive Officer
Executive Officer
Executive Officer

Executive Officer

Executive Officer

Mission Executive
Mission Executive
Mission Executive

Mission Executive

Mission Executive

Mission Executive

Mission Executive
Mission Executive
Mission Executive

General Manager, Technology Division
Deputy General Manager, Research and Development Div.
Kazuhiro Nakauchi
President & CEO, Mitsubishi Paper Engineering Co., Ltd.
General Manager, Sustainable Fiber Materials Div.
Director, President, Mitsubishi Oji Paper Sales Co., Ltd.
General Manager, Functional Materials Div.
In charge of Research and Development Division and German
Kunihiro Nakagawa
operations
President & CEO, KJ SPECIALTY PAPER Co., Ltd.
Head of Hachinohe Mill, Head of Kitakami Mill, Deputy General
Hiroaki Kobayashi Manager, Sustainable Fiber Materials Div.
President & CEO, MPM Operation Co., Ltd.
Takao Fujiura(General Manager, Corporate Governance Div.)
Head of Takasago Mill and Head of Kyoto Mill
Hironori Oikawa
Deputy General Manager, Functional Materials Div.
Officer responsible for German operations
President & CEO, Mitsubishi Paper Holding (Europe) GmbH,
Ikuo Fujita
President & CEO, Mitsubishi HiTec Paper Europe GmbH
President & CEO, Mitsubishi Imaging (MPM), Inc.
General Manager, Research and Development Division andGeneral Manager, Research and Development Planning OfficeWakana Aizawa
General Manager, Intellectual Property Department
Deputy General Manager, Technology Div.
Chairman, Zhuhai MPM Filter Limited
Hiroshi Mohara
Deputy General Manager, Functional Materials Div.
Ryuki Fuchiwaki (General Manager, Internal Audit Department)
Assistant officer responsible for German operations
Senior Executive Vice President, Mitsubishi Paper Holding
Fujitaka Mizushima(Europe) GmbH, Senior Executive Vice President, Mitsubishi
HiTec Paper Europe GmbH
(Senior Executive Vice President, KJ SPECIALTY PAPER Co.,
Hidetaka Tsukada
Ltd.)
Deputy General Manager, Functional Materials Division andGeneral Manager, Functional Materials Sales Department
Yukio Tokunaga
Managing Executive Officer, Mitsubishi Oji Paper Sales Co.,Ltd.
Deputy General Manager, Sustainable Fiber Materials Div.
Sadao Nakamura Managing Executive Officer, Mitsubishi Oji Paper Sales Co.,Ltd.
Deputy General Manager, Strategy Planning Divi.
General Manager, Global Business Management Dept.
Koji Yamanaka
Managing Executive Officer, Mitsubishi Oji Paper Sales Co.,Ltd.
Mitsuhiro Ikeda(Deputy Factory Manager, Kitakami Mills)
Deputy Factory Manager, Hachinohe Mills
Hiroyuki Inou
Director, General Manager, Administrative Department, MPM
Operation Co., Ltd.
Yuji Takagami(3) Outline of liability insurance for officers, etc.
MPM signs a directors and officers liability insurance policy as specified in paragraph 1, Article 430-3 of theCompanies Act to cover damages such as compensation and legal expenses if a damage compensation claim
is filed against the insured during the insurance period due to an act committed by the insured in their capacity
as the insured under this insurance. However, the above policy does not cover damages arising from theinsured’s illegal obtaining of benefits or advantages, criminal acts, dishonest acts, fraudulent acts or acts
committed with knowledge that they violate laws, regulations, or regulatory statutes.

28

The insured of the insurance policy is the Directors, Audit & Supervisory Board Members and managerial
employees of MPM, and MPM pays all of the premiums for all of the insured.
(4) The amounts of compensation for Directors and Audit & Supervisory Board Members concerning the
fiscal year under review(i) Matters related to resolutions of the Shareholders’ Meeting about remuneration for the Directors andAudit & Supervisory Board Members
The amount of monetary compensation for Directors was resolved at the 156th Ordinary Shareholders’Meeting held on June 25, 2021 to be within 280 million yen per year (not including salaries Directors
receive for their concurrently serving as employees of the Company). The number of Directors when theannual Shareholders’ Meeting ended was eight (including two Outside Directors).
Additionally, separately from monetary compensation, it was resolved at the same Shareholders’ Meetingthat MPM will contribute up to 150 million yen per fiscal year to a trust as a performance-linked stockcompensation plan for Directors and Executive Officers (excluding Outside Directors, part-time Directors
and non-residents of Japan), and that the maximum number of shares of MPM to be delivered, etc. throughthe trust will be a total of 1.8 million points (equivalent to 1.8 million shares) for three fiscal years. As of
the conclusion of the Ordinary Shareholders’ Meeting, five Directors (excluding Outside Directors, parttime Directors and non-residents of Japan) are participating in the performance-linked stock compensation
plan.
The amount of monetary compensation for Audit & Supervisory Board Members was resolved at the 121st
Ordinary Shareholders’ Meeting held on June 27, 1986 to be within 7 million yen per month. The numberof Audit & Supervisory Board Members when the annual Shareholders’ Meeting ended was three.
(ii) Policies on decisions related to details of compensation for individual Directors, etc.
a. Details of the policies
At a meeting held on May 12, 2022, the Company’s Board of Directors resolved policies for determining
details of the compensation for individual Directors.
MPM’s Basic Policies on Corporate Governance stipulate that compensation for Directors and Executive
Officers shall be appropriate, fair, and balanced to motivate them to achieve the sustainable growth of MPM
and the enhancement of its corporate value over the medium and long term, and that the Board of Directors
shall make a resolution on this matter after consulting the Nomination and Remuneration Committee, which
is an advisory body to the Board of Directors and chaired by an Outside Director.
Compensation for Directors (excluding Outside Directors and part-time Directors) consists of a fixed
remuneration (cash) and stock-based compensation. Stock-based compensation consists of a fixed portion
not linked to business performance and a portion linked to business performance. The stock-based
compensation that is not linked to business performance is the granting of a certain number of stock delivery
points in accordance with the Director’s position. The stock-based compensation that is linked to businessperformance is the granting of stock delivery points linked to the consolidated operating income for eachfiscal year during the subject period in accordance with the Director’s position. Since indicators for
performance-linked compensation are highly connected to company performance, the consolidated
operating income, etc., announced in the consolidated performance forecast are used as indicators to ensure
the executive compensation system is highly transparent and objective. Regarding stock-based
compensation, the total number of shares to be delivered (one share of the Company’s stock per stock
delivery point) will be determined after the Director retires.
Outside Directors and part-time Directors are not paid stock-based compensation from the perspective of
their independence for Outside Directors, and for the part-time Directors, due to the fact that they do not29excuse business operations. Outside Directors and part-time Directors are paid only a fixed remuneration(cash).
b. Weighting of performance-linked compensation and compensation other than performance-linked
compensation
Compensation for Directors consists of fixed remuneration (cash) and stock-based compensation, and thestock-based compensation consists of a fixed portion not linked to business performance and a portion
linked to business performance.
The weighting for each category, which serves as the standard, is as follows.
Fixed
remuneration

Stock-based compensation

Monetary
remuneration

Non-monetary
remuneration(fixed)Non-monetary
remuneration(liked tobusiness
performance)

Director (excluding Outside Directors
and part-time Directors)

75%

12.5%

12.5%

100%

Outside Directors and part-time Directors

100%

‒

‒

100%

Classification

Total(Notes) 1. Monetary remuneration, which is fixed remuneration, is a fixed amount determined in accordance with the
Director’s position.
2. The actual weighting varies depending on the amount of performance-linked compensation paid.

c. Calculation method of stock-based compensation(Fixed portion)
The fixed portion is a fixed amount determined according to the Director’s position and calculated by “fixedshare delivery points.”
Fixed share delivery point: Base amount of stock-based remuneration by position × 0.5 ÷ Average price ofshares of the Company’s stock acquired by the Trust (Note 1)(Performance-linked portion)
The performance-linked portion is calculated based on the “performance-linked stock delivery points”
determined according to the Director’s position and the achievement-linked coefficient.
Performance-linked share delivery point: Base amount of stock-based remuneration by position × 0.5 ÷
Average price of shares of the Company’s stock acquired by the Trust(Note 2)
Average acquisition price of the Company’s shares by the Trust(Note 1)(Notes) 1. If the Trust period is extended, the average acquisition price of the Company’s shares after the extension of
the Trust shall be used.
2. The achievement-linked coefficient shall be a coefficient based on the degree of achievement of the target
consolidated operating income for each fiscal year, and shall be resolved by the Board of Directors together
with the setting of the amount of such target consolidated operating income. The value of the achievementlinked coefficient to be applied is as follows. The amount of the target consolidated operating income forthe fiscal year under review is 6,000 million yen, and the actual amount was 5,410million yen. The amountof the target consolidated operating income for the fiscal year ending March 31, 2025 is 8,000 million yen.
FormulaAchievement-linked coefficient = Coefficient according to the achievement level of target consolidated
operating income (the actual value of consolidated operating income is calculated after rounding down to
the nearest 100 million yen, and values less 1% are rounded off)
Achievement-linked coefficient for the fiscal year under review = 5,400 million yen / 6,000 million yen =

30

90%
(Coefficient table based on the achievement level of target consolidated operating income)Target achievement level

Achievement-linked coefficient:

0% or less (loss)

0%More than 0% but less than 100%

Target achievement level

100%

100%

More than 100% but less than 200%

100% + (Target achievement level - 100%) / 2

200% or more150%

3. The points are fixed at the time of retirement and are paid by converting a certain percentage of the tax
payment funds into cash.

d. Cash plan
For non-residents in Japan, the cash plan system will be applied instead of the performance-linked stockcompensation plan, and cash linked to the share price of the Company’s stock will be paid. In this plan, thesame point calculation as in the performance-linked stock compensation plan will be performed inaccordance with the regulations concerning the stock-based compensation for Directors and Executive
Officers, and the calculated points will be granted as cash plan points. With respect to points provided,money will be paid in the amount obtained by the number of accumulated points multiplied by the shareprice of the Company’s stock at the end of each year of engaging in work duties or at the time when thesubject person ceases to be eligible for the system.
(iii) Method for determining remuneration
The Company has established the Nomination and Remuneration Committee as an advisory body to theBoard of Directors, which is appointed from the Representative Directors and Independent Outside Directors
and chaired by an Independent Outside Director. Receiving inquiries from the Board of Directors, theNomination and Remuneration Committee considers policies regarding compensation for Directors andExecutive Officers and details of individual compensation based on the policies in (ii) above, and reports to
the Board of Directors.
(iv) The total amount of remuneration and other payments for Directors and Audit & Supervisory Board
Members
Total amount of remuneration, etc. by type and the number of eligible recipients
Fixed remuneration
Number Total amount
Monetaryofof
remuneration
Classification eligible remuneration,
recipients etc. Million
Number of Total
Personsyeneligibleamountrecipients Million
Personsyen

Stock-based compensation

Cash planNon-monetaryNon-monetary
remuneration (liked toremuneration (fixed)business performance)

Monetary
remuneration

Numberof eligible
recipients
Persons

Total
amountMillionyen

Numberof eligible
recipients
Persons

Total
amountMillionyen

Numberof eligible
recipients
Persons

Total
amountMillionyen

Director

11

167

11

130

4

13

4

14

1

8

Audit &
Supervisory
Board
Member

5

46

5

46

‒

‒

‒

‒

‒

‒

Total
(Outside
Officers)

16
(7)

213
(48)

16
(7)

176
(48)

4
(‒)

13
(‒)

4
(‒)

14
(‒)

1
(‒)

8
(‒)

(Notes) 1. The table above includes the remuneration paid to three Directors and one Audit & Supervisory Board
Member who retired at the conclusion of the 158th Ordinary General Meeting of Shareholders held on June29, 2023 during their terms of office.

31

2. The total amount of each stock-based compensation and cash plan above is the sum of the amounts expensed
during the fiscal year under review. The portion linked to business performance of the stock-based
compensation and cash plan will be determined after the end of the fiscal year based on the actual achievementof consolidated operating income targets.

(v) Reasons for determining that compensation for individual Directors for the fiscal year under review is inline with the policy determined by the Board of Directors
When determining remuneration for individual Directors, the Nomination and Remuneration Committee,
chaired by an independent Outside Director, deliberates on appropriateness from multiple perspectives basedon the policies described in (ii) above, and reports to the Board of Directors. Given that the Board of Directors
has passed resolutions based on the deliberation process and report of the Nomination and Remuneration
Committee, the Board of Directors has determined that remuneration for individual Directors during the fiscal
year under review is in line with the policies.
(5) Matters related to Outside Officers (as of March 31, 2024)
a. Important concurrent positions and relationship between MPM and the entities where they holdconcurrent positions
Director Yoshihiro Kataoka is a Partner and Director of Kataoka & Kobayashi, and a Supervisor of
SHIMIZU PRIVATE REIT, Inc. MPM has no special relationships with the above companies where heholds concurrent positions.
Director Ms. Atsuko Watanabe is President of Watanabe General Law Office and Outside Director of
Hokkan Holdings Co., Ltd. MPM has no special relationships with the above companies where he holds
concurrent positions.
Audit & Supervisory Board Member Hiroaki Tonooka is a Director and Trustee of The Kitasato Instituteand a Trustee of Japan College of Social Work. MPM has no special relationships with the above companies
where he holds concurrent positions.
Audit & Supervisory Board Member Satoshi Takizawa is the Representative Director and President of
Mitsubishi UFJ Trust and Banking Corporation. MPM has no special relationships with the above
companies where he holds concurrent positions.
b. Main activities for the fiscal year under review- Attendance at the Board of Directors meetings and the Audit & Supervisory Board meetings
Board of Directors

Audit & Supervisory
Board

Director

Yoshihiro Kataoka

16 meetings / 16 meetings(100%)‒

Director

Kazunori Shinohara

16 meetings / 16 meetings(100%)‒

Director

Atsuko Watanabe

12 meetings / 12 meetings(100%)‒

Audit & Supervisory Board Member(Full-time Audit & Supervisory
Board Member)

Nobuko Otsuka

12 meetings / 12 meetings 13 meetings / 13 meetings(100%)(100%)

Audit & Supervisory Board Member

Hiroaki Tonooka

16 meetings / 16 meetings 17 meetings / 17 meetings(100%)(100%)

Audit & Supervisory Board Member

Satoshi Takizawa

16 meetings / 16 meetings 17 meetings / 17 meetings(100%)(100%)

32

- Statements made at Board of Directors meetings and Audit & Supervisory Board meetings
Director Yoshihiro Kataoka plays a role in making decisions on important matters and supervising theexecution of business operations by asking questions and providing recommendations from an independentand objective standpoint based on his experience and insight as a lawyer with expertise in corporate legal
affairs. Additionally, as the chairperson of the Nomination and Remuneration Committee, he attended all
16 Nomination and Remuneration Committee meetings held during the fiscal year under review andcontributed to the strengthening of the corporate governance of MPM by enhancing objectivity in theselection of candidates for Directors and the determination of officer remuneration.
Director Kazunori Shinohara plays a role in making decisions on important matters and supervising theexecution of business operations by asking questions and providing recommendations from an independentand objective standpoint based on his extensive experience in all aspects of company management in foodcompanies. Additionally, as a member of the Nomination and Remuneration Committee, he attended all 16
Nomination and Remuneration Committee meetings held during the fiscal year under review andcontributed to the strengthening of the corporate governance of MPM by enhancing objectivity in theselection of candidates for Directors and the determination of officer remuneration.
Based on her experience and insight as an attorney with expertise in corporate legal affairs, Director Ms.
Atsuko Watanabe fulfills the role of supervising decision-making regarding important matters and businessexecution by presenting questions and suggestions from an independent and objective standpoint. She thus
contributes to the improvement of the Company’s corporate governance.
Ms. Nobuko Otsuka, member of Audit & Supervisory Committee, conducts appropriate and effective auditsof the Company’s business execution by objectively expressing useful opinions based on her expert insight
into tax affairs, accounting and audits cultivated through her experience at the taxation bureau, a tax
accountant corporation and Oji Holdings Corporation.
Audit & Supervisory Board Member Hiroaki Tonooka appropriately and effectively audits the Company’sbusiness operations by providing useful comments from an independent and objective standpoint based on
his experience in the management of a life insurance company and his expertise in accounting and financein general.
Audit & Supervisory Board Member Satoshi Takizawa appropriately and effectively audits the Company’sbusiness operations by providing useful comments from an independent and objective standpoint based on
his experience in the management of a trust bank and his expertise in accounting and finance in general.
4) As described in the issues to be addressed, improper conduct was found in the quality inspection of heat
resistant electrically insulated pressboard products manufactured at the Shirakawa Plant of Mitsubishi
Paper Engineering Co., Ltd., a wholly owned subsidiary of the Company. Although the outside directors
and outside auditors were not aware of the facts until they were discovered, they had always taken acompliance-oriented management perspective and had appropriately performed their duties, such as
speaking up during board meetings. Even after the facts were discovered, they made recommendations atboard meetings, board of auditors meetings, and more regarding a thorough investigation to clarify the full
picture and identify the causes, and suggested further strengthening the compliance system to prevent
recurrence.
c. Outline of agreement for limitation of liability
The Company has concluded contracts for the limitation of liability, by which the liability for damages
stipulated in Article 423, paragraph (1) of the Companies Act of Japan is limited by the provision of Article
427, paragraph (1) of the said Act, with its Outside Directors and Outside Audit & Supervisory Board
Members.
The maximum amount of liability for compensation of damages under the agreement is the higher of 10
million yen or the amount stipulated by law.

33

4. Status of Accounting Auditors(1) Name of Accounting Auditor (As of March 31, 2024)
Ernst & Young ShinNihon LLC.
(2) The amount of fees, etc. paid to Accounting Auditors for the fiscal year under review
a. Fees, etc. paid to Accounting Auditors for the fiscal year under review
58 million yen
b. Total amount of money and other financial benefits that the Company and its subsidiaries should pay to
Accounting Auditors
77 million yen(Notes) 1. Since the amount of fees and other considerations paid to Accounting Auditors under the Companies Act
and the amount of remuneration for auditing services under the Financial Instruments and Exchange Act
are not distinguished in the agreement between MPM and the Accounting Auditors, the amount in a aboveis the sum of these amounts.
2. Among MPM’s important subsidiaries, Mitsubishi Paper Holding (Europe) GmbH, Mitsubishi HiTec Paper
Europe GmbH, Mitsubishi Imaging (MPM), Inc., MPM Hong Kong Limited and Zhuhai MPM Filter
Limited are subject to audits (limited to those under the provisions of the Companies Act and the Financial
Instruments and Exchange Act (including equivalent foreign laws and regulations)) of their financial
statements by certified public accountants or auditing firms (including those who have qualifications
equivalent to these qualifications in foreign countries) other than MPM’s Accounting Auditors.
3. Based on the Practical Guidelines for Cooperation with Accounting Auditors published by the members of
the Japan Audit & Supervisory Board, the Audit & Supervisory Board obtained and received explanations
from the Accounting Auditors and related departments within MPM regarding the comparison of audit
plans and results for the previous fiscal year, audit time and compensation and other necessary materials,
and further examined the adequacy of audit plans and estimated compensation for the fiscal year underreview by reviewing the audit fees of other companies. As a result, MPM determined that the remuneration,etc. of the Accounting Auditors was appropriate and gave its consent as stipulated in Article 399, Paragraph
1 of the Companies Act.

(3) Policy on decision to dismiss or not to reappoint Accounting Auditors
The Audit & Supervisory Board will dismiss the Accounting Auditors with the unanimous consent of the
Audit & Supervisory Board Members if any of the items of Article 340, Paragraph 1 of the Companies Act
apply regarding the Accounting Auditors.
In cases other than the foregoing where it is deemed difficult for the Accounting Auditors to perform
appropriate audits due to the occurrence of events which undermine their suitability or independence, theAudit & Supervisory Board will determine the details of a proposal for the dismissal or non-reappointmentof the Accounting Auditors, and the Board of Directors will submit the proposal to the General Meeting of
Shareholders based on this decision.

34

5. Policy regarding decisions on dividends of surplus, etc.
The Company’s basic policy regarding dividends of surplus and the like is to regard the distribution of profits
to shareholders as a key management issue and maintain stable dividends while comprehensively consideringbusiness performance in each business year and internal reserves necessary to prepare for future management
initiatives.
As for the year-end dividend for the fiscal year under review, the Company has decided to pay a year-end
dividend of 10 yen per share, after taking into comprehensive consideration the maintenance of a stabledividend payment and the recent trend in its business performance.
Under Article 459 of the Companies Act, the Articles of Incorporation stipulate that dividends of surplus, etc.
shall be paid by resolution of the Board of Directors.

35

Consolidated Balance SheetFY2023

Mar 31,2024(Million yen)

AssetsItem

Liabilities
AmountItem

AmountCurrent assets
Cash and deposits
Notes receivable-trade
Accounts receivable - trade
Merchandise and finished goods
Work in process
Raw materials and supplies
Other
Allowance for doubtful accounts

101,930
10,00910,49337,64223,092
6,744
12,007
1,981(40)

Current liabilities
Notes and accounts payable - trade
Electronically recorded obligations
Short-term loans payable
Lease obligations
Accrued expenses
Income taxes payable
Contract liabilities
Other

104,272
24,7794,607
62,026
408
7,149
1,261
461
3,577

Non-current assets
Property, plant and equipment
Buildings and structures
Machinery, equipment andvehiclesLand

133,450
71,301
17,327

Non-current liabilities
Long-term borrowings
Lease obligations

40,15322,281
348

30,866

Deferred tax liabilities

8,210

20,317

Provision for share awards
Provision for directors’ retirement
benefits
Net defined benefit liability
Asset retirement obligations
Other

Leased assets
Construction in progress
Other
Intangible assets
Other

763
1,018
1,008
1,954

Total liabilities

1,954

Investments and other assets
Investment securities
Long-term loans receivable
Net defined benefit asset

60,194
26,376315
31,680

Deferred tax assets

999

Other

901

Allowance for doubtful accounts(78)

Total assets

114
36
6,855
939
1,367
144,425

Net assets
Shareholders’ equity
Capital stock
Capital surplus
Retained earnings
Treasury shares
Accumulated other comprehensive
incomeValuation difference on available-forsale securities
Foreign currency translation adjustment
Remeasurements of defined benefit plans
Non-controlling interests

235,380

30,926
9,399
763
20,76322

Total net assets

90,954

Total liabilities and net assets

235,380(Note) The stated amounts are rounded down to the nearest million yen.

36

60,00536,561
6,523
17,336(416)

Consolidated Statement of Income
FY2023Apr ‘23 - Mar ‘24(Million yen)

Item

AmountNet sales
Cost of sales

193,462
165,315Gross profit
Selling, general and administrative
expenses

28,146

Operating income
Non-operating income
Interest income
Dividend income
Share of profit of entities accounted
for using equity method
Foreign exchange gains
Other

5,410

22,736

5503
658

Non-operating expenses
Interest expenses
Other

1,249
456

2,872

938
245

1,183

Ordinary income
Extraordinary income
Gain on disposal of non-current assets
Gain on sales of investment securities
Insurance claim income
Gain on sale of businesses

7,098
1,289
1,681
1,571
230

4,772

Extraordinary losses
Loss on disposal of non-current assets
Accident related loss
Business restructuring costs
Impairment loss
Loss on cancellation of contracts
Loss on sale of businesses
Other

218
2,687
859
546
449
119
86

4,968

Profit before income taxes
Income taxes - current
Income taxes - deferred

6,902
1,562
1,163

ProfitProfit attributable to non-controllinginterests

4,177

Profit attributable to owners of parent

4,170

6

(Note) The stated amounts are rounded down to the nearest million yen.

37

Balance SheetFY2023

Mar 31,2024(Million yen)

AssetsItem
Current assets
Cash and deposits
Notes receivable - trade
Accounts receivable - trade
Merchandise and finished goods
Work in progress
Raw materials and supplies
Advance payments to suppliers
Prepaid expenses
Short-term loans receivable
Accounts receivable - other
Other

Liabilities
AmountItem

74,0338,294
250
27,545
13,576
4,239
7,047
179
238
11,4291,167
62

Non-current assets
Property, plant and equipment
Buildings
Structures
Machinery and equipment
VehiclesTools, furniture and fixtures
Land
Mountains and planted forests
Leased assets
Construction in progress
Intangible assets
Trademark right
Software

84,011
54,922
11,214
2,663
24,84937289
14,346
442
91
988
1,895

AmountCurrent liabilities
Accounts payable - trade
Electronically recorded obligations
Short-term loans payable
Lease obligations
Accounts payable - otherAccrued expenses
Income taxes payable
Contract liabilities
Unearned revenue
Deposits received
Electronically recorded obligations –non -operating
Other
Non-current liabilities
Long-term loans payable
Lease obligations
Provision for share awards
Asset retirement obligation
Other

84,165
12,933
3,839
59,976
34
850
5,097
447
350
76
165

Total liabilities

107,006

0
1,605

280
112
22,84021,006
67
114
899
752

Net assets

Software in progress
Other
Investments and other assets
Investment securities
Shares of subsidiaries andassociates
Investments in capital ofsubsidiaries and associates
Long-term loans receivable18
270
27,193
9,162

Shareholders’ equity
Capital stock
Capital surplus
Legal capital surplus

46,54936,561
8,094
8,094

9,463

Retained earnings

2,265

Long-term prepaid expenses

85

Prepaid pension costs
Deferred tax assets

562
2,009

3,353
2,238

Other

342

Allowance for doubtful accounts(23)

Total assets

Legal retained earnings

158,044

Other retained earnings
Retained earnings brought
forwardTreasury shares
Valuation and translation adjustments
Valuation difference on availablefor-sale securities

2,242

Total net assets

51,038

Total liabilities and net assets

158,044(Note) The stated amounts are rounded down to the nearest million yen.

38

22

2,242
(372)
4,489
4,489

Statement of Income
FY2023 Apr ‘23 - Mar ‘24(Million yen)
Item

AmountNet sales
Cost of sales

103,170
88,351Gross profit
Selling, general and administrative
expenses

14,819Operating income
Non-operating income
Interest and dividend income
Proceeds from miscellaneous income

4,913

9,906

Non-operating expenses
Interest expenses
Miscellaneous loss
Ordinary income
Extraordinary income
Gain on disposal of non-current assets
Reversal of allowance for doubtful
accounts for affiliates
Insurance claim income
Gain on sales of investment securities
Gain on extinguishment of tie-inshares

1,776
1,511

3,288

516
147

663
7,538

0
3,239
1,571
1,512
74

Extraordinary losses
Loss on disposal of non-current assets
Loss on valuation of investments incapital of subsidiaries and associates
Accident related loss
Impairment loss
Other

6,397

184
9,126
2,687
367
81

Profit before income taxes
Income taxes - current
Income taxes - deferred

12,447
1,487
432
994

Profit60(Note) The stated amounts are rounded down to the nearest million yen.

39

Audit reports
Accounting Auditor’s Report on Consolidated Financial Statements
Independent Auditors’ Report
May ●, 2024

Mitsubishi Paper Mills Limited
To the Board of Directors
Ernst & Young ShinNihon LLC.
Tokyo Office
Designated Limited Liability Partner
Partner responsible for audit services
Certified Public Accountant Masanori Abe
Designated Limited Liability Partner
Partner responsible for audit services
Certified Public Accountant Taku Inoue
Audit opinion
We have audited the consolidated financial statements, comprising the consolidated balance sheet, the consolidated
statement of income, the consolidated statement of changes in equity and the related notes of Mitsubishi Paper Mills
Limited for the year, from April 1, 2023 to March 31, 2024, pursuant to the provisions of Article 444, Paragraph 4 of
the Companies Act.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, thefinancial position and results of operations of the Corporate Group that consists of Mitsubishi Paper Mills Limited andits consolidated subsidiaries applicable to the consolidated fiscal year ended March 31, 2024, in conformity withaccounting principles generally accepted in Japan.
Basis for auditor’s opinion
We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities under
the auditing standards are described in the “Auditor’s responsibilities for the audit of the consolidated financial
statements” section. We are independent of the Company and its consolidated subsidiaries in accordance with theprofessional ethical regulations that are applicable in Japan, and we have fulfilled our other ethical responsibilities as
an auditor. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Other information
The other information comprises the business report and its accompanying supplementary schedules. Management is
responsible for the preparation and disclosure of the other information. In addition, the Audit & Supervisory Board andits members are responsible for overseeing the directors’ performance of their duties in the development and operationof the reporting process of the other information.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial
statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information,40

we are required to report that fact.
We have no matters to report with respect to the other information.
Responsibilities of management, the Audit & Supervisory Board Member relating to consolidated financial
statements
Management’s responsibility is to create consolidated financial statements in accordance with corporate accounting
standards generally accepted in Japan and to present them properly. The responsibility includes establishing andoperating an internal control system that management considers necessary for creating consolidated financial statementsthat do not include any significant misstatements stemming from injustice or errors and presenting them properly.
In preparing the consolidated financial statements, management is responsible for assessing whether the preparation of
the consolidated financial statements based on the going concern assumption is appropriate and for disclosing, asapplicable, matters relating to the going concern based on the corporate accounting standards generally accepted inJapan.
The responsibilities of the Audit & Supervisory Board Member lie in monitoring the directors’ performance of theirduties in the development and operation of the financial reporting process.
Auditor’s responsibilities for the audit of the consolidated financial statements
Our responsibilities are to obtain reasonable assurance that the consolidated financial statements as a whole are freefrom material misstatements, whether due to fraud or error, and to express an opinion on the consolidated financial
statement as independent auditors in an auditor’s report. Misstatements can arise from fraud or error and are consideredmaterial if, individually or in aggregate, they could reasonably be expected to influence the decisions of users on thebasis of the consolidated financial statements.
As part of our audit in accordance with auditing standards generally accepted in Japan, we exercise professional
judgment and maintain professional skepticism throughout the audit as below:- Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud
or error, and design and perform audit procedures responsive to those risks. These audit procedures are selected andperformed, depending on the auditor’s judgment. In addition, we obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion.
- The purpose of the audit of the consolidated financial statements is not to express an opinion on the effectiveness ofinternal control. However, to design audit procedures that are appropriate in the circumstances, we examine internal
control relating to the audit when we assess risks.
- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.
- Reach a conclusion on the appropriateness of the preparation of the consolidated financial statements by managementon the assumption of going concern and, based on the audit evidence obtained, whether material uncertainties exist
related to events or conditions that may cast significant doubt on the going concern assumption. If a material
uncertainty related to the going concern assumption is identified, we are required to draw attention to it in our auditor’sreport to the related notes in the consolidated financial statements or, if such notes on a material uncertainty in the
consolidated financial statements are inadequate, to express a modified opinion on the consolidated financial
statements. The auditor’s conclusions are based on audit evidence obtained on or before the auditor’s report date, but
the risk remains that the company is unable to survive as a going concern due to matters or circumstances in the
future.
- Evaluate whether the presentation of the consolidated financial statements and notes are in accordance with thecorporate accounting standards generally accepted in Japan and whether the presentation, structure and content of theconsolidated financial statement, including related notes, and the consolidated financial statements represent the41

underlying transactions and accounting events appropriately.
- Obtain sufficient and appropriate audit evidence regarding the financial information of the Company and its
consolidated subsidiaries to express an opinion on the consolidated financial statements. We are responsible for the
direction, supervision and performance of the audit of the consolidated financial statements. We remain solely
responsible for our audit opinion.
We report the planned scope and timing of the audit and significant audit findings, including any significant deficiencies
in internal control that we identify during our audit, and other matters required by the auditing standards to the Audit &Supervisory Board Member.
We also report a statement that we have complied with the professional ethical regulations that are applicable in Japan
regarding independence, matters that may reasonably be thought to bear on our independence, and the content ofsafeguards, where applicable, to eliminate or reduce threats to the Audit & Supervisory Board Member.
Conflicts of interest
There is no conflict of interest between the Company and its consolidated subsidiaries and us or its engagement partners
which should be disclosed under the provisions of the Certified Public Accountants Act.
End

42

Accounting Auditor’s Report
Independent Auditors’ Report
May ●, 2024

Mitsubishi Paper Mills Limited
To the Board of Directors
Ernst & Young ShinNihon LLC.
Tokyo Office
Designated Limited Liability Partner
Partner responsible for audit services
Certified Public Accountant Masanori Abe
Designated Limited Liability Partner
Partner responsible for audit services
Certified Public Accountant Taku Inoue
Audit opinion
We have audited, pursuant to Article 436, Paragraph 2, Item 1 of the Companies Act of Japan, the non-consolidated
financial statements, namely the non-consolidated balance sheet, non-consolidated statement of income, nonconsolidated statement of changes in net assets, notes to the non-consolidated financial statements and the related
supplementary schedules, of Mitsubishi Paper Mills Limited (the “Company”) for the 159th fiscal year from April 1,
2023 through March 31, 2024.
In our opinion, the financial statements etc. referred to above present fairly, in all material respects, the financial position
and results of operations of Mitsubishi Paper Mills Limited applicable to the 159th fiscal year ended March 31, 2024,
in conformity with accounting principles generally accepted in Japan.
Basis for auditor’s opinion
We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities under
the auditing standards are described in the “Auditor’s responsibilities for the audit of the financial statements etc.”
section. We are independent of the Company in accordance with the ethical requirements that are relevant to our auditof the financial statements in Japan, and we have fulfilled our other ethical responsibilities in accordance with theserequirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis forour opinion.
Other information
The other information comprises the business report and its accompanying supplementary schedules. Management is
responsible for the preparation and disclosure of the other information. In addition, the Audit & Supervisory Board andits members are responsible for overseeing the directors’ performance of their duties in the development and operationof the reporting process of the other information.
Our opinion on the financial statements does not cover the other information and we do not express any form ofassurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doingso, consider whether the other information is materially inconsistent with the financial statements or our knowledge
obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information,
we are required to report that fact.
We have no matters to report with respect to the other information.

43

Responsibilities of management, the Audit & Supervisory Board Member relating to financial statements etc.
and related data
Management’s responsibility is to create financial statements etc. in accordance with corporate accounting standards
generally accepted in Japan and to present them properly. The responsibility includes establishing and operating aninternal control system that management considers necessary for creating financial statements etc. that do not include
any significant misstatements stemming from injustice or errors and presenting them properly.
In preparing the financial statements etc., management is responsible for assessing whether the preparation of thefinancial statements etc. based on the going concern assumption is appropriate and for disclosing, as applicable, mattersrelating to the going concern based on the corporate accounting standards generally accepted in Japan.
The responsibilities of the Audit & Supervisory Board Member lie in monitoring the directors’ performance of theirduties in the development and operation of the financial reporting process.
Auditor’s responsibilities for the audit of the financial statements etc.
Our responsibilities are to obtain reasonable assurance that the financial statements etc. as a whole are free from material
misstatements, whether due to fraud or error, and to express an opinion on the financial statements etc. as independent
auditors in an auditor’s report. Misstatements can arise from fraud or error and are considered material if, individuallyor in aggregate, they could reasonably be expected to influence the decisions of users on the basis of the financial
statements etc.
As part of our audit in accordance with auditing standards generally accepted in Japan, we exercise professional
judgment and maintain professional skepticism throughout the audit as below:- Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud
or error, and design and perform audit procedures responsive to those risks. These audit procedures are selected andperformed, depending on the auditor’s judgment. In addition, we obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion.
- The purpose of the audit of the financial statements etc. is not to express an opinion on the effectiveness of internal
control. However, to design audit procedures that are appropriate in the circumstances, we examine internal control
relating to the audit when we assess risks.
- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.
- Reach a conclusion on the appropriateness of the preparation of the financial statements etc. by management on theassumption of going concern and, based on the audit evidence obtained, whether material uncertainties exist related
to events or conditions that may cast significant doubt on the going concern assumption. If a material uncertainty
related to the going concern assumption is identified, we are required to draw attention to it in our auditor’s report to
the related notes in the financial statements etc. or, if such notes on a material uncertainty in the financial statements
etc. are inadequate, to express a modified opinion on the financial statements etc. The auditor’s conclusions are basedon audit evidence obtained on or before the auditor’s report date, but the risk remains that the company is unable tosurvive as a going concern due to matters or circumstances in the future.
- Evaluate whether the presentation of the financial statements etc. and notes are in accordance with the corporate
accounting standards generally accepted in Japan and whether the presentation, structure and content of the financial
statement etc., including related notes, and the financial statements etc. represent the underlying transactions andaccounting events appropriately.
We report the planned scope and timing of the audit and significant audit findings, including any significant deficiencies
in internal control that we identify during our audit, and other matters required by the auditing standards to the Audit &Supervisory Board Member.
We also report a statement that we have complied with the professional ethical regulations that are applicable in Japan
regarding independence, matters that may reasonably be thought to bear on our independence, and the content ofsafeguards, where applicable, to eliminate or reduce threats to the Audit & Supervisory Board Member.

44

Conflicts of interest
Neither we nor our engagement partners have any interest in the Company that should be disclosed pursuant to theprovisions of the Certified Public Accountants Act of Japan.
End

45

The Audit & Supervisory Board Members’ Report
Audit Report
Regarding the performance of duties by Directors for the 159th fiscal year from April 1, 2023 to March
31, 2024, the Audit & Supervisory Board Member hereby submits its audit report, which has been preparedthrough discussions based on the audit reports prepared by the respective Audit & Supervisory Board
Member as follows:

1. Outline of Audit Methodology of the Audit & Supervisory Board Member(1) The Audit & Supervisory Board Member determined, among other things, the auditing policy and theassignment of auditing duties, received reports regarding the status of execution of audit and its resultsfrom each Audit & Supervisory Board Member; received reports from Directors, other relevant
employees and independent auditors concerning the performance of their duties; and when necessary,requested them to provide explanations.
(2) In accordance with the auditors’ auditing standards specified by the Audit & Supervisory Board Member
and in compliance with the auditing policies and the assignment of auditing duties, each Audit &Supervisory Board Member ensured effective communication with Directors, employees in the internal
audit division and other relevant employees, and made efforts to collect the necessary information andimprove the auditing environment. Each Audit & Supervisory Board Member carried out the audit in
the following manner:(i) Attended the meetings of the Board of Directors and other important meetings; received reports
from Directors, employees and other relevant persons regarding the performance of their duties;
requested them to provide explanations where necessary; examined important decision documents
and associated information; and studied the operations and financial conditions at the head office
as well as other principal offices and plants. The Audit & Supervisory Board Member also shared
information and communicated with the Directors and auditors, etc. of subsidiaries and received
business reports from subsidiaries as necessary.
(ii) The Audit & Supervisory Board Member expressed their opinion after regularly receiving reports,
and requesting explanations as needed, from Directors, employees and other relevant persons about
the contents of resolutions of the Board of Directors regarding the implementation of systems
required to be implemented to ensure the proper operations of corporations under Article 100,
Paragraph 1 and Paragraph 3 of the Enforcement Regulations of the Companies Act including asystem to ensure that the performance of duties by Directors is in compliance with the laws andregulations, and the Articles of Incorporation, which are stated in the business report, and theformulation and operation of the system (internal control system) are implemented according to
the resolutions. As for internal control over financing reporting, they received reports mainly from
Directors and Ernst & Young ShinNihon LLC. on the evaluation and audit status of such internal
control, and ask for explanations as required.
(iii) We have reviewed the basic policy regarding how the persons who control decisions on MPM’s
financial and business policies should be and each of the initiatives described in the “Basic Policy
on Control over the Company” in the business report, based on the deliberations at the meetings ofthe Board of Directors and other meetings.
(iv) They monitored and verified whether the Accounting Auditor maintains an independent positionand conducts appropriate audits, received a report from the Accounting Auditor on the performance46

status of its duties and asked for explanations as necessary. Also, the Audit & Supervisory Board
Member received notification from the Accounting Auditor to the effect that “systems to ensurethat duties are executed appropriately” (the matters listed in each item of Article 131 of theRegulation on Corporate Accounting) had been established in accordance with “Quality Control
Standards for Auditing” (Business Accounting Council) and where necessary requested
explanations.
Based on the aforementioned methods, the Audit & Supervisory Board Member examined for the said fiscal
year the business report and business schedules, the non-consolidated financial statements (nonconsolidated balance sheet, non-consolidated income statement, non-consolidated statement of changes inshareholders’ equity and notes to non-consolidated financial statements) and supplementary schedules andconsolidated financial statements (consolidated balance sheet, consolidated income statement, consolidated
statement of changes in shareholders’ equity and notes to consolidated financial statements) andsupplementary schedules.
2. Results of audit(1) Results of audit of business report, etc.
(i) In our opinion, the business report and supplementary schedules fairly represent the Company’s
condition in accordance with the related laws and regulations, and the Articles of Incorporation.
(ii) With regard to the performance of duties by Directors, we have found no evidence of wrongfulaction or material violation of related laws and regulations, nor of the Articles of Incorporation.
(iii) In our opinion, resolutions of the meetings of the Board of Directors regarding the internal control
system are fair and reasonable. Further, we have found no matters requiring comment regarding
the contents of the business report and the performance of duties by Directors in relation to theinternal control system, including internal control over financial reporting.
As described in the business report, an inappropriate incident relating quality test of products
manufactured by a subsidiary of the Company came to light. The Audit & Supervisory Board
confirmed that a special investigation committee consisting of external experts has been establishedand is working to establish a complete picture of the incident, analyze causes and make a proposalof preventive measures. The Company will continue to closely monitor the progress of thesematters.
(iv) We have found no matters requiring comment regarding the “Basic Policy on Control over theCompany” in the business report. We acknowledge that none of the efforts based on the Basic
Policy are detrimental to the common interests of our shareholders and are not intended to maintainthe status of our corporate officers.
(2) Results of audit of financial statements and their annexed detailed statements
In our opinion, the methods and results employed and rendered by the independent auditors, Ernst &Young ShinNihon LLC. are fair and reasonable.
(3) Audit results concerning consolidated financial statements
In our opinion, the methods and results employed and rendered by the independent auditors, Ernst &Young ShinNihon LLC. are fair and reasonable.

47

May 27, 2024
Mitsubishi Paper Mills Limited Audit & Supervisory Board

Full-time Audit & Supervisory Board Member Yasuyuki Kusuda
Full-time Audit & Supervisory Board Member Nobuko Otsuka
Audit & Supervisory Board Member Hiroaki Tonooka
Audit & Supervisory Board Member Satoshi Takizawa

48