[Translation for Reference and Convenience Purposes Only]
Please note that the following is an unofficial English translation of Japanese original text of the Notice ofConvocation of the 87th Ordinary General Meeting of Shareholders of Kurita Water Industries Ltd. The Company
provides this translation for reference and convenience purposes only and without any warranty as to its accuracy orotherwise. In the event of any discrepancy between this translation and the Japanese original, the latter shall prevail.

Notice of Convocation of
the 87th Ordinary General Meeting of Shareholders

Kurita Water Industries Ltd.

[Translation for Reference and Convenience Purposes Only]

Dear Shareholders,
We would like to express sincere thanks to all our shareholders for the support you provide.
I am Hirohiko Ejiri, who assumed the office of President and Representative Director of Kurita
Water Industries Ltd. in April this year.
The shareholders of Kurita Water Industries Ltd. are hereby notified of the 87th Ordinary General
Meeting of Shareholders to be held on Thursday, June 29, 2023.
This notice details the agenda proposals of the General Meeting of Shareholders and provides an
overview of business operations of Kurita Group in the fiscal year ended March 31, 2023. We
request that you read it.
The Company started a new Medium-Term Management Plan “PSV-27” (Pioneering Shared Value2027) in April 2023. Through co-creation with all stakeholders, we continue to strive for ongoingenhancement of corporate value and creation of shared value. We look forward to your continued
understanding and support in the future.
June 2023
Sincerely yours,
Hirohiko Ejiri
President and Representative Director

Corporate Philosophy
Study the properties of water, master them,and we will create an environment in which nature and humanity are in harmony
1. Creating new functions and value for water through a deep and far-reaching exploration of theessential properties of water.
2. Winning the trust of our customers and society with unique solutions that capitalize on our
diverse technologies.
3. Contributing to the realization of a sustainable society by leveraging our mastery of water tocreate shared value with society.

–1–[Translation for Reference and Convenience Purposes Only]

TABLE OF CONTENTS
Notice of Convocation

Notice of Convocation of the 87th Ordinary General Meeting of
Shareholders ·······································································3Reference Documents for the
General Meeting of Shareholders

Proposal No. 1: Appropriation of Surplus ·····································5
Proposal No. 2: Partial Amendments to the Articles of Incorporation ···6
Proposal No. 3: Election of Eight (8) Directors ···························· 13<Reference> Corporate Governance ········································· 22

Business Report

1. Group Overview of Operations ············································ 26
2. Stock of the Company······················································· 35
3. Directors and members of the Audit & Supervisory Board of theCompany ········································································· 36
4. Accounting Auditor ·························································· 43
System to ensure that the execution of the duties of Directors conforms
with laws, regulations, and the Articles of Incorporation and othersystems to ensure appropriate operations ··································· 44

Consolidated Financial Statements

Consolidated Statement of Financial Position ······························ 51
Consolidated Statement of Profit or Loss ··································· 52
Consolidated Statement of Changes in Equity ····························· 53

Non-Consolidated Financial
Statements

Non-Consolidated Balance Sheet············································· 54
Non-Consolidated Statement of Income····································· 55
Non-Consolidated Statement of Changes in Shareholders’ Equity ······ 56

Audit Report

Accounting Auditor’s Audit Report on the Consolidated Financial
Statements········································································ 58
Accounting Auditor’s Audit Report on the Non-Consolidated Financial
Statements········································································ 61
The Audit & Supervisory Board’s Audit Report ··························· 64–2–

[Translation for Reference and Convenience Purposes Only]
Securities Code: 6370
June 9, 2023
(Electronic provision measures commencement date: June 1, 2023)

Dear Shareholders
Hirohiko Ejiri
President and Representative Director

Kurita Water Industries Ltd.
10-1, Nakano 4-chome, Nakano-ku, TokyoNOTICE OF CONVOCATION OF
THE 87th ORDINARY GENERAL MEETING OF SHAREHOLDERS
We hereby provide notice that the 87th Ordinary General Meeting of Shareholders of Kurita Water Industries Ltd.
(the “Company”) shall be held as described below.
In convening this General Meeting of Shareholders, the Company has taken measures for electronic provision of
information that is the content of reference documents for the general meeting of shareholders, etc. (“Electronic
Provision Measures Matters”), and such information is posted on the Company’s website shown below as “Noticeof Convocation of the 87th Ordinary General Meeting of Shareholders.” Please access the Company’s website
below to confirm the information.
The Company’s
website (inJapanese):https://ir.kurita.co.jp/shareholders_information/shareholder_meeting/index.html

Electronic Provision Measures Matters are also posted on the website of Tokyo Stock Exchange (TSE), in
addition to the Company’s website.
Please access the TSE website (TSE Listed Company Search) below, enter the issue name (Kurita Water
Industries) or the securities code (6370) to search, and confirm the information by selecting “Basic information”
and then “Documents for public inspection/PR information” in this order.
TSE website(TSE Listed
Company
Search) (inJapanese):https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show

If you do not attend the meeting in person, you can exercise your voting rights via the Internet or in writing.
Please review the attached Reference Documents for the General Meeting of Shareholders described hereinafter,and exercise your voting rights, no later than 5:15 p.m. on Wednesday, June 28, 2023 (JST).
1.

Time and Date:

2.

Place:

3.

10:00 a.m., Thursday, June 29, 2023 (JST) (Reception starts at 9:00 a.m.)

10F Conference Room
Kurita Water Industries Ltd.
Nakano Central Park East,
10-1, Nakano 4-chome, Nakano-ku, Tokyo
Objectives of the Meeting:
1. Reports on Business Report and Consolidated Financial Statements, as well as
Reports:
Results of the Audits of the Consolidated Financial Statements by the
Accounting Auditor and the Audit & Supervisory Board for the 87th Fiscal Year
(From April 1, 2022, to March 31, 2023)
2. Reports on Non-Consolidated Financial Statements for the 87th Fiscal Year
(From April 1, 2022, to March 31, 2023)
Agenda:Appropriation of Surplus
Proposal No. 1:
Partial Amendments to the Articles of Incorporation
Proposal No. 2:
Election of Eight (8) Directors
Proposal No. 3:–3–[Translation for Reference and Convenience Purposes Only]
4.

Other Matters Regarding the Convocation of the General Meeting of Shareholders:(1) Of the Electronic Provision Measures Matters, the following matters are posted on the Company’s
website in accordance with laws and regulations as well as Article 14 of the Company’s Articles ofIncorporation. Therefore, they are not described in the physical documents provided to shareholders who
made requests for provision of physical documents. Accordingly, the physical documents provided toshareholders who made requests for provision of physical documents are part of documents audited by
the members of the Audit & Supervisory Board and the Accounting Auditor in preparing their audit
reports.
1) “System to ensure that the execution of the duties of Directors conforms with laws, regulations, and
the Articles of Incorporation and other systems to ensure appropriate operations” in the Business
Report2) “Consolidated Statement of Changes in Equity” and “Notes to consolidated financial statements”
3) “Non-consolidated Statement of Changes in Equity” and “Notes to non-consolidated financial
statements”(2) If your voting rights are exercised in duplicate in writing and via the Internet, etc., the exercise of yourvoting rights that reaches the Company last shall be deemed valid. Provided, however, that in the event
your Voting Rights Exercise Form and your exercise via the Internet, etc. reach the Company on thesame date, the exercise of your voting rights via the Internet, etc. shall be deemed valid.
(3) If there is no indication of a vote for or against a specific proposal on the returned Voting Rights Exercise
Form, it shall be deemed as an indication of approval to that proposal.

 If you attend the meeting, we request that you submit the Voting Rights Exercise Form to the reception desk
at the meeting. Any persons other than the shareholders who are entitled to exercise their voting rights are
not allowed to enter the place of this meeting.
 If there are any corrections to the Electronic Provision Measures Matters, such notice will be posted on the
Company’s website and the TSE website shown above, together with the matters before and after thecorrections.
 The result of resolution will be posted on the Company’s website and disclosed through an extraordinary
report after the closing of the General Meeting of Shareholders. Notice of resolution will not be sent inphysical documents.
Our measures to prevent the spread of COVID-19 infections at this meeting<Reminder to our shareholders>
We appreciate your attendance at the meeting after due consideration of the status of the spread of COVID19 and your own health condition.
<Guidance at the meeting venue>Persons who seem unwell may be called upon by the staff and denied entering the venue. We appreciate
your kind understanding in advance.

The Company’s officers and organizing staff will check their health conditions beforehand, and keep facemasks on during the meeting.

–4–

[Translation for Reference and Convenience Purposes Only]

Reference Documents for the General Meeting of Shareholders

Proposal No. 1: Appropriation of Surplus
1. Year-end dividends
The Company’s basic policy is to pay stable dividends on an ongoing basis. The Company will endeavor to return profits
to shareholders by maintaining a dividend increase, setting a consolidated dividend payout ratio of 30% to 50% as a guideand making the decision based on consolidated dividend payout ratios for the most recent five years in order to respondflexibly to changes in the financial results each year.
The Company proposes that the year-end dividend for the current fiscal year be ¥39 per share, an increase of ¥3 per sharefrom a year earlier.
The Company’s annual dividend for the fiscal year under review would be ¥78 per share, including ¥39 per share
distributed as an interim dividend, an increase of ¥3 per share from a year earlier, and the consolidated dividend payout
ratio would be 43.5%.

(1)Type of Property for Dividends

Cash

(2)

Allotment of Property for
Dividends and Total Amount Thereof

Dividend per share of common
stock of the Company¥39

Total amount of dividends¥4,393,178,868(3)Effective Date of
the Distribution of Surplus

June 30, 2023

2. Other appropriation of surplus
We propose the following internal reserves to be used for investments aimed at boosting corporate value, etc.
in order to strengthen the management foundation in preparation for the development of operations in the
future.
(1)

Item of surplus to be increased
and amount of increase

General reserve¥9,000,000,000(2)Item of surplus to be decreased
and amount of decrease

Retained earnings brought forward¥9,000,000,000–5–[Translation for Reference and Convenience Purposes Only]

Proposal No. 2: Partial Amendments to the Articles of Incorporation
1. Reasons for the amendments
In order to further enhance the Group’s sustainable growth and corporate value, the Company aims to establish a more
effective and transparent corporate governance system by strengthening management supervision and business executionfunctions through clearly separating management execution and supervision. For this purpose, the Company would like tomake the transition to a Company with a Nominating Committee, etc. In line with the transition, it is proposed that newprovisions be established regarding a Nominating Committee, an Audit Committee and a Compensation Committee, as well
as Executive Officers, while provisions regarding members of the Audit & Supervisory Board and the Audit & Supervisory
Board be deleted, along with other necessary adjustments.
In addition, it is proposed that Articles be renumbered as a result of the above-mentioned amendments.
Consent has been obtained from each member of the Audit & Supervisory Board for the new establishment of Article 27(Exemption of Directors from Liability) and Article 34 (Exemption of Executive Officers from Liability).
The amendments to the Articles of Incorporation proposed in this proposal shall become effective at the conclusion of this
General Meeting of Shareholders.
2. Contents of the amendments
The contents of the amendments are as follows.
(Underlines indicate amended sections)
Proposed amendments

Current Articles of Incorporation
Chapter 1 General Provisions
Articles 1-3(Omitted)
Article 4(Organs)
The Company shall have the following
organs.

1.
2.

General meetings of shareholders
Directors

3.
4.
5.
6.

Board of Directors
Members of the Audit & Supervisory Board
Audit & Supervisory Board
Accounting auditor

Article 5(Omitted)
Chapter 2

Chapter 1 General Provisions
Articles 1-3(Unchanged)
Article 4(Organs)
The Company as a Company with aNominating Committee, etc. shall have thefollowing organs, in addition to General
meetings of shareholders and Directors.
1.
Board of Directors
2.
Nominating Committee, Audit Committee andCompensation Committee
3.
Executive officers
4.
Accounting auditor

Article 5

Shares

Articles 6-8(Omitted)
Article 9(Transfer Agent)
The Company shall appoint a transfer agent.
The Company shall select the transfer agent
and its office by a resolution at a Board of
Directors meeting. Such agent shall beannounced in a public notice.
The preparation and keeping of theshareholder register, the stock acquisitionrights register of the Company, other clerical
work related to the shareholder register, andthe stock acquisition rights register shall be
entrusted to the transfer agent. The Company
shall not perform the above functions.

(Unchanged)
Chapter 2

Shares

Articles 6-8(Unchanged)
Article 9(Transfer Agent)
The Company shall appoint a transfer agent.
The Company shall select the transfer agent
and its office by a resolution at a Board of
Directors meeting or by the decision of an
executive officer who has been delegated by aresolution at a Board of Directors meeting.
Such agent shall be announced in a public
notice.
The preparation and keeping of theshareholder register, the stock acquisitionrights register of the Company, other clerical
work related to the shareholder register, andthe stock acquisition rights register shall be
entrusted to the transfer agent. The Company
shall not perform the above functions.

–6–[Translation for Reference and Convenience Purposes Only]

Article 10

Current Articles of Incorporation(Share Handling Regulations)
In addition to the rules specified by laws,
regulations, and these Articles ofIncorporation, the handling of the Company’s
shares shall be in accordance with the Share
Handling Regulations established by the
Board of Directors.

Chapter 3

Article 10

General Meetings of Shareholders

Proposed amendments(Share Handling Regulations)
In addition to the rules specified by laws,
regulations, and these Articles ofIncorporation, the handling of the Company’s
shares shall be in accordance with the Share
Handling Regulations established by the
Board of Directors meeting or by an executive
officer who has been delegated by a resolution
at a Board of Directors meeting.

Chapter 3

General Meetings of Shareholders

Articles 11-12(Omitted)
Article 13(Chairperson at General Meeting of
Shareholders)
The president shall take the chair at a general
meeting of shareholders.
In the absence of the president, any otherdirector can substitute for the president inaccordance with an order predetermined by
the Board of Directors.

Articles 11-12(Unchanged)
Article 13(Convener and Chairperson)
1.
A director predetermined by resolution of theBoard of Directors meeting shall convene thegeneral meeting of shareholders. In theabsence of said director, any other director
shall act so in accordance with an orderpredetermined by the Board of Directors
meeting.
2.
A director or an executive officer
predetermined by resolution of the Board of
Directors meeting shall take the chair at a
general meeting of shareholders. In theabsence of said director or the executive
officer, any other director or executive officer
shall act so, in accordance with an orderpredetermined by the Board of Directors
meeting.

Articles 14-16(Omitted)
Article 17(Minutes of General Meeting of Shareholders)
The substance of the proceedings of a general
meeting of shareholders, the results thereof, as
well as other matters provided for by laws andregulations, shall be recorded in the minutes.
The chairperson and the directors present at
the meeting shall affix their names and seals
on such minutes.

Articles 14-16(Unchanged)
Article 17(Minutes of General Meeting of Shareholders)
The substance of the proceedings of a general
meeting of shareholders, the results thereof, as
well as other matters provided for by laws andregulations, shall be described or recorded in
the minutes.

Chapter 4
Article 18
Article 19

Article 20

Directors and Board of Directors(Omitted)(Election of Directors)
The directors shall be elected by a resolution
at a general meeting of shareholders.
The resolution to elect the directors in thepreceding paragraph shall be passed by amajority of the voting rights of theshareholders present at a meeting where theshareholders holding one third or more of thevoting rights are entitled to exercise theirvoting rights.
The directors shall not be elected bycumulative vote.
(Omitted)

Chapter 4
Article 18
Article 19

Article 20–7–

Directors and Board of Directors(Unchanged)(Election of Directors)
The directors shall be elected by a resolution
at a general meeting of shareholders.
The resolution to elect the directors in thepreceding paragraph shall be passed by amajority of the voting rights of theshareholders present at a meeting where theshareholders holding one third or more of thevoting rights are entitled to exercise theirvoting rights.
The directors shall not be elected bycumulative vote. (Change in Japanese only;
English unchanged)(Unchanged)

[Translation for Reference and Convenience Purposes Only]

Article 21

Article 22
Article 23

Article 24

Current Articles of Incorporation(Representative Director and Directors with
Positions of Responsibility)
A director who represents the Company shallbe appointed by a resolution at a Board of
Directors meeting.
The Company may appoint by resolutions at a
Board of Directors meeting: one (1)chairperson of the Board, one (1) vicechairperson of the Board, one (1) president of
the Board, and one or more vice presidents of
the Board, executive senior managing
directors and managing directors.
(Omitted)(Remuneration, etc. for Directors)
Financial benefits received from the Company
by directors as remuneration, and/or otherconsiderations for the execution of theirduties, shall be determined by a resolution ofa general meeting of shareholders.
(Convocation of Board of Directors Meeting)To call a Board of Directors meeting, a notice
shall be sent to each director and eachmember of the Audit & Supervisory Board atleast three (3) days prior to the date of themeeting. Provided, however, that in case of an
emergency, this period can be shortened.
If the consent of all directors and members of
the Audit & Supervisory Board is obtained,
the Board of Directors meeting may be held
without following the convocation
procedures.
<Newly established>

Article 21

Proposed amendments(Directors with Positions of Responsibility)
The Company may appoint directors withpositions of responsibility by resolutions at a
Board of Directors meeting.

Article 22
Article 23

Article 24

Article 25

Article 25(Omitted)<Newly established>

Article 26
Article 27

Article 26(Omitted)

Article 28–8–(Unchanged)(Remuneration, etc. for Directors)
Financial benefits received from the Company
by directors as remuneration and/or otherconsiderations for the execution of their duties(hereinafter the “Remuneration, etc.”) shall be
determined by a resolution of theCompensation Committee.
(Convocation of Board of Directors Meeting)To call a Board of Directors meeting, a notice
shall be sent to each director at least three (3)days prior to the date of the meeting.
Provided, however, that in case of an
emergency, this period can be shortened.
If the consent of all directors is obtained, theBoard of Directors meeting may be held
without following the convocation
procedures.

(Omission of Resolution of the Board of
Directors)
With respect to the matters to be resolved by
the Board of Directors, the Company shalldeem that a resolution to the effect that suchmatters were approved was adopted by the
Board of Directors meeting when all the
directors who can participate in resolution
express their agreement in writing or by anelectromagnetic record.
(Unchanged)(Exemption of Directors from Liability)
Pursuant to the provisions of Article 426,
Paragraph 1 of the Companies Act, theCompany may, by a resolution at a Board of
Directors meeting, exempt directors(including those who were formerly directors)
from their liability for damages arising fromneglecting their duties to the extent permitted
by laws and regulations.
(Unchanged)

[Translation for Reference and Convenience Purposes Only]
Current Articles of Incorporation

Proposed amendments

Chapter 5

Members of Audit & Supervisory Board andAudit & Supervisory Board<Deleted>

Article 27(Number of Members of Audit & Supervisory
Board)The number of members of the Audit &Supervisory Board shall be three (3) or more.
(Election of Members of Audit & Supervisory
Board)The members of the Audit & Supervisory
Board shall be elected by a resolution at a
general meeting of shareholders.
The resolution to elect the members of the
Audit & Supervisory Board in the preceding
paragraph shall be passed by a majority of thevoting rights of the shareholders present at a
meeting where shareholders holding one thirdor more of the voting rights are entitled toexercise their voting rights.
(Term of Office of Members of Audit &Supervisory Board)
The term of office of each member of the
Audit & Supervisory Board shall continue
until the conclusion of the ordinary general
meeting of shareholders for the last businessyear that ends within four (4) years from thetime of his/her election.
The term of office of a member of the Audit &Supervisory Board who is elected as a
substitute for a member of the Audit &Supervisory Board who has resigned before
the expiration of his/her term of office shallcontinue until the time the term of office ofthe resigned member of the Audit &Supervisory Board expires.
(Election of Substitute Members of Audit &Supervisory Board)
In cases where the number of members of the
Audit & Supervisory Board is less than thenumber prescribed in laws, regulations, orthese Articles of Incorporation, the Company
may elect substitutes as members of the Audit& Supervisory Board in advance of a general
meeting of shareholders.
The resolution to elect the substitute membersof the Audit & Supervisory Board shall bepassed by a majority of the voting rights ofthe shareholders present at a meeting where
shareholders holding one third or more of thevoting rights are entitled to exercise theirvoting rights.
(Full-time Members of Audit & Supervisory
Board)
Full-time members of the Audit &Supervisory Board shall be appointed by aresolution of the Audit & Supervisory Board.

<Deleted>

Article 28

Article 29

Article 30

Article 31–9–<Deleted><Deleted><Deleted><Deleted>[Translation for Reference and Convenience Purposes Only]

Article 32

Article 33

Article 34

Article 35

Current Articles of Incorporation(Remuneration, etc. for Members of Audit &Supervisory Board)
Financial benefits received from the Company
by members of the Audit & Supervisory
Board as remuneration, and/or otherconsideration for the execution of their duties
shall be determined by a resolution of ageneral meeting of shareholders.
(Convocation of Audit & Supervisory Board
Meeting)
To call an Audit & Supervisory Board
meeting, a notice shall be sent to eachmember of the Audit & Supervisory Board atleast three (3) days prior to the date of themeeting. Provided, however, that in case of an
emergency, this period can be shortened.
If the consent of all members of the Audit &Supervisory Board is obtained, the Audit &Supervisory Board meeting may be held
without following the convocation
procedures.
(Audit & Supervisory Board Regulations)
In addition to these Articles of Incorporation,
matters concerning the Audit & Supervisory
Board shall be in accordance with the Audit &Supervisory Board Regulations established by
the Audit & Supervisory Board.
(Limited Liability of External Members of
Audit & Supervisory Board)
Pursuant to the provisions of Article 427,
Paragraph 1 of the Companies Act, theCompany may enter into an agreement withexternal members of the Audit & Supervisory
Board to the effect that limits their liability for
negligence. Provided, however, that thelimitation of the liability based on theagreement shall be the amount prescribed bylaws and regulations.

Proposed amendments<Deleted><Deleted><Deleted><Deleted><Newly established>

Chapter 5

Nominating Committee, Audit Committee andCompensation Committee<Newly established>

Article 29(Number and Election of Members ofCommittees)
A Nominating Committee, an Audit
Committee and a Compensation Committee
shall be composed of at least three (3)directors, with a majority of members of eachCommittee being external directors.
Directors who constitute the members of eachCommittee shall be elected by a resolution ata Board of Directors meeting.
(Operation of Committees)
Matters relating to each Committee shall begoverned by each Committee Regulations
determined by a resolution at a Board of
Directors meeting, in addition to laws andregulations and the Articles of Incorporation.

1.

2.

<Newly established>

Article 30– 10 –

[Translation for Reference and Convenience Purposes Only]
Current Articles of Incorporation

Proposed amendments<Newly established><Newly established>

Chapter 6
Article 31
1.
2.

<Newly established>

Article 32<Newly established>

Article 33

1.

2.

<Newly established>

Article 34<Newly established>

Article 35

Chapter 6

Accounting Auditor

Articles 36-37(Omitted)
Article 38(Remuneration, etc. of Accounting Auditor)
Remuneration, etc. of the accounting auditor
shall be determined by the representative
director after obtaining the consent of the
Audit & Supervisory Board.
Chapter 7
Articles 39-42(Number and Election of Executive Officers)
The Company shall have at least one (1)executive officer.
Executive officers shall be elected by aresolution at a Board of Directors meeting.
(Term of Office of Executive Officers)
The term of office of executive officers shallcontinue until the last day of the business yearthat ends within one (1) year after theirelection.
(Representative Executive Officers andExecutive Officers with Positions of
Responsibility)
The Company shall appoint representative
executive officer from executive officers by aresolution at a Board of Directors meeting.
The Company may appoint executive officers
with positions of responsibility by a resolution
at a Board of Directors meeting.
(Exemption of Executive Officers from
Liability)
Pursuant to the provisions of Article 426,
Paragraph 1 of the Companies Act, theCompany may, by a resolution at a Board of
Directors meeting, exempt executive officers(including those who were formerly executive
officers) from their liability for damages
arising from neglecting their duties to theextent permitted by laws and regulations.
(Remuneration, etc. for Executive Officers)
Remuneration etc. for executive officers shallbe determined by a resolution of theCompensation Committee.
Chapter 7

Accounting Auditor

Articles 36-37(Unchanged)
Article 38(Remuneration, etc. of Accounting Auditor)
Remuneration, etc. of the accounting auditor
shall be determined by directors determinedby the Board of Directors meeting after
obtaining the consent of the Audit Committee.

Accounting(Omitted)

Executive Officers

Chapter 8
Articles 39-42– 11 –

Accounting(Unchanged)

[Translation for Reference and Convenience Purposes Only]
Current Articles of Incorporation

Proposed amendments<Newly established><Newly established>(Supplementary Provisions)
Article 1(Transitional Measures for Limited Liability
for External Members of the Audit &Supervisory Board)
The provision of Article 35 of the Articles ofIncorporation prior to the amendment byresolution at the 87th Ordinary General
Meeting of Shareholders shall remain
effective regarding the liability for external
members of the Audit & Supervisory Board
before the conclusion of the said Ordinary
General Meeting of Shareholders.
Note: Some underlining does not coincide with the Japanese version because of translation adjustments.

– 12 –

[Translation for Reference and Convenience Purposes Only]

Proposal No. 3: Election of Eight (8) Directors
Subject to approval of Proposal No. 2: “Partial Amendments to the Articles of Incorporation,” the Company makes transition
from the current Company with an Audit & Supervisory Board to a Company with a Nominating Committee, etc. In line withthis transition, the term of office of all ten (10) Directors and three (3) members of the Audit & Supervisory Board will expire
at the conclusion of this General Meeting of Shareholders. Accordingly, the Company proposes the election of eight (8)Directors, including four (4) External Directors. The candidates for Directors are as follows:

No.

Name

1

Michiya Kadota

Chairman and
Representative Director

2

Hirohiko Ejiri

President andRepresentative Director

Number of years as
Record of attendances
Director
at the Board of(at the conclusion of
Directors meetings
this General Meetingof Shareholders)

Positions and Assignments in the Company

3

Shuji Shirode

Director

4

Yukihiko Mutou

Member of the Audit &Supervisory Board

5

External member of the
Kenjiro Kobayashi Audit & Supervisory
Board

―

Executive General
Manager ofCorporate Control
and Administration
Division

Reappointment100%(13/13)9 years

Reappointment100%(13/13)

7 years

Reappointment100%(13/13)

2 yearsNew

100%*1(13/13)

1 year*2

100%*1(13/13)—100%(13/13)4 years

100%*3(10/10)1 year——New
External
Independent
Reappointment

6

Keiko Tanaka

External Director―

External
Independent
Reappointment

7

Masahiro Miyazaki

External Director―

External
Independent
New

8

Yoshiko Takayama—―

External
Independent

Notes: 1. During the fiscal year ended March 31, 2023, the Board of Directors held 13 Board of Directors
meetings. The attendance records of the Board of Directors meetings for Yukihiko Mutou and Kenjiro
Kobayashi indicate their attendances as members of the Audit & Supervisory Board.
2. Although Yukihiko Mutou is currently a member of the Audit & Supervisory Board of the Company,
one year is indicated for number of years as Director because he served as a Director in the past.
3. The attendance records of the Board of Directors meetings for Masahiro Miyazaki indicate his
attendance after he assumed office as Director on June 29, 2022.
New
External

New candidates for Director

Reappointment

Candidates for reappointment as Director

Candidates for External Director

Independent

Independent Officer as set forth underregulations of the Tokyo Stock Exchange, Inc.

– 13 –

[Translation for Reference and Convenience Purposes Only]
Candidate No.

1

Date of birth
February 16, 1959
64 years old

Michiya Kadota

Reappointment

Brief personal history, positions and assignments in the Company
Apr. 1983 Joined Kurita Water Industries Ltd.
Apr. 2006 General Manager of Business Process Reengineering Dept., Corporate Planning Division
Apr. 2008 General Manager of Internal Auditing Dept.
Apr. 2012 General Manager of Finance and Accounting Dept., Administrative DivisionJun. 2013 Executive Officer of the Company
Jun. 2014 Director of the Company
Jun. 2014 Executive General Manager of Administrative Division
Apr. 2016 President and Representative Director of the Company
Number of the sharesof the Company held
27,300 shares
Number of years as
Director
9 years(at the conclusion of this
General Meeting of
Shareholders)Record of attendancesat the Board of
Directors meetings
100% (13/13)

Apr. 2023 Chairman and Representative Director of the Company (Current position)
Significant positions concurrently held
None
Reasons for deciding to make him a candidate for Director
Mr. Michiya Kadota has a career mainly in the area of general affairs such as finance and accounting
and has been serving as President and Representative Director since 2016. After the assumption of
office, in order to build a solid earnings base, he engaged in a business process change and businessmodel transformation by accelerating DX through the provision of social value, establishment of a
global business foundation utilizing M&As, and promotion of corporate governance reforms, all towardenhancing corporate value. Based on his experience of leading the management of the Company, he iswell-versed in the Group, and the Company believes that he is an individual capable of contributing toquality discussions at, and strengthening the supervisory function of, the Company’s Board of
Directors. The Company has therefore nominated him as a candidate for Director.

– 14 –

[Translation for Reference and Convenience Purposes Only]
Candidate No.

2

Date of birth
October 6, 1962
60 years old

Hirohiko Ejiri

Reappointment

Brief personal history, positions and assignments in the Company
Apr. 1985 Joined Kurita Water Industries Ltd.
Apr. 2005 President of Kurita Europe GmbH
Apr. 2011 General Manager of Sales Dept. for Heavy Industries, Group II, Chemicals DivisionJun. 2013 General Manager of Business Management Dept., Chemicals Division
Apr. 2014 Executive Officer of the Company
Jun. 2014 Senior General Manager of Sales Group I, Chemicals Division
Apr. 2016 Executive General Manager of Corporate Planning DivisionJun. 2016 Director of the Company
Apr. 2018 Executive General Manager of Engineering Division
Apr. 2019 Managing Director of the Company
Number of the sharesof the Company held
17,300 shares

Apr. 2020 Executive General Manager of Engineering Division and Chief Business Officer for
Facilities business
Jun. 2021 Executive Senior Managing Director and Representative Director of the Company
Apr. 2022 Executive General Manager of Japan Sales Business Division and Chief Business Officer
for Chemical Operation

Number of years as
Apr. 2023 President and Representative Director of the Company (Current position)
Director
7 years(at the conclusion of thisSignificant positions concurrently held
General Meeting of
None
Shareholders)Record of attendancesat the Board of
Directors meetings
100% (13/13)

Reasons for deciding to make him a candidate for Director
Mr. Hirohiko Ejiri has considerable insight in the market and onsite operations accumulated through his
years of experience at the sales departments of the Water Treatment Chemicals business. After hisassumption of office of Director in 2016, he led the initiative for expansion of the Kurita Group’sbusiness fields and transformation of revenue structure, as well as enhancement of production
efficiency through utilization of DX in the production process, etc., improvement of product quality,
and transformation of the production structure. Having a President well-versed in the Water Treatment
Chemicals business double as a Director would contribute to strengthening the supervisory function of
the Company’s Board of Directors, while enabling the status of business execution to be shared in an
appropriate manner. The Company has therefore nominated him as a candidate for Director.

– 15 –

[Translation for Reference and Convenience Purposes Only]
Candidate No.

3

Date of birth
October 5, 1959
63 years old

Shuji Shirode

Reappointment

Brief personal history, positions and assignments in the Company
Jan. 2016 Joined Kurita Water Industries Ltd.
Assistant to General Manager of Administrative Division
Apr. 2018 Executive Officer of the Company
Apr. 2018 Deputy Executive General Manager of Corporate Planning Division
Apr. 2019 Deputy Executive General Manager of Corporate Control and Administration Division

Number of the sharesof the Company held
10,000 shares

Jun. 2021 Director of the Company (Current position)
Jun. 2021 Executive General Manager of Corporate Control and Administration Division(Current position)
Significant positions concurrently held
None

Number of years as
Director
2 years
Reasons for deciding to make him a candidate for Director(at the conclusion of thisMr. Shuji Shirode has a wealth of experience at a corporate group with global operations, including
General Meeting oftime spent working overseas, as well as high expertise related to finance, tax affairs, and accounting. As
Shareholders)Record of attendancesat the Board of
Directors meetings
100% (13/13)

the officer in charge of finance from 2020, he has focused on strengthening the foundations of theGroup’s finance and accounting functions. The Company believes that he can contribute tostrengthening the supervisory function of the Board of Directors by utilizing his high expertise fromserving concurrently as the officer in charge of finance, where he played a central role in execution, andas Director. The Company has therefore nominated him as a candidate for Director.

– 16 –

[Translation for Reference and Convenience Purposes Only]
Candidate No.

4

Date of birthJune 19, 1959
64 years old

Yukihiko Mutou

New

Brief personal history, positions and assignments in the Company
Oct. 1991 Joined Kurita Water Industries Ltd.
Jun. 2005 General Manager of Finance and Accounting Dept., Administrative Division
Apr. 2012 General Manager of Personnel and Labor Relations Dept., Administrative Division
Apr. 2014 General Manager of General Affairs Dept., Administrative Division
Apr. 2016 Executive Officer of the Company
Apr. 2018 Executive General Manager of Group Administrative Division
Number of the sharesof the Company held
9,500 shares
Number of years as
Director
1 year*1(at the conclusion of this
General Meeting of
Shareholders)*1 The total number ofyears he served as
Director ispresented.
Record of attendancesat the Board of
Directors meetings
100% (13/13)*2*2 The record indicatesthe attendance at theBoard of Directors
meetings as amember of the Audit& Supervisory
Board.

Jun. 2018 Director of the Company
Apr. 2019 Deputy Executive General Manager of Corporate Planning and Control DivisionJun. 2019 Full-time member of the Audit & Supervisory Board (Current position)
Significant positions concurrently held
None
Reasons for deciding to make him a candidate for Director
Mr. Yukihiko Mutou has abundant knowledge and experience in the field of business management as heheld important posts such as those at the finance, accounting and human resource departments. He
assumed the post of Director of the Company in 2018 and a member of the Audit & Supervisory Board
in 2019, and is well-versed in the fields of the Group’s governance, internal audit and audits. The
Company believes that he is an individual capable of utilizing his deep understanding of the Group andhigh expertise in the field of audit to strengthen the supervisory function of the Board of Directors andhas therefore nominated him as a candidate for Director.

– 17 –

[Translation for Reference and Convenience Purposes Only]
Candidate No.

5Kenjiro Kobayashi

Date of birth
October 1, 1953
69 years old

New
External
Independent

Brief personal history, positions and assignments in the Company
Apr. 1977 Joined Japan Development Bank (current Development Bank of Japan Inc.)
Apr. 2002 General Manager of the New Business Division of Development Bank of Japan Inc.
Jul. 2004 Managing Director of CITIC Provident Management Ltd.
Jun. 2006 Executive Officer and General Manager of Corporate Strategy Planning Office of Johnson
Diversey (current CxS Corporation)
Apr. 2007 General Manager of Corporate Strategy Planning Division of Johnson Diversey (current
CxS Corporation)
Apr. 2008 General Manager in charge of the Co-Creation Business Promotion Project of City of
Yokohama
Nov. 2010 Representative Director and Executive Vice President of Japan Industrial Solutions Co.,Ltd.
May 2013 Director of Japan Industrial Solutions Co., Ltd.
Jun. 2016 (Full-time) External Member of the Audit & Supervisory Board of Kurita Water
Industries Ltd. (Current position)
Number of the sharesof the Company held
4,600 shares
Number of years as
Director―(at the conclusion of this
General Meeting of
Shareholders)Significant positions concurrently held
None
Reasons for deciding to make him a candidate for External Director and a summary of expected
roles
Mr. Kenjiro Kobayashi has played an active role in different areas of the Kurita Group’s businesses andhas high expertise and a wealth of international experience in the areas of finance, corporate planning,new business development and M&A, etc. As he has conducted high quality audits based on thisexpertise and experience as an external member of the Audit & Supervisory Board of the Company
since 2016. The Company believes that he is an individual capable of increasing the rationality andtransparency in the Company’s management from an outside perspective and strengthening thesupervisory function of the Board of Directors, and the Company has decided to make him a candidate
for an External Director.

Record of attendancesat the Board of
Directors meetings
100% (13/13)** The record indicatesthe attendance at theNotes concerning the candidate for External Director
Board of Directors
 Mr. Kobayashi is an incumbent external member of the Audit & Supervisory Board of the Company.
meetings as a
His term of office will reach seven (7) years at the conclusion of this General Meeting ofmember of the Audit
Shareholders.
& SupervisoryJohnson Diversey (current CxS Corporation), at which he served as Executive Officer in the past, andBoard.

Japan Industrial Solutions Co., Ltd., at which he served as Director, are not customers of theCompany.
 The Company plans to enter into an agreement with Mr. Kobayashi that limits liability for damages
stipulated in Paragraph 1, Article 423 of the Companies Act in accordance with the provisions of the
Articles of Incorporation thereof based on the provisions of Paragraph 1, Article 427 of the Act, if this
proposal is approved and adopted. The amount stipulated in Paragraph 1, Article 425 of the Act has
been set as the maximum liability for damages based on this agreement.
 The Company has notified the Tokyo Stock Exchange, Inc. of the appointment of Mr. Kobayashi as
an independent officer as set forth under regulations thereof.

– 18 –

[Translation for Reference and Convenience Purposes Only]
Candidate No.

6

Date of birth
May 24, 1960
63 years old

Keiko Tanaka

Reappointment
External
Independent

Brief personal history, positions and assignments in the Company
Apr. 1984 Joined NISSAN MOTOR CO., LTD.
Apr. 2011 Seconded to JATCO Ltd
Apr. 2013 Treated as equivalent to Vice President, JATCO Ltd
Sep. 2014 Retired from NISSAN MOTOR CO., LTD. and JATCO Ltd
Oct. 2014 Ambassador Extraordinary and Plenipotentiary of Japan to Uruguay
Apr. 2018 Vice President, Nissan Financial Services Co., Ltd.
Jun. 2019 External Director of Kurita Water Industries Ltd. (Current position)
Apr. 2020 Outside expert of Sustainability Committee of NH Foods Ltd. (Current position)
Apr. 2022 Corporate Vice President of Nissan Financial Services Co., Ltd.
Significant positions concurrently held
None
Reasons for deciding to make her a candidate for External Director and a summary of expected
roles
Ms. Keiko Tanaka has been active in business fields that differ from those of the Kurita Group andpossesses a great deal of knowledge on public relations and marketing, as well as an experience of
having held the position of Ambassador Extraordinary and Plenipotentiary of Japan to Uruguay. The
Number of years as
Company believes that she is an individual capable of expressing opinions from an outside perspective
Director
to increase the rationality and transparency of the Company’s management and utilizing her expansive
4 years(at the conclusion of this knowledge and international experience for strengthening the supervisory function of the Board of
Directors, and therefore nominated her as a candidate for External Director.
General Meeting of
Number of the sharesof the Company held
1,000 shares

Shareholders)Record of attendancesat the Board of
Directors meetings
100% (13/13)

Notes concerning the candidate for External Director
 NH Foods Ltd. is one of customers of the Company. However, because the transaction value with NH
Foods Ltd. is less than 0.1% of consolidated net sales of the Company, it does not fall under a major
customer. Nissan Financial Services Co., Ltd. has not conducted any transaction with the Company sofar.
 The Company has entered into an agreement with Ms. Tanaka that limits liability for damages
stipulated in Paragraph 1, Article 423 of the Companies Act in accordance with the provisions of the
Articles of Incorporation thereof based on the provisions of Paragraph 1, Article 427 of the Act. The
amount stipulated in Paragraph 1, Article 425 of the Act has been set as the maximum liability fordamages based on this agreement. The Company intends to continue this agreement in case this
proposal is approved and adopted at this meeting and Ms. Tanaka is reappointed as an External
Director of the Company.
 The Company has notified the Tokyo Stock Exchange, Inc. of the appointment of Ms. Tanaka as anindependent officer as set forth under regulations thereof.

– 19 –

[Translation for Reference and Convenience Purposes Only]
Candidate No.

7

Masahiro Miyazaki

Date of birth
April 13, 1954
69 years old

Reappointment
External
Independent

Brief personal history, positions and assignments in the Company
Apr. 1977 Joined Nissei Sangyo Co., Ltd. (current Hitachi High-Tech Corporation)
Apr. 2007 Executive Officer, General Manager, Regional Branch Office for West Japan Area andKansai Branch Office of Hitachi High-Technologies Corporation (current Hitachi HighTech Corporation)
Apr. 2010 President & CEO, Hitachi High-Technologies America, Inc. (current Hitachi High-Tech
America, Inc.)
Apr. 2014 Senior Vice President and Executive Officer, General Manager of Corporate Strategy Div.
of Hitachi High-Technologies Corporation (current Hitachi High-Tech Corporation)
Apr. 2015 Representative Executive Officer, President and Chief Executive Officer of Hitachi HighTechnologies Corporation (current Hitachi High-Tech Corporation)
Jun. 2015 Representative Executive Officer, President and Chief Executive Officer and Director of
Hitachi High-Technologies Corporation (current Hitachi High-Tech Corporation)
Apr. 2021 Advisor of Hitachi High-Tech Corporation
Jun. 2022 External Director of Kurita Water Industries Ltd. (Current position)

Number of the sharesof the Company held
100 share

Significant positions concurrently held
None

Reasons for deciding to make him a candidate for External Director and a summary of expectedroles
Number of years as
Mr. Masahiro Miyazaki has experience of holding important positions such as a representative
Director
executive officer and president and chief executive officer at corporate groups with global operations
1 yearmainly in the electronics industry, both in Japan and overseas. The Company believes that he is an(at the conclusion of thisindividual capable of increasing the rationality and transparency of the Kurita Group’s management andGeneral Meeting ofstrengthening the supervisory function of the Board of Directors from an outside perspective based on
Shareholders)
his extensive experience in corporate management and global business, and therefore nominated him as
Record of attendances a candidate for External Director.
at the Board of
Directors meetings
100% (10/10)

Notes concerning the candidate for External Director
 Hitachi High-Tech Corporation is one of customers of the Company. However, because thetransaction value with Hitachi High-Tech Corporation is less than 0.1% of consolidated net sales of
the Company, it does not fall under a major customer.
 The Company has entered into an agreement with Mr. Miyazaki that limits liability for damages
stipulated in Paragraph 1, Article 423 of the Companies Act in accordance with the provisions of the
Articles of Incorporation thereof based on the provisions of Paragraph 1, Article 427 of the Act. The
amount stipulated in Paragraph 1, Article 425 of the Act has been set as the maximum liability fordamages based on this agreement. The Company intends to continue this agreement in case this
proposal is approved and adopted at this meeting and Mr. Miyazaki is reappointed as an External
Director of the Company.
 The Company has notified the Tokyo Stock Exchange, Inc. of the appointment of Mr. Miyazaki as anindependent officer as set forth under regulations thereof.

– 20 –

[Translation for Reference and Convenience Purposes Only]
Candidate No.

8

Yoshiko Takayama

Date of birthAugust 9, 1956
66 years old

New
External
Independent

Brief personal history, positions and assignments in the Company
Apr. 1980 Joined Bank of America N.A.
Dec. 1990 Vice President, Merrill Lynch & Co., Inc.
Dec. 1997 Senior manager, Thomson Financial Investor Relations
Dec. 1998 Asia-Pacific Regional Director, Thomson Financial Investor Relations
Jun. 2001 Managing Director, J-Eurus IR Co., Ltd.
Mar. 2003 Managing Director/Board Member, J-Eurus IR Co., Ltd
Jun. 2010 Governor, International Corporate Governance Network
Oct. 2010 Director, Japan Corporate Governance Network (Current position)
Jun. 2015 Outside Director, AUTOBACS SEVEN Co., Ltd. (Current position)
Sep. 2015 Member of the Council of Experts Concerning the Follow-up of Japan’s Stewardship Codeand Japan’s Corporate Governance Code, Financial Services Agency and Tokyo Stock
Exchange, Inc. (Current position)
Oct. 2015 Representative Directors, Japan Board Review Co., Ltd.
Jan. 2022 Committee member representing Japan, ISO/PC 337, Guidelines for the promotion andimplementation of gender equality, Japanese Standards Association (Current position)

Number of the sharesof the Company held
0 shareNumber of years as
Director―(at the conclusion of this
General Meeting of
Shareholders)Record of attendancesat the Board of
Directors meetings―

Sep. 2022 Member of the “Committee for Studying Scoring Criteria for Selecting Enterprises as
Nadeshiko Brands” operated by the Ministry of Economy, Trade and Industry and theTokyo Stock Exchange, FY2022
Apr. 2023 Vice Chairperson, J-Eurus IR Co., Ltd. (Current position)
Apr. 2023 Director, Japan Board Review Co., Ltd. (Current position)
Significant positions concurrently held
Outside Director, AUTOBACS SEVEN Co., Ltd.
Vice Chairperson, J-Eurus IR Co., Ltd.
Director, Japan Board Review Co., Ltd.
Reasons for deciding to make her a candidate for External Director and a summary of expectedroles
Ms. Yoshiko Takayama has abundant experience and skills in the field of Investor Relations
accumulated through her career at international companies and high expertise related to corporate
governance. The Company believes that she is an individual capable of increasing the rationality andtransparency of the Kurita Group’s management and strengthening the supervisory function of theBoard of Directors by expressing her opinions and proposals to the Group’s governance, based on her
broad insight backed by her management experience at multiple corporations, and therefore nominatedher as a candidate for External Director.

Notes concerning the candidate for External Director
 AUTOBACS SEVEN Co., Ltd., J-Eurus IR Co., Ltd., and Japan Board Review Co., Ltd. have notconducted any transaction with the Company so far.
 The Company plans to enter into an agreement with Ms. Takayama that limits liability for damages
stipulated in Paragraph 1, Article 423 of the Companies Act in accordance with the provisions of the
Articles of Incorporation thereof based on the provisions of Paragraph 1, Article 427 of the Act, if this
proposal is approved and adopted. The amount stipulated in Paragraph 1, Article 425 of the Act has
been set as the maximum liability for damages based on this agreement.
 The Company plans to notify the Tokyo Stock Exchange, Inc. of the appointment of Ms. Takayama as
an independent officer as set forth under regulations thereof.
Notes: 1. No special interest exists between the Company and any of the above candidates for Director.
2. Ages of the candidates indicated are as of the date of the General Meeting of Shareholders.
3. The Company has entered into officers liability insurance agreements with insurance companies. These insurance
agreements cover any damages, legal fees etc. that arise as a result of an insured Director’s liability in relation to the
execution of his or her duties, or claims related to the pursuit of such liability. Provided, however, that there are
exemptions, including the fact that damages arising from intentional or malicious actions shall not be covered. The
Company bears all premiums for the insurance agreements, including riders, and no substantial premiums are borneby the insured. Furthermore, if each candidate is appointed as Director, they will be insured under these insurance
agreements, and the Company intends to renew these insurance agreements during their time in office.
– 21 –

[Translation for Reference and Convenience Purposes Only]<Reference> Corporate Governance1. Corporate governance organizational structure after the transition to a Company with aNominating Committee, etc.
(1) Corporate governance chart if Proposal No. 2 and Proposal No. 3 are adopted as originally proposed(2) Constituent Directors of each Committee if Proposal No. 2 and Proposal No. 3 are adopted as originallyproposed (scheduled)
Nominating
Compensation
Audit
No.
Name
Committee
Committee
Committee
1Michiya Kadota〇〇
2
Hirohiko Ejiri〇〇
3
Shuji Shirode
4
Yukihiko Mutou〇
5
Kenjiro Kobayashi (External)〇◎
6
Keiko Tanaka (External)◎〇
7
Masahiro Miyazaki (External)〇◎
8
Yoshiko Takayama (External)〇〇
1.

◎ indicates the candidate scheduled to assume the position of committee chair.

2.

Of the candidates, Hirohiko Ejiri and Shuji Shirode are scheduled to assume the positions of President and Representative
Executive Officer, and Managing Executive Officer, respectively.

(3) Ratio of external and female Directors if Proposal No. 2 and Proposal No. 3 are adopted as originallyproposed
Ratio of External Directors: 4/8 people
Ratio of female Directors:
2/8 people– 22 –

[Translation for Reference and Convenience Purposes Only]

2. Skills Matrix of Directors
Towards realizing the corporate philosophy, the skills set out on the skills matrix comprise the knowledge, experience, andcapabilities necessary based on the Company’s management strategies, such as the Group’s value creation story and mediumterm management plan. The skills are broadly divided into two areas: basic elements needed for governance management andbasic elements needed for the Group’s intended management direction. Moreover, the Group’s intended management directionrefers to creation of shared value with society through the provision of solutions driven by “water knowledge,” obtained byleveraging the diversity (*1) of human resources.
If Proposal No. 3 is approved and adopted as originally proposed, the Directors of the Company and the skills matrix will be as
follows.

Leveraging diversity ▶ Making full use of water knowledge ▶

Corporate governance andmanagement
Name

Creating social value

Legal
Corporate
Financeandmanagement
andHR
Corporate
Accounting manageplanning
ment

Directors

Michiya Kadota●●

Hirohiko Ejiri●

Shuji Shirode●●

Yukihiko Mutou●●

Kenjiro Kobayashi(External)●●

Keiko Tanaka(External)●

Masahiro Miyazaki(External)●●

Yoshiko Takayama(External)

●

●

●

Human
rightsUnderstandingandGlobalSolving issues
on site (*2)

●

●

●

●

●

●

R&D,
Technology,
andEngineeringDX

Environment

●

●

●

●

●

●

●

●

●

●

●

●

●

Among the knowledge and experience of each director, those with ● are fields where they have strength while ● indicatesan area where they are especially promising.
(Notes)*1

The “diversity” means the variety of elements that form “diverse points of contact with sites” that are the source of theKurita Group’s competitiveness, such as contact points with customers, business fields, business development areas /countries, and technology fields, in addition to human resources.

*2

The Kurita Group provides solutions to issues derived from water at sites of customers in the world. The Kurita Group
creates unique solutions by making use of information and data, which it has accumulated by seriously addressing customer
issues at diverse points of contact with sites, as its water knowledge. We believe that these activities constitute the sourceof creation of shared value with customers and society. We believe that a deep understanding of customer sites, whichleads to value creation, and the experience of committing oneself to solving issues at customer sites are skills needed by
the Company’s directors to make important decisions and effectively supervise operational executions at the Company.

3. Our criteria for judging independence
The criteria for judging the independence of the Independent External Directors in selecting candidates shall be that thecandidates for Independent External Directors and their close relatives (*1) must not fall under any of the following– 23 –●●

[Translation for Reference and Convenience Purposes Only]
items.
a. A person who currently executes the operations of the Company or its subsidiary, or has executed such operations in thepast 10 years
b. A person whose major business partner is currently the Company (*2) or was the Company at some time during the past
year, or an individual who executes the operations of this partyc. A current major business partner of the Company (*3) or a major business partner at some time during the past year, or aperson who executes the operations of the major business partner
d. A consultant, an accountant, or a legal professional who currently receives or has received at some point during the past
year a lot of money or property (*4) other than remuneration for officers from the Company
e. A current major shareholder of the Company (*5) or a person who executes the operations of a major shareholder
f. A person who executes the operations of an organization in which an external officer also currently assumes office (theperson only)
g. A person who executes the operations of an organization to which the Company currently makes a donation (the person
only)
*1
*2
*3
*4
*5

The term “close relatives” means relatives within the second degree of kinship.
The term “person whose major business partner is the Company” means a person whose sales in transactions with theCompany make up 2% or more of that person’s consolidated net sales.
The term “major business partner of the Company” means a business partner with whom the Company’s sales intransactions make up 2% or more of the consolidated net sales of the Company, or a business partner from which
borrowings make up 1% or more of the consolidated total assets of the Company.
The term “a lot of money or property” means money and other property that are equivalent to 10 million yen or more
per year, other than remuneration for officers.
The term “major shareholder of the Company” means a shareholder who has voting rights that account for 10% ormore of the voting rights of the Company.
The policies and procedures for nominating candidates for Director are described in the Company’s Corporate
Governance Policies. For more information, refer to the Company’s website shown in the following section.

4. Corporate Governance Policies
Kurita Water Industries Ltd. and its consolidated subsidiaries (hereinafter the “Kurita Group,” and Kurita Water
Industries Ltd. on a non-consolidated basis shall be hereinafter referred to as the “Company”) aim to contribute broadly
to society through corporate activities in the fields of water and environment in accordance with the Kurita corporate
philosophy, “Study the properties of water, master them, and we will create an environment in which nature and humanity
are in harmony.” The Kurita Group will make efforts to promote sustainable growth and enhance its corporate value inthe medium and long term, deferring to the rights and position of various stakeholders such as customers, business
partners, employees, shareholders, and local communities while striving to meet their expectations. To this end, theKurita Group will establish corporate governance, with the aim of realizing transparent, fair, prompt, and decisivedecision-making measures and highly effective management supervision.
Further details of the basic policy and each policy have been made available to the public via the following URL on the
Company’s website on the Internet.
(https://ir.kurita.co.jp/en/corporate_governance/governance_policies/index.html)– 24 –

[Translation for Reference and Convenience Purposes Only]

5. Results of corporate governance initiatives(1) Transition to a Company with a Nominating Committee, etc.
After having repeated deliberations on an ideal governance system from a medium- to long-term perspective, theCompany decided to make the transition to a Company with a Nominating Committee, etc. for the purpose of establishinga more effective and transparent corporate governance system by strengthening management supervision and businessexecution functions. To make transition to the new structure, proposals for making amendments to the Articles ofIncorporation and for electing Directors under the new system have been submitted for this General Meeting of
Shareholders. Please review pages 6 through 21 on the Reference Documents for the General Meeting of Shareholders.
(2) Reduction of strategic shareholdings in other listed companies
In accordance with the reduction of the holdings of shares owned for policy purposes as stated in the Company’s
Corporate Governance Policies, the Company sold three holdings (one of which was partially sold) in fiscal 2022.
(3) Evaluation of Effectiveness of the Board of Directors
The Board of Directors conducts an annual analysis and evaluation of the Board of Directors in order to more effectively
fulfill its required roles and functions. The evaluation results of the Board of Directors for the one-year period fromJanuary 2022 to December 2022 indicated that the self-evaluation of all Directors and members of the Audit &Supervisory Board was generally good, indicating that the effectiveness of the Board of Directors is ensured. Looking
at each category, the area of “operation of the Board of Directors” was most highly evaluated, followed by “Fulfillingthe function of external directors” and “contributions of individual Directors and members of the Audit & Supervisory
Board.” On the other hand, items related to building and monitoring of the DX promotion structure among “roles andresponsibilities of the Board of Directors,” and “dialogue with shareholders” received relatively low evaluation results.
Details of the evaluation, issues identified and measures to be taken are as follows.
(Issue)The Board of Directors has to show clarified direction for management policy which is planned by management members
and identify important appeal point for investors and shareholders to improve the quality of the dialogue.
(Measures)
Through the following measures, we will build a DX promotion system and improve the quality of constructive dialogue
with shareholders and investors.
(a) Clarify the direction of the transformation of the business model and the transformation of the business process utilizing
digital technology that management has considered through discussions at the Board of Directors.
(b) Based on the opinions and expectations of shareholders and investors, directors and management will create
opportunities for dialogue with shareholders and investors regarding their areas of responsibility and areas of expertise
based on the direction that the Group is aiming for through various strategies.

– 25 –

[Translation for Reference and Convenience Purposes Only](Notice of Convocation of the 87th Ordinary General Meeting of Shareholders)Business Report(From April 1, 2022 to March 31, 2023)
1. Group Overview of Operations(1) Operations and results
During the fiscal year ended March 31, 2023, uncertainty in the global economy increased, reflecting a disruption
in supply chains and sharp rises in prices of raw materials and energy chiefly due to the prolonged war in Ukraine
and the resurgence in COVID-19 cases. However, the global economy continued to recover moderately.
Looking at the market environment surrounding the Kurita Group, in Japan, production activities in the
manufacturing industry were weak in certain sectors chiefly due to semiconductor shortages and supply shortagesof raw materials in the first half of the fiscal year under review. Meanwhile, signs remained of a recovery in capital
investment. Overseas, there were signs of a recovery in the U.S. economy and the economies in Europe and Asian
countries excluding China. Meanwhile, in China, the economy slowed due to the lingering effects of lockdowns andmovement restrictions to block the spread of COVID-19.
In this environment, the Kurita Group used the fiscal year under review, which is the final year of the medium-term
management plan Maximize Value Proposition 2022 (MVP-22), to step up initiatives to expand CSV (creating
shared value) business that would help reduce the environmental impact, including water saving, the reduction of
CO2 emissions and waste reduction, and to propose total solutions that would help solve customer issues such as
the improvement in productivity, aiming to establish a firm base for earnings based on its value proposition tosociety and customers. To lay the foundation for growth, the Group promoted application of best practices in theservice contract-type business, which had been shared among the Group, and strove to expand the lineup of the saidbusiness to meet a wider range of diverse customer needs. To improve the cost structure, the Group developed asystem to optimize supply chains and took steps to deal with increasing raw materials and distribution costs.
As a result, total consolidated orders for the Kurita Group in the fiscal year ended March 31, 2023 amounted to374,268 million yen (up 18.7% year on year), and net sales amounted to 344,608 million yen (up 19.6% year onyear). Business profit* was 38,589 million yen (up 17.1% year on year), operating profit was 29,058 million yen(down 18.7% year on year), profit before tax was 30,151 million yen (up 0.2% year on year), and profit attributableto owners of parent was 20,134 million yen (up 9.0% year on year).
Furthermore, in the fiscal year under review, other income of 1,564 million yen and other expenses of 11,095 million
yen were recorded. Other income declined 4,555 million yen, reflecting a one-time profit (a gain on sale of fixed
assets) from the sale of real estate in the previous fiscal year. Other expenses included a goodwill impairment lossof 7,646 million yen related to Kurita America, Inc. The goodwill impairment loss recognized at Kurita America,
Inc. arose because of the downward revision in the business plan considering the changes in the water treatment
chemicals market following the outbreak of COVID-19 and disruptions to logistics and rising prices, among otherfactors, and because the value in use was less than the accounting book value as a result of an increase to discountrates used in the calculation of present value due to policy interest rate hikes to curb inflation in the United States.
In the fiscal year under review, the Company underwrote a capital increase at Kurita America Holdings Inc. to help
it acquire additional shares in US-based subsidiary Pentagon Technologies Group, Inc. (and make it a wholly owned
subsidiary) and completed the payment. The Company posted in finance income a gain on derivatives transactions
from a foreign exchange contract it entered into after deciding to underwrite the capital increase. Meanwhile, financecosts posted in the previous fiscal year that resulted from the subsequent measurement of liabilities related to a
forward contract concluded with the non-controlling shareholders of Pentagon Technologies Group, Inc. were
eliminated. Those factors contributed to the increases in profit before tax and profit attributable to owners of parent.
(Note) Business profit is the Group’s own indicator that measures constant business performance. It is net sales
less cost of sales and selling, general and administrative expenses. Although business profit is not definedby IFRS, the Group voluntarily discloses it, believing that it is beneficial for users of its financial statements.

– 26 –

[Translation for Reference and Convenience Purposes Only](2) Status of segment of the Kurita Group
Water Treatment Chemicals business
In Japan, orders and net sales increased from the previous year, chiefly reflecting price hikes and a focus put on
proposals for service contract-type projects that help customers reduce the environmental impact and costs, despite
the effects of supply shortages of semiconductors and other raw materials on capacity utilization at certain customers’
plants. Overseas, both orders and net sales increased, reflecting sales price increases in response to sharp rises in
raw materials prices and logistics costs and an increase in results in yen at overseas subsidiaries due to the weaker
yen as well as the results of the development of high value-added services, including the CSV (creating sharedvalue) business. As a result, total Group orders for the Water Treatment Chemicals business amounted to 136,863
million yen (up 15.6% year on year) and sales amounted to 136,139 million yen (up 15.7% year on year).
Business profit amounted to 16,286 million yen (up 19.8% year on year) chiefly due to an increase in net sales,
which more than offset a rise in expenses chiefly due to increases in raw materials prices and distribution costs.
Operating profit amounted to 7,606 million yen (down 47.8% year on year) reflecting a goodwill impairment lossof 7,646 million yen at Kurita America, Inc.
Water Treatment Facilities business
In Japan, orders for water treatment facilities for the electronics industry took a significant downturn after orders
for large projects were posted in the previous fiscal year, but still orders were at a high level. Net sales rosesignificantly, chiefly due to the posting of sales from the order backlog. Orders and net sales for maintenanceservices for the industry both increased, reflecting the expansion of facilities and the posting of orders for and sales
from repairs, including the replacement of consumables, against a backdrop of firm capacity utilization at customers’
plants. Orders for water treatment facilities for general industries climbed, reflecting cancellations of orders forlarge projects received in the previous fiscal year, but net sales declined. Orders and net sales of maintenanceservices for this industry both increased because of a recovery in maintenance demand. Both orders for and net sales
from water treatment facilities for the electric power industry decreased. Orders for soil remediation services
decreased, but net sales increased, reflecting demand for small and medium-sized projects. Overseas, both orders
and net sales increased due to an increase in results in yen at overseas subsidiaries associated with the weaker yen,and the posting of orders and sales of large water treatment facilities projects in the electronics industry in East Asia.
Total sales in the ultrapure water supply business in Japan and overseas increased due to contribution of sales froma contract that began in the fiscal year under review.
As a result, total Group orders for the Water Treatment Facilities business amounted to 237,404 million yen (up20.6% year on year) and sales amounted to 208,468 million yen (up 22.2% year on year). Business profit amounted
to 22,378 million yen (up 15.4% year on year) and operating profit amounted to 21,526 million yen (up 1.7% year
on year) chiefly due to an increase in net sales, which more than offset a rise in expenses related to the procurementof raw materials and parts.
(3) Status of capital expenditure
The Kurita Group carried out capital expenditure amounting to a total of 46,628 million yen (down 19,765 million
yen year on year).
The amount consists of capital expenditure in the Water Treatment Chemicals business of 6,374 million yen (down4,468 million yen year on year), and in the Water Treatment Facilities business for the ultrapure water supply
business of 40,254 million yen (down 15,297 million yen year on year).

– 27 –

[Translation for Reference and Convenience Purposes Only](4) Status of financing
The Company issued the second series of unsecured bonds amounting to 10,000 million yen on May 26, 2022. In
addition, the Company has outstanding long-term borrowings of 10,000 million yen from financial institutions in
the fiscal year under review.

(5) Changes in assets and profit and loss
[The Kurita Group]
84th
Fiscal Year
2019

85th
Fiscal Year
2020

86th
Fiscal Year
2021

87th
Fiscal Year
2022

IFRS

IFRS

IFRS

IFRS

Orders(Million yen)259,545

262,341

315,240

374,268

Net sales(Million yen)

264,807267,749

288,207344,608

Business profit(Million yen)

26,65429,47032,944

38,58927,47931,52935,73429,05826,691

29,15030,07930,151

Profit attributable toowners of parent(Million yen)

18,287

19,08818,471

20,134

Basic earnings per
share
(Yen)

162.86169.94164.38179.14

Total assets(Million yen)

387,749

424,928

469,981

501,538

Total equity(Million yen)

244,108

257,837

277,862

295,759

Equity attributable toowners of parent per
share
(Yen)

2,158.96

2,252.86

2,419.58

2,615.42

62

67

70

69

9

5

5

5

Classification

Operating profit
Profit and (Million yen)
Loss
Profit before tax(Million yen)

AssetsConsolidated
Number of subsidiaries
Companies Equity method
affiliates(Notes)

1.
2.
3.
4.

From the 84th fiscal year, we adopted IFRS for preparing the consolidated financial statements.
Basic earnings per share is calculated by deducting the number of treasury stock from the average
total number of issued shares during the fiscal year.
Equity attributable to owners of parent per share is calculated by deducting the number of treasury
stock from the total number of issued shares at the end of the fiscal year.
Treasury stock includes about 244 thousand shares of treasury stock for performance-linked stockcompensation to Directors, held by Custody Bank of Japan, Ltd. (Trust Account).

– 28 –

[Translation for Reference and Convenience Purposes Only](6) Issues to be addressed
The Group has engaged in the five-year medium-term management plan MVP-22 since April 2018. We aimed at
becoming a corporate group that achieves high profitability and growth, as well as a capability for resolving social
issues, by reforming business processes into new ones with dramatically improved work quality and speed and byaccelerating changes in the business model to create and deliver customer value and shared value with society. As
a result, sales grew mainly overseas partly thanks to the effect of acquisition projects. In terms of profit, although
we did not reach the target of business profit margin on sales of 15%, profitability improved steadily as a result of
expansion in service contract-type business and withdrawal from unprofitable businesses, among other factors. On
the other hand, with regard to business model transformation, we promoted a transformation from the conventional
selling products approach to an approach focused on generating value in all businesses, thereby striving for a shift
to service contract-type business. However, despite our efforts, we were not able to create and deliver a new businessmodel as a new pillar in line with market characteristics, and this remains as an issue.
Based on the above, in formulating the new medium-term management plan Pioneering Shared Value 2027 (PSV27) that started in the fiscal year ending March 31, 2024, we revised the corporate vision of “Pioneering ‘new value
for water’ to contribute to the realization of a sustainable society” to expand the core of management strategy from
corporate social responsibility (CSR) used thus far to sustainability, aiming for sustainable growth in which
corporate activities and the natural environment and social system have a mutual influence. We will aim to expand
our customer base and points of contact with sites for existing customers, and enhance profitability by diversifying
and deepening our service businesses through business model transformation and business process changes and bystrengthening businesses derived from social value.
New Medium-Term Management Plan Pioneering Shared Value 2027 (PSV-27)
 Period: From April 2023 to March 2028
 Basic Policy
Refine human resources, technologies and business processes to create value that exceeds expectations fromstakeholders through overwhelming speed and problem-solving ability.
 Materiality at the Group (material issues)
The Group will expand the core of management strategy from CSR to sustainability. In the PSV-27 plan, we position
corporate activities as part of the natural environment and social system, and aim for sustainable growth which is
influenced by the interactions with them. The Group also determined material issues relating to sustainability towardachieving the vision as “Materiality at the Kurita Group” and intensively tackle the following themes.
<Shared Value Themes>Solve issues related to water resources

Contribute to the realization of a decarbonizedsociety
Contribute to building a circular economy society<Basic Themes>
Develop and disseminate innovative products,
technologies, and business models
Strategic development and utilization of humanresources
Provide highly safe and quality products andservicesConduct business activities respecting humanrightsConduct fair business activities

 Operating targets (Targets to be Achieved by the Fiscal Year Ending March 31, 2028)
Net sales: 450.0 billion yen
Business profit margin on sales: 16%
Return on Equity (ROE): 12% or more
Return on Invested Capital (ROIC): 10% or more– 29 –

[Translation for Reference and Convenience Purposes Only] Key initiatives
1) Focus on the electronics industry
Utilizing “water knowledge” that we accumulated in the ultrapure water supply business across the entire value
chain, and by achieving reforms of sales, design and procurement, we deliver solutions based on in-depth
customer analysis through overwhelming speed and accelerate business development in the electronics industry
market around the world.
2) The creation of shared value with society and global expansion through various industries
We will centrally ascertain the customer trends and needs in various countries and regions and globally develop
solutions that would create shared value with society, such as the CSV business. From the viewpoint of a circular
economy, we will develop and deliver solutions to connect companies to companies, and companies tocommunities.
3) Promote innovation to resolve social issues
We will engage in development from a medium- to long-term perspective in new fields that help contribute to asociety, including reduction of CO2 emissions, water savings and resource recycling. By promoting cooperation
with external parties, we will establish our solid competitive superiority in such new fields.
4) Strengthen foundation as a technology-driven company
We will acquire and nurture human resources from various fields who support the Company as a technologydriven company, and utilize the big data of intellectual properties across the globe to determine our directions ofinnovations and businesses. We will also promote accumulation and utilization of “water knowledge” by making
full use of digital technology.
5) Further strengthen the Group management foundations
We will reform the Company’s management structure to enhance further the level of corporate governance. We
will also increase engagement by nurturing diverse human resources and supporting their advancement, establish
a robust supply chain based on a production process reform and mutual prosperity with suppliers, develop digitaltechnology at an early stage and promote data-driven management through operational process reforms.

– 30 –

[Translation for Reference and Convenience Purposes Only](7) Principal businesses (As of March 31, 2023)
Since its founding, the Kurita Group has contributed to developing industry and society and conserving theenvironment through various business activities in the water and environment areas.
Major principal products in each business segment of the Kurita Group are as follows:
Segment

Principal products

Boiler water treatment chemicals, cooling water treatment chemicals, airconditioning-related water treatment chemicals, process treatment
chemicals for oil refining and petrochemicals, process treatment chemicals
for pulp and paper, process treatment chemicals for steel, marine vesselWater Treatment Chemicals related water treatment chemicals, wastewater treatment chemicals, sludge
dehydrating chemicals, civil engineering and construction related
chemicals, heavy metal stabilizers, RO membrane treatment chemicals,
chemical dosing systems, ion exchange resin, maintenance services, water
analysis and software services

Water Treatment Facilities

Ultra-pure water production systems, deionizer, condensate demineralizers,
filtration systems, standard-type products (deionizers, wastewater treatment
systems, various water treatment systems), water and wastewater treatment
systems for various industries (electronics, steel, oil refining,
petrochemicals, electric power, paper, pulp, food products, etc.),
wastewater reclamation systems, marketable substance recovery systems,
biogas production systems, seawater desalination system, swimming poolrelated equipment, ion exchange resin, RO membranes, ultrafiltration
membranes, functional water production equipment for the semiconductor
manufacturing process, water purifiers, ultrapure water supply, reclaimed
water supply, maintenance services, tool cleaning services, chemicalcleaning services, operation and maintenance of water treatment facilities,
soil and groundwater remediation, household drinking water and software
services– 31 –

[Translation for Reference and Convenience Purposes Only](8)

Principal offices (As of March 31, 2023)
Head Office10-1, Nakano 4-chome, Nakano-ku, Tokyo

Osaka Office

3-9, Hommachi 4-chome, Chuo-ku, Osaka-shi, Osaka

Branch Office
The Company
Production, R&D
facilities

Japan

Subsidiary
Overseas(Note)

Tohoku Office (Aoba-ku, Sendai-shi, Miyagi)
Nagoya Office (Naka-ku, Nagoya-shi, Aichi)
Hiroshima Office (Naka-ku, Hiroshima-shi, Hiroshima)
Ichihara Plant (Ichihara-shi, Chiba)
Shizuoka Plant (Yoshida-cho, Haibara-gun, Shizuoka)
Tsuruga Plant (Tsuruga-shi, Fukui)
Takahama Plant (Takahama-cho, Oi-gun, Fukui)
Toyoura Plant (Shimonoseki-shi, Yamaguchi)
Kurita Innovation Hub (Akishima-shi, Tokyo)
Engineering Center (Mitaka-shi, Tokyo)
Kurita Chemical Manufacturing Ltd. (Ibaraki and others)
Kuritaz Co., Ltd. (Tokyo, Osaka and others)
Kuritec Service Co., Ltd. (Osaka and others)
Hansu Technical Service Ltd. (South Korea)
Hansu Co., Ltd. (South Korea)
Kurita Water Industries (Dalian) Co., Ltd. (China)
Kurita Water Industries (Suzhou) Ltd. (China)
Kurita Water (Malaysia) Sdn. Bhd. (Malaysia)
Kurita (Singapore) Pte. Ltd. (Singapore)
Kurita Europe GmbH (Germany and others)
Kurita do Brasil LTDA. (Brazil)
Kurita America Inc. (United States)
Pentagon Technologies Group, Inc. (United States)

As of March 31, 2023, the Company had 20 sales branch offices, but on April 1, 2023, theShizuoka Sales Branch became the Shizuoka Sub-branch, and the Kashima Sales Branch and
Keihin Sales Branch were closed. As a result, the Company has 17 sales branch offices.

– 32 –

[Translation for Reference and Convenience Purposes Only](9)

Important subsidiaries (As of March 31, 2023)
Capitalization(In millions)Company name

Ownership(%)

Kurita Europe GmbHEUR 50100

Kurita Water Industries (Dalian)Co., Ltd. (China)

JPY 550

90.1

Kurita Water Industries (Suzhou)
Ltd.

JPY 530

Principal business
Manufacture and sale of water
treatment chemicals
Manufacture and sale of water
treatment chemicals

100

Manufacture and sale of water
treatment facilities
Operation and maintenance of water
treatment facilities

Hansu Technical Service Ltd.

KRW 26,400

100

Manufacture and sale of water
treatment facilities
Operation and maintenance of water
treatment facilities

Hansu Co., Ltd.

KRW 2,500

100

Manufacture and sale of water
treatment chemicals

Kurita Water (Malaysia) Sdn. Bhd.

MYR 31.6

100

Pentagon Technologies Group,Inc.

USD 0.002

100

USD 0.00001

100

Kuritaz Co., Ltd.

JPY 220

100

Kuritec Service Co., Ltd.
Kurita Chemical Manufacturing
Ltd.

JPY 50100

JPY 50100

Kurita America, Inc.

Manufacture and sale of water
treatment chemicals and water
treatment facilities
Operation and maintenance of water
treatment facilities
Tool cleaning services
Cleaning and certification of clean
rooms
Manufacture and sale of equipment
Manufacture and sale of water
treatment chemicals and water
treatment facilities
Operation and maintenance of water
treatment facilities
Operation and maintenance of water
treatment facilities
Tool cleaning services
Manufacture of water treatment
chemicals(10) Employees (As of March 31, 2023)[The Kurita Group]
Number of employees

Year-on-year change

7,784

+123

[The Company]
Number of employees

Year-on-year change

Average age

Average length of service

1,624

-49

43.2

17 years and 8 months– 33 –

[Translation for Reference and Convenience Purposes Only](11) Main lenders and outstanding borrowings (As of March 31, 2023)
Main lenders

Outstanding borrowings

MUFG Bank, Ltd.

8,532 million yen

Resona Bank, Limited.

5,000 million yen

Sumitomo Mitsui Trust Bank, Limited

3,000 million yen(Notes)1. The borrowing amounts above include the borrowings from overseas subsidiaries of the lenders.
2. Although the Company has concluded commitment line contracts with a maximum loan amountof 20,000 million yen with two financial institutions with which it has transactions, theCompany had no outstanding borrowings based on this contract as of March 31, 2023.

(12) Important matters concerning the Kurita Group
1) Company split with Land Solution Inc.
The Company implemented a company split in which Land Solution Inc. (“Land Solution”), a subsidiary of
the Company, succeeded to the Company’s soil and groundwater remediation business on April 1, 2023. Land
Solution’s succession to this business will result in the consolidation of management resources and thedevelopment of a structure for quickly meeting customer needs and will also facilitate the expansion andsustainable growth of this business through the provision of optimal solutions to customers.
2) Share acquisition of European companies manufacturing and selling water treatment facilities
To expand business globally in the electronics industry, a key market, the Company resolved at a Board of
Directors meeting held on April 27, 2023 to acquire all issued shares of European companies manufacturing
and selling water treatment facilities, namely, Arcade Engineering GmbH (Head Office: Germany; hereinafter“Arcade Germany”), Arcade Industrie SAS (Head Office: France), and Arcade Engineering AG (Head Office:
Switzerland; hereinafter “Arcade Switzerland”) through Kurita Europe GmbH, a subsidiary of the Company,
to make them into subsidiaries of the Company, and has concluded a share transfer agreement on May 2, 2023.
As a result of the acquisition of shares in Arcade Germany and Arcade Switzerland, the Company will alsoacquire Arcade Engineering (Asia) Pte. Ltd. (Head Office: Singapore), a subsidiary of the two companies.

– 34 –

[Translation for Reference and Convenience Purposes Only]

2.

Stock of the Company (As of March 31, 2023)(1)

Total number of issuable shares
531,000,000 shares(2)

Total number of issued shares
116,200,694 shares (including 3,555,082 shares of treasury stock)(3)

Number of shareholders
20,691 persons(4)

Major shareholders (Top 10 shareholders)Name of shareholder

Number of shares
thousand shares

Ratio of shareholding%

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

16,569

14.70

Custody Bank of Japan, Ltd. (Trust Account)

7,146

6.34

Nippon Life Insurance Company

5,979

5.30

CACEIS BANK, LUXEMBOURG BRANCH/UCITS
CLIENTS ASSET

2,544

2.25

MUFG Bank, Ltd.

2,056

1.82

STATE STREET BANK WEST CLIENT - TREATY 505234

1,970

1.74

STATE STREET BANK AND TRUST COMPANY 505025

1,777

1.57

STATE STREET BANK AND TRUST COMPANY 505253

1,570

1.39

BNP PARIBASLUXEMBOURG/2S/JASDEC/FIM/LUXEMBOURG
FUNDS/UCITS ASSETS

1,514

1.34

JP MORGAN CHASE BANK 385781

1,468

1.30

(Notes)

1.
2.
3.

(5)

Treasury stock held by the Company is omitted from the above table.
Ratio of shareholding is calculated based on the number of shares after deduction of the number oftreasury stock from the total number of issued shares.
Treasury stock does not include about 244 thousand shares of treasury stock for performance-linked
stock compensation to Directors, held by Custody Bank of Japan, Ltd. (Trust Account).

Shares delivered to Directors and members of the Audit & Supervisory Board of the Company asconsideration for the execution of duties during the fiscal year under review

There is no item to report.
(6)

Other important matters regarding stock

Holdings of the Company stock by means of a trust pertaining to the performance-linked stock compensation plan
As of March 31, 2023, 244,657 shares of the Company stock have been acquired by the stock distribution trust
established with monetary funds contributed by the Company on the basis of the performance-linked stockcompensation plan which was adopted upon resolution made at the 80th Ordinary General Meeting of
Shareholders held on June 29, 2016 and held by Custody Bank of Japan, Ltd. (Trust Account).

– 35 –

[Translation for Reference and Convenience Purposes Only]

3. Directors and members of the Audit & Supervisory Board of the Company (As of March 31, 2023)(1)

Directors and members of the Audit & Supervisory Board
Name

Responsibility andimportant concurrent positions

Position

Michiya Kadota

President andRepresentative Director

Hirohiko Ejiri

Executive Senior Managing
Director and Representative
Director

Executive General Manager of Japan Sales
Business Division and Chief Business Officer for
Chemicals operation

Yoshio Yamada

Managing Director

Executive General Manager of Innovation
Division

Yasuo Suzuki

Managing Director

Executive General Manager of Global Business
Division and Chief Business Officer for Global
business

Shuji Shirode

Director

Executive General Manager of the Corporate
Control and Administration Division

Director

Executive General Manager of Engineering
Division and Chief Business Officer for Facilities
operation

Director(External Director)

Head and Representative Director of the Board,
Gifu Shimbun Co., Ltd.
External Director and Audit and Supervisory
Committee Member, LECIP Holdings Corporation
External Director, UACJ Corporation
Director, Gifu Sugiyama Memorial Foundation, apublic interest incorporated foundation

Katsuya Amano

Ryoko Sugiyama

Keiko Tanaka
Kenichiro Kamai
Masahiro Miyazaki

Director(External Director)
Director(External Director)
Director(External Director)

Kenjiro Kobayashi

Full-time member of the Audit& Supervisory Board(External member of the Audit& Supervisory Board)

Yukihiko Mutou

Full-time member of the Audit& Supervisory Board

Toshiaki Tada

Member of the Audit &Supervisory Board(External member of the Audit& Supervisory Board)(Notes)

1.
2.
3.

4.

Corporate Vice President, Nissan Financial
Services Co., Ltd.

Attorney, HIBIYA SOGO LAW OFFICES
Audit & Supervisory Board Member, ITOCHU
Techno-Solutions Corporation

At the 86th Ordinary General Meeting of Shareholders held on June 29, 2022, Messrs. Katsuya
Amano and Masahiro Miyazaki have been newly appointed as the office of Directors.
Directors Ryoko Sugiyama, Keiko Tanaka, Kenichiro Kamai and Masahiro Miyazaki are External
Directors of the Company under Item 15, Article 2 of the Companies Act.
Members of the Audit & Supervisory Board Kenjiro Kobayashi and Toshiaki Tada are external
members of the Audit & Supervisory Board of the Company under Item 16, Article 2 of theCompanies Act.
Member of the Audit & Supervisory Board Kenjiro Kobayashi has considerable insight with respect
to finance and accounting, having handled operations that include the investment and loan businessof Japan Development Bank (currently, Development Bank of Japan Inc.) for 27 years until his
appointment as a member of the Audit & Supervisory Board of the Company.
– 36 –

[Translation for Reference and Convenience Purposes Only]

5.

6.

Member of the Audit & Supervisory Board Yukihiko Mutou has considerable insight with respect
to finance and accounting, as he was engaged in finance and accounting in the Finance andAccounting Dept. for 16 years at the Company.
On April 1, 2023, the following changes were made in the position and responsibility of Directors.
Name

Michiya Kadota
Hirohiko Ejiri

Position
Chairman and
Representative Director
President andRepresentative Director

Yasuo Suzuki

Managing Director

Katsuya Amano

Director

Yoshio Yamada

Director

7.

Responsibility and important concurrent positions

Executive General Manager of Regional
Management Division and Chief Business Officer
for General Industries
Executive General Manager of Electronics
Industry Division and Chief Business Officer forElectronics Industry
Assistant to President

The Company has registered External Directors Ryoko Sugiyama, Keiko Tanaka, Kenichiro Kamai
and Masahiro Miyazaki and External members of the Audit & Supervisory Boards Kenjiro
Kobayashi and Toshiaki Tada as independent officers with the Tokyo Stock Exchange, Inc.

(2) Outline of agreements for limitation of liability with external officers
The Company has entered into an agreement with External Directors Ryoko Sugiyama, Keiko Tanaka, Kenichiro
Kamai and Masahiro Miyazaki and an external member of the Audit & Supervisory Board Toshiaki Tada that limits
liability for damages stipulated in Paragraph 1, Article 423 of the Companies Act in accordance with the provisionsof the Articles of Incorporation thereof based on the provisions of Paragraph 1, Article 427 of the Act. The amountstipulated in Paragraph 1, Article 425 of the Act has been set as the maximum liability for damages based on thisagreement.

(3) Outline of the directors and officers liability insurance agreements
The Company has entered into directors and officers liability insurance agreements provided for in Paragraph 1,
Article 430-3 of the Companies Act with insurance companies. The insurance agreements cover compensation fordamages and litigation costs to be borne by the insured persons in the event of claims for damages by shareholders
or third parties. The insurance premiums are fully paid by the Company. The insured parties of the insurance
agreements include the Directors, Members of the Audit & Supervisory Board, Executive Officers, and othersignificant operating officers of the Company.
(4) Remuneration of Directors and members of the Audit & Supervisory Board during the fiscal year underreview1)
Matters related to policies for determining the contents of individual remuneration of Directors and membersof the Audit & Supervisory Board
The Company’s basic policy regarding the determination of remuneration for Directors and Members of the
Audit & Supervisory Board is as follows.

– 37 –

[Translation for Reference and Convenience Purposes Only]
Basic policy regarding the determination of remuneration for Directors and members of the Audit & Supervisory Board

1. The remuneration paid to Directors and members of the Audit & Supervisory Board is designed to attract and retain
talented people with diverse skills, experience, etc., to help realize the corporate philosophy.
2. The Company intends that remuneration be linked to business performance and medium- to long-term corporate
value in order to function as a sound incentive for sustainable growth.
3. The Company ensures the objectivity of decisions on remuneration and the remuneration decision-making process
be highly transparent.
[Objectives of the basic policy]
 The basic policy is to establish a structure and level of remuneration that enables us to secure excellent personnel
capable of supervising and executing the management of the Company in order to realize its corporate philosophy.
 The remuneration system shall function as a sound incentive for sustainable growth, taking into account theenhancement of corporate value from a long-term perspective and the accommodation of expectations andrequests from shareholders and other stakeholders.
 The remuneration decision-making process shall be highly objective and transparent, in compliance with theCompanies Act and other laws and regulations relating to executive remuneration, through efforts such as theestablishment of a process to verify the remuneration levels on a regular basis with reference to external
remuneration data utilizing the Nomination & Remuneration Compensation Advisory Council.

2)

The Company resolves on the policy for determining the contents of individual remuneration of Directors at
its Board of Directors meeting. The Board of Directors makes such resolution after referring the contents tobe resolved to the Nomination & Remuneration Advisory Council and receiving that council’s findings.
The remuneration system for the Company’s Directors (excluding the External Directors) consists of fixed
remuneration as the basic remuneration and incentive remuneration that reflects performance. The
remuneration system for External Directors with supervising functions and members of the Audit &Supervisory Board is a fixed remuneration system. The fixed remuneration is a fixed amount by position for
the Directors and by working form for the members of the Audit & Supervisory Board, and a portion thereof
is appropriated for the Directors’ and the members of the Audit & Supervisory Board’s Shareholding Scheme
for the purchase of the Company’s shares so that the Directors and the members of the Audit & Supervisory
Board share the risks of share price fluctuations with the shareholders. The incentive remuneration is intended
to motivate Directors (excluding the External Directors) to continuously improve the Kurita Group’s businessresults for the enhancement of corporate value. The incentive remuneration consists of short-term incentive
remuneration, which increases or decreases depending on factors such as the level of attainment of the annual
business plan or the evaluation of each individual’s performance of his or her duties and long-term incentive
remuneration, whereby shares are issued to retiring directors according to their performance while in officeand their title.
Regarding the remuneration system and the remuneration level of the Directors and the members of the Audit& Supervisory Board and the performance evaluation of the Directors (excluding External Directors), theChairperson of the Board of Directors will consult the Nomination & Remuneration Advisory Council inadvance. Based on the report given by the Nomination & Remuneration Advisory Council, the Board of
Directors will decide the remuneration of the Directors within the total amount determined by a General
Meeting of Shareholders. The Nomination & Remuneration Advisory Council consists of the six memberswith four External Directors, one full-time external Member of the Audit & Supervisory Board, and thePresident and is chaired by Ryoko Sugiyama, an External Director. Therefore, the Board of Directors has
judged that the contents of individual remuneration for the fiscal year under review are in line with thesepolicies.
The allocation of remuneration to each member of the Audit & Supervisory Board shall be decided throughdiscussions among members of the Audit & Supervisory Board.
Matters related to resolutions at General Meetings of Shareholders concerning the remuneration of Directors
and members of the Audit & Supervisory Board
At the 85th Ordinary General Meeting of Shareholders held on June 29, 2021, a resolution was passed toretroactively revise the amount of remuneration for Directors at a maximum of an annual 800 million yen(including 100 million yen for External Director) at the 77th Ordinary General Meeting of Shareholders heldon June 27, 2013. The number of Directors as of the conclusion of the said Ordinary General Meeting of
Shareholders was nine (including one External Director). Additionally, at the 80th Ordinary General Meetingof Shareholders held on June 29, 2016, a resolution was made to pay performance-linked stock compensation(long-term incentive remuneration) to Directors (excluding External Directors) from a separate fund from theabove remuneration. The overview of the details of this resolution is provided in “4) Matters related to– 38 –

[Translation for Reference and Convenience Purposes Only]3)

performance-linked remuneration, etc. and non-monetary remuneration, etc.” The number of Directors(excluding External Directors) as of the conclusion of the said Ordinary General Meeting of Shareholders wasnine.
At the 72nd Ordinary General Meeting of Shareholders held on June 27, 2008, a resolution was passed to set
the amount of remuneration for members of the Audit & Supervisory Board at a maximum of an annual 110
million yen. The number of members of the Audit & Supervisory Board as of the conclusion of the said
Ordinary General Meeting of Shareholders was three.
Total amount of remuneration of Directors and members of the Audit & Supervisory Board, etc.
Total amount by type of remuneration, etc.
Performance-linked remuneration,
etc.
Classification

Directors

Number of payees

Fixedremuneration

Short-term
incentive
remuneration(monetarycompensation)

Long-term
incentive
remuneration(stockcompensation)

6(excluding External
Directors)

248 million yen

33 million yen

137 million yen 419 million yen

4(External Directors)

51 million yen

Total 1033 million yen–

51 million yen

137 million yen 471 million yen

3
Member of the(including two
Audit &
external members ofSupervisory Board
the Audit &Supervisory Board)

81 million yen––

81 million yen

Of whom, external
officers

99 million yen––

99 million yen(Notes)

1.

2.

4)

300 million yen

–

Total

6

The Company recorded the estimate of money to be paid for short-term incentive remuneration andthe amount related to the granting of share delivery points for long-term incentive remuneration asprovisions, etc. as of March 31, 2023, and these amounts are provided above.
In addition to the above-stated remuneration paid to Directors, 61 million yen of short-term incentive
remuneration for the previous fiscal year has been paid to Directors.

Matters related to performance-linked remuneration, etc. and non-monetary remuneration, etc.
Short-term incentive remuneration and long-term incentive remuneration are paid to Directors (excluding
External Directors) as performance-linked remuneration.
Short-term incentive remuneration consists of remuneration linked to consolidated performance, remuneration
linked to the results of operations overseen by each Director, and remuneration related to other contributions.
The performance indicator used for remuneration linked to consolidated performance is the level of attainmentof the consolidated operating profit target. For remuneration linked to the results of operations overseen byeach Director, the applied performance indicators are the differences between the actual results and plantargets for consolidated return on equity attributable to owners of parent (ROE), consolidated business profit
margin, etc. For remuneration related to other contributions, the applied performance indicators include theimplementation of large investment projects, e.g. strengthening the corporate structure, M&A, etc., which are
not reflected in performance for the relevant fiscal year. From the fiscal year under review, we added threeenvironmental indicators, consisted of degree of achievement in water saving, CO2 emissions reduction, and– 39 –

[Translation for Reference and Convenience Purposes Only]

waste reduction for customers tied to the CSV business, as the evaluation perspective for remuneration related
to other contributions, and started their implementation, with the aim of accelerating business operations withsocial value as the starting point and enhancing corporate value through the realization of social value. The
amount of short-term incentive remuneration is calculated by multiplying an amount equivalent to 1/12 of
fixed remuneration by a predetermined coefficient that fluctuates depending on the level of achievement of
performance indicators for each type of remuneration.
Furthermore, of the indicators used for short-term incentive remuneration, the performance indicator for
remuneration linked to consolidated performance, which applies to all Directors eligible for performancelinked remuneration, uses four levels based on 10% increments in the level of attainment of the consolidated
operating profit target, above and below a level of attainment of 100%. In the fiscal year under review, thelowest evaluation level out of four evaluation levels was applied for the level of attainment of the consolidated
operating profit target.
For long-term incentive remuneration, the Company has introduced a performance-linked stock compensation
plan, whereby points are granted to Directors in accordance with business performance and position during
their time in office, and a number of shares of the Company’s common stock equivalent to the number ofpoints accumulated are delivered to the Director upon retirement. In terms of the number of points to be
granted to each Director, one point is equivalent to one share of the Company, and the maximum number ofpoints that the Company may grant to Directors in a single fiscal year is 80,000. Long-term incentive
remuneration uses profit attributable to owners of parent as the performance indicator. In the fiscal year underreview, the third evaluation level from the top out of five evaluation levels was achieved for results.
The reason for selecting consolidated operating profit, consolidated business profit margin, profit attributableto owners of parent, etc. as the performance indicators for performance-linked remuneration is because they
are management indicators that directly reflect the results of business performance, while also being
significant indicators for equity markets.
Furthermore, trends in performance indicators, including the fiscal year under review, are provided in “1. (5)Changes in assets and profit and loss.”(5)
1)

External Directors and external members of the Audit & Supervisory Board
The important concurrent positions that External Directors and external members of the Audit & Supervisory
Board hold at other companies are described in the aforementioned “(1) Directors and members of the Audit& Supervisory Board.” No special interest exists between the Company and the other companies, etc. at which
Ryoko Sugiyama, Keiko Tanaka and Toshiaki Tada hold concurrent positions.

– 40 –

[Translation for Reference and Convenience Purposes Only]

2) Principal activities of External Directors and external members of the Audit & Supervisory Board
Name

Ryoko Sugiyama

Keiko Tanaka

Kenichiro Kamai

Position

Principal activities and an outline of duties performed
by External Directors in relation to their expected roles

External Director

Ms. Sugiyama attended 12 of 13 Board of Directors
meetings (attendance rate: 92%) held during the fiscal
year under review.
She poses questions and expresses her opinions overthe course of deliberations on proposals andconfirmations of matters reported from an outsider’s
perspective in general, drawing on her careerbackground acting as an external director, etc. atseveral listed companies in addition to an expert on theenvironment and waste.
In addition, she attended all seven meetings of theNomination and Remuneration Advisory Council andall four meetings of the Successor Planning Committee
as a chairperson, where she fulfilled her
responsibilities from an objective and neutral
standpoint.

External Director

Ms. Tanaka attended all 13 Board of Directors
meetings (attendance rate: 100%) held during the fiscal
year under review.
She is active in business segments different from thoseof the Kurita Group and poses questions and expresses
her opinions over the course of deliberations on
proposals and confirmations of matters reported froman outsider’s perspective in general, based on her
extensive knowledge about PR, marketing, etc. andglobal experience.
In addition, she attended all seven meetings of theNomination and Remuneration Advisory Council andall four meetings of the Successor Planning
Committee, where she fulfilled her responsibilities
from an objective and neutral standpoint.

External Director

Mr. Kamai attended all 13 Board of Directors meetings(attendance rate: 100%) held during the fiscal year
under review.
He is active in business segments different from thoseof the Kurita Group and poses questions and expresses
his opinions over the course of deliberations on
proposals and confirmations of matters reported froman outsider’s perspective in general, based on his
expertise in the DX / development and management
experience in several companies.
In addition, he attended all seven meetings of theNomination and Remuneration Advisory Council andall four meetings of the Successor Planning
Committee, where he fulfilled his responsibilities froman objective and neutral standpoint.

– 41 –

[Translation for Reference and Convenience Purposes Only]

Position

Principal activities and an outline of duties performed
by External Directors in relation to their expected roles

Masahiro Miyazaki External Director

Mr. Miyazaki attended all 10 Board of Directors
meetings (attendance rate: 100%) held after heassumed the Director at the 86th Ordinary General
Meeting of Shareholders held on June 29, 2022.
He poses questions and expresses his opinions over thecourse of deliberations on proposals and confirmationsof matters reported from an outsider’s perspective in
general, based on his experience of holding important
positions such as a representative executive officer andpresident and chief executive officer at corporategroups with global operations mainly in the electronics
industry.
In addition, he attended all five meetings of theNomination and Remuneration Advisory Council andall three meetings of the Successor Planning
Committee held after he assumed the Director at the86th Ordinary General Meeting of Shareholders heldon June 29, 2022, where he fulfilled his responsibilities
from an objective and neutral standpoint.

Name

Kenjiro Kobayashi

Mr. Kobayashi attended all 13 Board of Directors
meetings and all 11 Audit & Supervisory Board
meetings (each attendance rate: 100%) held during the
fiscal year under review.
He conducts daily audits as a full-time member of the
Audit & Supervisory Board, and expresses his
opinions in the Board of Directors meetings, Audit &External member of theSupervisory Board meetings and other important
Audit & Supervisory Board
meetings, in part based on his expert perspective infinance and accounting.
In addition, he attended all seven meetings of theNomination and Remuneration Advisory Council andall four meetings of the Successor Planning
Committee, where he fulfilled his responsibilities froman objective and neutral standpoint.

Toshiaki Tada

Mr. Tada attended all 13 Board of Directors meetings
and all 11 Audit & Supervisory Board meetings (eachattendance rate: 100%) held during the fiscal year
External member of the
Audit & Supervisory Board under review.
He expressed his opinions from his professional
standpoint as an attorney at law.

– 42 –

[Translation for Reference and Convenience Purposes Only]

4. Accounting Auditor(1)

Name of Accounting Auditor
Grant Thornton Taiyo LLC(2)Remuneration to Accounting Auditor for the fiscal year under review
Amount of
remuneration

Classification
Amount of Remuneration paid by the Company for the fiscal year underreview

75 million yen

Sum of the amount of money and other material advantage to be paid by theCompany and its subsidiaries to Accounting Auditor

90 million yen(Notes)(3)

1.

The amount of remuneration listed above in the row “Amount of Remuneration paid by the Company
for the fiscal year under review” has been determined on the basis of the audit agreement enteredinto between the Company and the Accounting Auditor. The above paid amount is the total of
payments since the remuneration from audits pursuant to the Companies Act and Financial
Instruments and Exchange Act are not clearly divided or cannot be practically divided.

2.

“Sum of the amount of money and other material advantage to be paid by the Company and its
subsidiaries to Accounting Auditor” includes the amount payable for non-audit services, namely, thepreparation of comfort letter associated with the issuance of bonds.

3.

The Audit & Supervisory Board has furnished its consent with respect to remuneration, etc. of the
Accounting Auditor, upon having conducted requisite validation of the audit plan of the Accounting
Auditor, evaluations of results of prior fiscal year audits, status of executing duties, and rationale
used for calculating quotations for remuneration.

4.

Among the Company’s significant subsidiaries, overseas subsidiaries are audited by Certified Public
Accountants or audit corporations (including persons or entities with equivalent qualifications
overseas) other than the Company’s Accounting Auditor.

Policy on decision to dismiss or not reappoint Accounting Auditor

Where the Audit & Supervisory Board deems the Accounting Auditor corresponds to the provisions of each
Item of Paragraph 1, Article 340 of the Companies Act based on the agreement of all members of the Audit &Supervisory Board, the Accounting Auditor will be dismissed.
Moreover, the Audit & Supervisory Board evaluates the Accounting Auditor in terms of its auditing frameworks,
independence and expertise, and if deemed necessary, determines the content of proposals calling for the dismissal
or non-reappointment of the Accounting Auditor, particularly if the Audit & Supervisory Board finds it difficult for
the Accounting Auditor to execute its duties appropriately. Meanwhile, the Board of Directors submits suchproposals to general meetings of shareholders, pursuant to such decision by the Audit & Supervisory Board.

– 43 –

[Translation for Reference and Convenience Purposes Only]

System to ensure that the execution of the duties of Directors conforms with laws, regulations, and the Articles
of Incorporation and other systems to ensure appropriate operations
The Kurita Group’s Basic Policies for Constructing an Internal Control System as of March 31, 2023 are as follows.
1

System to ensure that the execution of the duties of Directors and employees conforms with laws,
regulations, and the Articles of Incorporation(1)

The Company and its consolidated subsidiaries (the “Group Companies”) comply with laws and regulationsin accordance with social ethics and the construction of transparent and fair relationships with shareholders,customers, employees, local communities, and trade partners at all places in which business activities are
conducted, and have specified actions based on compliance with laws, regulations, and social ethics as aprerequisite for corporate activities. We have established five Core Values (fairness, transparency, integrity,
safety and compatibility) that officers and employees should emphasize, and the Kurita Group Code of
Conduct with which officers and employees should comply, transcending differences in their language,
custom and cultural background, to fully enforce actions based on compliance with laws, regulations andsocial ethics in our daily business activities. In addition, the Company and the Group Companies will standup to antisocial forces that potentially pose a threat to social order and safety with a resolute attitude, andwork to fight off the unjustified claims of antisocial forces in a determined manner.

(2)

The Company sets up the E&S (Environmental & Social) Committee, which is chaired by the Director, and
the Group E&S Committee, which is also chaired by the same Director and whose members are therepresentatives of the Group Companies. In these Committees, the members set out policies and importantmeasures for compliance activities, and convey them to all employees through the divisions and thedepartment committees of the Group Companies. The Company will also work continuously to raise thecompliance level by regularly reporting the status of activities and their results to the Board of Directors. If
the Chairman of these Committees determines that there is a serious problem or a doubt related to compliance,
the Chairman will immediately report it to the President and Representative Director, and then formulate andimplement remedial actions and preventive measures. The President and Representative Director or the
Chairman of these Committees will report these events to the Board of Directors and the Audit & Supervisory
Board whenever appropriate.

(3)

The Company establishes the Internal Auditing Department to conduct internal audits on matters such as
those related to compliance activities. The Internal Auditing Department is directly under the President andRepresentative Director and conducts audits upon approval of the audit plan by the Board of Directors or the
President and Representative Director. The General Manager of the Internal Auditing Department shall report
audit results to the Board of Directors or the President and Representative Director periodically or on a caseby-case basis, depending on the type of audit. The General Manager of the Internal Auditing Department
shall also immediately report to the Board of Directors or the President and Representative Director any
emergency or special action deemed necessary at the time of the audit.

(4)

The Company establishes the Operational Regulations for Whistle-Blower Protection Systems as amechanism for the employees of the Company and the Group Companies to directly provide information
about legally doubtful conducts, etc. In conjunction with these regulations, the Company also establishes theCompliance Counselling Counter. The Company also works to ensure the fairness and transparency of the
management of the Company and the Group Companies by regularly reporting the status of the operation of
the contact for Public Interest Whistle-Blowing to the Board of Directors.

(5)

The Company develops and operates the “Internal Control Reporting System” in accordance with the
Financial Instruments and Exchange Act to ensure the accuracy of the financial reporting of the Company
and the Group Companies. Monitoring, recommendations for improvement, and support for improvement
for the operation of the System are implemented, with the Internal Auditing Department as the responsible
department. In addition, the Accounting Department in the Corporate Planning and Control Division shares
responsibility for monitoring, recommendations for improvement, and support for improvement related to
the “operations process control inside the Company” and the “account settlement and financial reporting
process control of consolidated subsidiaries from a company-wide perspective.”– 44 –

[Translation for Reference and Convenience Purposes Only](6)

In response to the “Corporate Governance Code” set forth in the Securities Listing Regulations of Tokyo
Stock Exchange, Inc., the Company establishes policies for corporate governance and strengthens its
corporate governance, with the aim of realizing transparent, fair, prompt, and decisive decision-making andmore effective management supervision of the Company and the Group Companies.

Outline of operational status

2(a)Having defined the objective of initiatives on CSR as “creating and maximizing shared value for the Kurita
Group and society” and “identifying, preventing and mitigating possible adverse impacts by the Kurita
Group,” the Company identified seven material issues (primary focused area) related to CSR and formulated
and verified the appropriateness of the ideal vision for 2030 and the approach to adhere to, and has been
implemented the CSR Policy determined by the Board of Directors. During the fiscal year under review the
Company reidentified material issues and announced them in a new medium-term management plan whichstarts on April 1, 2023.

(b)

The Company is operating the Regulation for Responding to Anti-social Forces that prescribes mattersrelating to an organizational structure and other approaches to cutting any relations with anti-social forces.

(c)

The E&S Committee holds meetings regularly to check the state of progress of key measures and issues. In
addition, important provision of information and reports are conducted so that the Board of Directors is able
to oversee the Company’s measures to address climate change issues.

(d)

The Company established the Kurita Group Code of Conduct, the Corporate Governance Policies, the Basic
Policies for Constructing an Internal Control System, the CSR Policy, the Kurita Group BCM Policy(Business Continuity Management), the Kurita Group Human Rights Policy, the Kurita Group Anti-Bribery
Policy and Kurita Group Antitrust Policy as its basic policies. The Internal Auditing Department conductedmanagement control monitoring related to the establishment, awareness promotion, and operation offrameworks and systems for deploying the basic policies in the Group Companies and it checked for any
important inadequacies.

(e)

The Company and the Group Companies have been implementing surveys on conduct in relation tocompliance on an annual basis. They have been drawing on questionnaire results to monitor progress withrespect to improvements, pinpointing issues, and then reflecting those findings in activity policies for thesubsequent fiscal year. During the fiscal year under review, internal discussions were held based on pastcases to reassess actions in the workplace.

(f)

The Company and the Group Companies have been operating whistle-blowing system of internal control.
They have accordingly established the Operational Regulations for Whistle-Blower Protection Systems andhave set up consultation desk and reporting desk operated by outside organizations.

(g)With respect to internal controls for financial reporting, a team dedicated to such tasks from the Internal
Auditing Department has been engaging in monitoring in accordance with fiscal year plans, and the
Accounting Department in the Corporate Planning and Control Division has also been taking on some
responsibility in that regard. The Company has also been monitoring the effectiveness of respective controls.

(h)

The Company reviews its corporate governance policies regularly (at least once a year) or as necessary.
System to store and manage information about the execution of the duties of Directors

Information about the execution of the duties of Directors is recorded and stored in documents or electromagnetic
media in accordance with the Document Regulations and the Confidential Information Management Regulations
established by the Board of Directors. The Directors and members of the Audit & Supervisory Board may inspectthese documents, etc. when necessary.
Outline of operational status
Original copies of the document of such information are being stored in vaults, and duplicates are being kept
in locked document cabinets under stringent control. Access rights have been set for electromagnetic media.
In addition, the Company has stipulated that those who have been granted permission to view documents
must follow certain procedures in that regard, under the Company’s regulations.
– 45 –

[Translation for Reference and Convenience Purposes Only]

3

Regulations and other systems for managing the risk of loss
(1)

Risks pertaining to the Company and the Group Companies are monitored and risk management is promoted,with the Executive General Manager of the Corporate Planning and Management Office acting as the officer
in charge. The Executive General Manager of the Corporate Planning and Management Office regularly
analyzes and assesses the risks of the Company and the Group Companies, and makes efforts to prevent theoccurrence of risks through continuous monitoring. If a risk that may have a material impact on managementarises, the Executive General Manager of the Corporate Planning and Management Office will appoint a
responsible official, draw up a system to address the risk, and immediately issue a command after gaining
the approval of the President and Representative Director. The responsible official will immediately
implement countermeasures and report the impact of the risk, the status of correcting the risk, and themeasures for preventing the risk to the President and Representative Director and the Executive General
Manager of the Corporate Planning and Management Office.

(2)

In regards to serious risks, the Chairman of the E&S Committee will be the responsible official for risks
related to compliance, and the Chairman of the Headquarters Health and Safety Committee will be theresponsible official for risks related to health, safety, and disasters. Risks that are directly related to daily
business activities are addressed by the executive general managers of the divisions, who acts as the
responsible official. Other day-to-day risks related to quality, the environment, information security, andexport regulations, etc. are addressed by their respective departments.

(3)

The Executive General Manager of the Corporate Planning and Management Office, the Chairmen of theCommittees, and the executive general managers of the divisions regularly report the status of activities topromote risk management and compliance to the Board of Directors, and report the occurrence and result ofmaterial risks to the Board of Directors and the Audit & Supervisory Board whenever appropriate.

(4)

The status of the implementation of risk management and improvements is monitored, with the Internal
Auditing Department acting as the responsible department.

Outline of operational status(a)

The Company and the Group Companies have adopted risk management systems whereby risk is categorized
either as “Group-wide risk” which must be addressed by the entire Kurita Group such as in the event of anearthquake or other disaster, or as “business risk” which derives directly from daily business affairs. The
Company and the Group Companies have also been conducting review on an annual basis of risk maps. The
risk maps indicate probabilities of risks materializing, profile the impact and magnitude of impact that a risk
event would pose, and assess the significance of such situations. To such ends, the Company and the Group
Companies have been striving to prevent risk from materializing by implementing prevention measures, andotherwise have been preparing themselves to address unforeseen circumstances by establishing action plans
for risk events. In addition, the Kurita Group implements the “Kurita Group BCM Policy (BusinessContinuity Management)” which sets out the Kurita Group’s principles on response measures for officers,
executive officers, and employees in handling emergencies that pose a risk to the continuity of the Kurita
Group’s businesses such as major earthquakes, storm and flood damage, or pandemics. During the fiscal
year under review, the Company conducted proper documentation both in Japan and abroad in line with theframework of ISO 22301, an international standard that defines the BCM, and provided safety confirmation
drills and e-learning courses to all employees for the purpose ensuring employee safety and enhancing thecapability to continue business operations.

(b)

The Company and the Group Companies have established legal violation risk maps, and accordingly engage
in practices that involve identifying major risks of legal violation and regularly monitoring implementationof initiatives in that regard.

(c)

The Board of Directors has been regularly receiving reports regarding the promotion status of risk
management and compliance activities, and the Board of Directors and the Audit & Supervisory Board havebeen receiving reports whenever appropriate with respect to the occurrence and materializing of significant
risk events.

(d)

The status of the implementation of risk management and improvements is monitored, with the Internal
Auditing Department acting as the responsible department.
– 46 –

[Translation for Reference and Convenience Purposes Only]

4

System to ensure the efficient execution of duties by the Directors

The Company will improve the efficiency of the execution of duties of the Directors based on the following
management control system and mechanism.
(1)

The Board of Directors specifies the operations delegated to the Directors, the executive officers, and the
responsible officials of organizations (managerial personnel with the rank higher than Senior General
Manager, Head of Osaka Office or Head of an Office).

(2)

The Board of Directors formulates a long-term vision, a medium-term management plan, and a business plan
for a single fiscal year, and sets out the targets, policies, and focused measures for each organization. The
Board of Directors also implements monthly and quarterly business controls in relation to the consolidated
and non-consolidated targets of the Company and the business departments.

(3)

The final decision application system is set up, in line with the Executive Committee and the Final Decision
and Examination Regulations, as a decision-making system to complement the resolutions made at the Boardof Directors meetings.

(4)

The Executive Committee makes decisions and conducts a review of matters resolved at the Board of
Directors meetings to facilitate the decision-making progress when necessary. The Executive Committee
consists of the President and Representative Director, Directors with a rank of Managing Director or above,
the Executive General Manager of the Corporate Planning and Management Office, and the Directors andexecutive officers appointed by the President and Representative Director. The committee meets twice amonth in principle, and on a temporary basis when necessary. In the Executive Committee, the members
deliberate matters related to the management of the Company and the Kurita Group, conduct a monthly andquarterly check of whether targets have been achieved and the status of implementation of policies andmeasures, and give the Directors and the executive officers in charge instructions to correct deviations. The
members of the Audit & Supervisory Board may attend the Executive Committee.

(5)

The decision to establish, revise, or abolish the Final Decision and Examination Regulations is made by the
Board of Directors. For the Directors and the executive officers to conduct their duties more efficiently,internal regulations conforming to the Final Decision and Examination Regulations are established andimplemented.

Outline of operational status(a)

To enable the Board of Directors to better provide strategic direction that contributes to the Kurita Group’s
sustainable growth, make decisions on important matters related to operational execution, and exercise
supervisory functions over the execution of duties, the Company reviewed and is operating the Final
Decision and Examination Regulations when necessary.

(b)

The Executive Committee has been making judgments and decisions on matters that have been delegated to
it by the Board of Directors, and has been conducting review with respect to agenda items for meetings ofthe Board of Directors. Executive Committee members include the President and Representative Director,
Directors with a rank of Managing Director or above, the Executive General Manager of the Corporate
Planning and Management Office, and the Directors and executive officers appointed by the President andRepresentative Director. The committee has been meeting twice a month in principle, and on a temporary
basis when necessary. The full-time members of the Audit & Supervisory Board have been attending
meetings of the Executive Committee.

5

System to ensure the accuracy of operations in a corporate group consisting of the Company and its
subsidiaries

The Company and the Group Companies perform operations appropriately by the following systems and theframeworks that are in place.
(1)

The Company and the Group Companies set a medium-term management plan and a business plan for asingle fiscal year based on a unified outline for formulating plans.

(2)

The overall management of the Group Companies is controlled by the Corporate Planning and Management
Office. In addition, an officer and a department of the Company in charge of each Group Company are– 47 –

[Translation for Reference and Convenience Purposes Only]

appointed to regularly determine the status of the business performance achieved and the status of risk
management based on the medium-term management plan and the business plan for a single fiscal year, andto provide the Group Companies with guidance.
(3)

A Board of Directors is set up in each Group Company, and the Company or the Group Companies dispatcha (non-standing) Director and (non-standing) member of the Audit & Supervisory Board to monitor the
management, business performance, settlement of accounts, and risks. If a decision needs to be made as the
Kurita Group, the Executive Committee of the Company deliberates the matter and makes the decision inaccordance with “7. Matters related to subsidiaries and associates in Japan and overseas,” an appendix 1 of
the Final Decision and Examination Regulations of the Company, or the Board of Directors or the Executive
Committee of the Company makes the decision.

(4)

In regards to the Group Companies’ efforts related to compliance, the Group E&S Committee stated in
Paragraph 2, Article 1 of the Basic Policies for Constructing an Internal Control System sets out policies andimplements specific measures. In addition, the system for ensuring the accuracy of the financial reporting by
the Kurita Group is considered and established as part of the approaches stated in Paragraph 5, Article 1 ofsuch Policies.

(5)

The Group Companies report the status of their management, sales activities, manufacturing, and risk
management, etc. to the Company regularly, such as on a monthly or quarterly basis.

Outline of operational status(a)

The Company and the Group Companies have set a medium-term management plan and a business plan fora single fiscal year based on a unified outline for formulating plans. Meanwhile, the President andRepresentative Director of the Company has been holding management plan review sessions with respective
Group Companies annually, and has been making decisions on general matters with respect to the fiscal year
and plans for the subsequent fiscal year. The overall management of Group Companies is controlled by the
Corporate Planning and Management Office.

(b)

The Group E&S Committee, the Group Health and Safety Committee, and other such bodies have been
regularly providing an understanding of circumstances with respect to compliance and safety and healthmanagement of Group Companies, and have been providing necessary guidance in that regard.

(c)

In order to strengthen governance at the Group Companies, the Company improves the systems andstructures provided by the Company, and the Board of Directors accurately evaluates operational status andaims to improve effectiveness.

(d)Members of the Audit & Supervisory Board have been conducting audits and surveys with respect to theCompany and the Group Companies in accordance with audit policies and audit plans, etc. established by
the Audit & Supervisory Board.

6

Matters related to an employee if a member of the Audit & Supervisory Board requests the assignmentof the employee to assist him/her, matters related to the independence of the employee from the
Directors, and matters related to ensuring the effectiveness of instructions issued to the employee(1)

The Audit & Supervisory Board of the Company may appoint a full-time assistant. If a full-time assistant is
not appointed, a member of the Audit & Supervisory Board may instruct a certain employee who belongs to
the Internal Auditing Department to assist his/her auditing work as necessary.

(2)

The employee who assists the auditing work of the member of the Audit & Supervisory Board in accordancewith the instruction described in the preceding paragraph provides assistance independent of the Directors
and within the necessary scope of assistance. In addition, the opinions of the member of the Audit &Supervisory Board are respected regarding personnel changes and evaluations, etc. of the employee.

(3)

The employee who assists the auditing work of the member of the Audit & Supervisory Board may regularly
attend places where opinions are exchanged between the Representative Director and the Accounting Auditor
within the company of the member of the Audit & Supervisory Board.

– 48 –

[Translation for Reference and Convenience Purposes Only]

Outline of operational status
The Audit & Supervisory Board of the Company has no full-time assistant. However, to help members of
the Audit & Supervisory Board perform sufficient audit work, the General Manager of Internal Auditing
Department supports the Audit & Supervisory Board in audit work as the secretariat of the Audit &Supervisory Board, and members of the Audit & Supervisory Board give instructions to specific employees
in the Internal Auditing Department to assist audit work as necessary.
7

System for the Directors and employees of the Company and Group Companies to report to the Audit& Supervisory Board, and other systems for reporting to the Audit & Supervisory Board(1)

In order to regularly confirm that the Directors, executive officers and employees of the Company perform
operations appropriately, the members of the Audit & Supervisory Board are required to attend the Board of
Directors meetings. They may also attend the Executive Committee and the E&S Committee, etc.

(2)

The members of the Audit & Supervisory Board of the Company may inspect documents, etc. necessary for
their auditing work at any time, irrespective of the provisions of the Document Regulations, the Confidential
Information Management Regulations, and other regulations.

(3)

The Directors of the Company report important matters related to the execution of duties to the members of
the Audit & Supervisory Board or the Audit & Supervisory Board whenever appropriate through the Boardof Directors meetings and other important meetings.

(4)

The executive officers and employees of the Company and the Directors, the members of the Audit &Supervisory Board, and the employees of the Group Companies report matters stipulated in laws andregulations as well as cases of compliance violations, cases in dispute, the occurrence of material risks, andmatters related to accounting and the settlement of accounts, etc. to the respective departments in charge
within the Company. The departments in charge report the details of reports from the executive officers andemployees of the Company and the Directors, the members of the Audit & Supervisory Board and employeesof Group Companies to the members of the Audit & Supervisory Board or the Audit & Supervisory Board
when necessary. In addition, the departments in charge also make necessary reports at the request of amember of the Audit & Supervisory Board.

(5)

The Company prohibits those who made a report to a department in charge, a member of the Audit &Supervisory Board, or the Audit & Supervisory Board in accordance with the provisions of the preceding
paragraph from being treated unfavorably on the grounds of making a report, and makes this fact fully known
to the Directors, executive officers and employees of the Company and the Directors and employees of theGroup Companies.

Outline of operational status(a)

Each member of the Audit & Supervisory Board has been attending the Board of Directors meetings andother important meetings such as those of Executive Committee and E&S Committee, and has been
performing audits of Directors with respect to their execution of duties.

(b)

The Directors of the Company have been reporting important matters related to the execution of duties tothe members of the Audit & Supervisory Board or the Audit & Supervisory Board whenever appropriate,through the Board of Directors meetings and other important meetings.

(c)

The executive officers and employees of the Company, and the Directors, members of the Audit &Supervisory Board and the employees of the Group Companies report on the matters stipulated in laws andregulations as well as cases of compliance violations, cases in dispute, the occurrence of material risks, andmatters related to accounting and the settlement of accounts, etc. to the departments in charge within the
Company. The departments in charge report on the details of the reports from the executive officers andemployees of the Company, and the Directors, members of the Audit & Supervisory Board and employeesof Group Companies to the members of the Audit & Supervisory Board or the Audit & Supervisory Board
when necessary. In addition, the departments in charge also make the necessary reports at the request of amember of the Audit & Supervisory Board.

– 49 –

[Translation for Reference and Convenience Purposes Only](d)8

In accordance with the Operational Regulations for Whistle-Blower Protection Systems, the Company and
the Group Companies have prohibited the unfair treatment of those who have reported information set forthin the previous paragraph, on the ground of having made such a report.
Other systems to ensure the effective auditing of the Audit & Supervisory Board(1)

A meeting for the President and Representative Director and the members of the Audit & Supervisory Boardor the Audit & Supervisory Board to exchange opinions is held regularly.

(2)

The Audit & Supervisory Board establishes standards for appointing, dismissing, and refusing to reappoint
the Accounting Auditor, and nominates a candidate for the Accounting Auditor. The Company and the Group
Companies secure sufficient amount of time for the Accounting Auditor to conduct a high-quality audit. The
members of the Audit & Supervisory Board, the Internal Auditing Department, and the Accounting Auditor
promote a cooperation by mutually checking each other’s audit plans and sharing their concerns.

(3)

The members of the Audit & Supervisory Board or the Audit & Supervisory Board hold discussions andexchange opinions with the Internal Auditing Department and the Accounting Auditor when necessary.

(4)

The Audit & Supervisory Board allocates expenses that are deemed necessary for the execution of duties inadvance. However, the Audit & Supervisory Board may charge the Company postmortem for expenses it
spent on urgent or provisional matters.

Outline of operational status(a)Members of the Audit & Supervisory Board have been regularly holding meetings for exchanging opinionswith the President and Representative Director of the Company in order to facilitate mutual understanding
and further develop relationships of trust.

(b)

The Audit & Supervisory Board establishes standards for appointing, dismissing, and refusing to reappoint
the Accounting Auditor, and nominates a candidate for the Accounting Auditor.

(c)Members of the Audit & Supervisory Board have been holding discussions and exchanging opinions with
the Internal Auditing Department whenever appropriate, and have also been taking steps to promote
cooperation with the Accounting Auditor by mutually checking each other’s audit plans and regularly
exchanging opinions through forums such as briefing sessions for reporting on settlement of accounts andaudit results.

Basic Policies for Constructing an Internal Control System are made available to the public via the following URL
on the Company’s website on the Internet upon revision by resolution of the Board of Directors.
On April 1, 2023, minor changes were made in line with an organizational change and review of the corporate
philosophy.
(https://ir.kurita.co.jp/en/corporate_governance/internal_control_system/index.html)– 50 –

[Translation for Reference and Convenience Purposes Only]

Consolidated Financial Statements
Consolidated Statement of Financial Position (As of March 31, 2023)
Account item
AssetsCurrent assets
Cash and cash equivalents
Trade receivables and contract assets
Securities, deposits with a maturity ofover three months
Finished products
Work in process
Raw materials and supplies
Other
Non-current assets
Property, plant and equipment
Buildings and structures
Machinery, equipment and vehicles
Land
Construction in progress
Other
Right-of-use assets
Intangible assets
Goodwill
Software
Customer and technology related
assetsOther
Investments and other assets

AmountAccount item

196,416
50,468
118,520
2,838
8,132
1,598
7,116
7,743
305,121
178,737
48,417
91,526
6,766
25,366
6,660

Liabilities
Current liabilities
Trade payables and contract liabilities
Bonds and borrowings
Accounts payable - other and accrued
expenses
Income taxes payable
Provisions
Other(Million yen)Amount109,468
40,19728,99823,406
6,018
2,301
8,546

Non-current liabilities
Bonds and borrowings
Lease liabilities
Retirement benefit liability
Other financial liabilities
Other

96,31048,75818,016
17,321851
11,361

Total liabilities

205,778

21,928Equity60,4135,644

Equity attributable to owners ofparentShare capital
Capital surplus

11,038Treasury shares(10,638)

Other components of equity

14,13277,517422

Financial assets measured at fairvalue through othercomprehensive income
Cash flow hedge
Exchange differences ontranslation of foreign operations
Retained earnings

26,937

Investment securities
Investments accounted for using
equity method
Deferred tax assets

8,872
1,283
9,984

Other

6,797

Non-controlling interests
Total equity

Total assets
501,538
Total liabilities and equity(Note)
Figures are rounded down to the nearest millions of yen.

– 51 –

293,975
13,450
(608)

4,231
222
9,678
277,6391,784
295,759
501,538

[Translation for Reference and Convenience Purposes Only]

Consolidated Statement of Profit or Loss
(From April 1, 2022 to March 31, 2023)(Million yen)AmountAccount item
Net sales

344,608

Cost of sales

224,911Gross profit

119,696

Selling, general and administrative expenses

81,106

Other income

1,564

Other expenses

11,095

Operating profit

29,058Finance income

1,990

Finance costs

1,077

Share of loss of investments accounted for using equity method

179

Profit before tax

30,151

Income tax expense

9,473

Profit for the period

20,677

Profit attributable to non-controlling interests

543

Profit attributable to owners of parent(Note)
Figures are rounded down to the nearest millions of yen.

– 52 –

20,134

[Translation for Reference and Convenience Purposes Only]

Consolidated Statement of Changes in Equity(From April 1, 2022 to March 31, 2023)(Million yen)
Equity attributable to owners of parent

Share capital

Capital surplus

Treasury shares

13,450(3,076)(10,694)

Balance as of April 1, 2022
Profit for the period
Other comprehensive
incomeTotal comprehensive income
for the period
Purchase of treasury shares
Dividends
Share-based paymenttransactions
Changes in ownershipinterests in subsidiaries
Liabilities pertaining toforward contracts concluded
with non-controllingshareholders
Transfer from othercomponents of equity toretained earnings
Other
Total transactions with owners
Balance as of March 31, 2023

Balance as of April 1, 2022
Profit for the period
Other comprehensive
incomeTotal comprehensive income
for the period
Purchase of treasury shares
Dividends
Share-based paymenttransactions
Changes in ownershipinterests in subsidiaries
Liabilities pertaining toforward contracts concluded
with non-controllingshareholders
Transfer from othercomponents of equity toretained earnings
Other
Total transactions with owners
Balance as of March 31, 2023––

Other components of equity
Exchangedifferences on
Cash flow hedges
translation offoreign operations
3,493
40

–

4,354

182

4,354

182

(2)
76

58

(19,793)

1,830

22,051

132
2,467
(608)

–
13,45055(10,638)

Equity attributable to owners of parent
Other components of equity
FinancialassetsRemeasuremeasured atments of
Retainedfair value
Total
definedearnings
through othercomprehen- benefit plans
sive income
8,627–
12,161
260,073
20,134
674

830

6,041

674

830

6,041

1,830
9,678

Total equity

Total

Noncontrollinginterests

271,914
20,134

5,948
543

277,862
20,677

6,041

893

6,935

20,134

26,176

1,436

27,612(8,429)(2)(8,429)(280)(2)(8,709)

135

(31)

103

(17,962)(5,289)(23,251)

1,830

22,05122,051–(5,070)(830)(5,901)

5,901–(5,070)
4,231

(830)
–

(4,070)14,132(39)(2,567)
277,63992(4,115)
293,975(Note) Figures are rounded down to the nearest millions of yen.

– 53 ––
222(5,600)1,784

92(9,715)295,759

[Translation for Reference and Convenience Purposes Only]

Non-Consolidated Financial Statements
Non-Consolidated Balance Sheet (As of March 31, 2023)
Account item
AssetsCurrent assets
Cash and deposits
Notes receivable – trade

AmountAccount item

Accounts receivable – trade27,860Contract assets
Finished products
Work in process
Raw materials
Short-term loans receivable

26,710
861
918
1,278
1,454

Liabilities
Current liabilities
Accounts payable – trade
Commercial papers and borrowings
Accounts payable – other and accrued
expenses
Income taxes payable
Contract liabilities
Deposits received
Provision for bonuses
Other

Other
Allowance for doubtful accounts
Non-current assets
Property, plant and equipment
Buildings and structures

4,468
(1)
315,098
151,470
39,354Non-current liabilities
Bonds payable and borrowings
Lease obligations
Net defined benefit liability
Other81,30912,9304,828

Machinery, equipment and vehicles

81,539Land
Leased assets
Construction in progress
Other

3,980
1,009
21,6103,976Intangible fixed assets
SoftwareTechnology-related assets
Other

9,455
4,882
4,520
53

Investments and other assets

154,171

Investment securities
Shares of subsidiaries and associates

8,197
99,197

Investments in capital of subsidiaries
and associates

30,580Long-term loans receivable

3,273

Deferred tax assets

7,405

Deferred gains (losses) on hedges

Other

5,632

Revaluation reserve for land

Allowance for doubtful accounts
Total assets

Total liabilities
Net assets
Shareholders’ equity
Common stock
Capital surplus
Legal capital surplus
Retained earnings
Legal retained earnings
Other retained earnings
Reserve for advanced depreciationof non-current assets
General reserve
Retained earnings brought forward
Treasury stock
Valuation and translation adjustments
Unrealized gains (losses) on availablefor-sale securities(114)
396,407(Million yen)Amount
75,404
16,591
25,00011,8032,272
2,539
14,116
1,077
2,003
69,01448,000913
11,528
8,573
144,419
248,967
13,45011,475
11,475
234,680
2,919
231,760
773
208,980
22,006(10,638)
3,020
3,836
(1)
(813)

Total net assets

251,988

Total liabilities and net assets

396,407(Note) Figures are rounded down to the nearest millions of yen.

– 54 –

[Translation for Reference and Convenience Purposes Only]

Non-Consolidated Statement of Income(From April 1, 2022 to March 31, 2023)(Million yen)AmountAccount item
Net sales

134,046

Cost of sales

92,572Gross profit

41,474

Selling, general and administrative expenses

32,592

Operating profit

8,881

Non-operating income

12,375Interest and dividend income

6,944

Other

5,431
1,493

Non-operating expenses

159

Interest expense
Other

1,333

Ordinary profit

19,763
8,229

Extraordinary income
Gain on sales of investment securities

7,138

Gain on derivatives transactions

1,090

Income before income taxes

27,993

Income taxes - current

6,926

Income taxes - deferred(879)
21,946

Net income(Note) Figures are rounded down to the nearest millions of yen.

– 55 –

[Translation for Reference and Convenience Purposes Only]

Non-Consolidated Statement of Changes in Shareholders’ Equity(From April 1, 2022 to March 31, 2023)(Million yen)
Shareholders’ equity
CapitalsurplusRetained earnings
Other retained earnings

Commonstock

Balance as of the
beginning of the fiscal
year
Change during the period
Provision of generalreserve
Dividend from surplus
Net income
Purchase of treasury
stock
Disposal of treasury
stock
Reversal of revaluation
reserve for land
Net change in items
other than shareholders’equity during the period
Total change during theperiodBalance as of the end of
the fiscal year

13,450Reserve forLegal capital Legal retainedadvancedsurplusearnings
depreciationof non-current
assets11,446

2,919

773

Generalreserve

Retainedearnings
brought
forward

Total retained
earnings

190,980

26,507221,181

18,000(18,000)–(8,447)
21,946(8,447)
21,946

(0)

(0)

29

–

29

–

–

18,000(4,501)

13,49813,45011,475

2,919

773

208,980

22,006234,680– 56 –

[Translation for Reference and Convenience Purposes Only]
Shareholders’ equity

Balance as of the
beginning of the fiscal
year

Valuation and translation adjustments

Treasury stock

Total
shareholders’equity(10,694)

235,384

Change during theperiodProvision of generalreserve
Dividend fromsurplus
Net income
Purchase of treasury
stock
Disposal of treasury
stock
Reversal ofrevaluation reserve
for landNet change in items
other thanshareholders’ equity
during the period
Total change during
the period

55

Balance as of the endof the fiscal year

(10,638)

Unrealized
gains (losses)
on availablefor-salesecurities

Deferred gains(losses) onhedges8,1271

Revaluation
reserve for
land

(813)

Total
valuation andtranslation
adjustments
7,315

Total net
assets242,699––(8,447)(8,447)

21,946

21,946

(2)

(2)

(2)

58

87

87

(0)

(0)

(4,291)(3)

0(4,294)(4,294)

13,583(4,291)(3)

0(4,294)9,289

248,967

3,836

(1)

(813)

3,020

251,988(Note) Figures are rounded down to the nearest millions of yen.

– 57 –

[Translation for Reference and Convenience Purposes Only]

Audit Report
Accounting Auditor’s Audit Report on the Consolidated Financial Statements
Report of Independent Auditor
May 19, 2023
The Board of Directors
Kurita Water Industries Ltd.
Grant Thornton Taiyo LLC
Tokyo OfficeTetsuo Shibaya
Designated and Engagement Partner
Certified Public Accountant
Makio Wada
Designated and Engagement Partner
Certified Public Accountant
Koichiro Watanabe
Designated and Engagement Partner
Certified Public Accountant(Seal)(Seal)(Seal)

OpinionPursuant to Paragraph 4, Article 444 of the Companies Act, we have audited the accompanying consolidated
financial statements, which comprise the consolidated statement of financial position, the consolidated statementof profit or loss, the consolidated statement of changes in equity, the important matters that are the basis for the
preparation of the consolidated financial statements, and other notes to consolidated financial statements of Kurita
Water Industries Ltd. (the “Company”) applicable to the fiscal year from April 1, 2022 through March 31, 2023.
In our opinion, the consolidated financial statements above are in conformity with the accounting standards withomission of a part of disclosure items required by the designated International Financial Reporting Standards(“IFRS”), as stipulated in the provisions of the latter part of Paragraph 1, Article 120 of the Regulation on
Corporate Accounting, and present fairly, in all material respects, the consolidated financial position of theCompany and its consolidated subsidiaries as of March 31, 2023, and their financial performance for the year thenended.
Basis for Audit Opinion
We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated
Financial Statements section of our report. We are independent of the Company and its consolidated subsidiaries
in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements
in Japan, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believethat the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

– 58 –

[Translation for Reference and Convenience Purposes Only]

Other Statements
Other statements consist of the business report and related supplementary schedules. Management is responsible
for the preparation and disclosure of other statements. It is also the responsibility of the Audit & Supervisory Board
Members and the Audit & Supervisory Board to oversee the Directors’ performance of duties within themaintenance and operation of the reporting process for the other statements.
Our audit opinion on the consolidated financial statements does not include the other statements, and we express
no opinion on them.
Our responsibilities in the audit of the consolidated financial statements are to read the other statements in fulland, in the course of reading the other statements, to consider whether there are material differences between theother statements and the consolidated financial statements or our knowledge obtained during the audit, and to takenote of any indication of material errors in the other statements besides such material differences.
If, based on the audit work performed, we determine that there are material errors in the other statements, we are
required to report those facts.
We have no matters to report with respect to the other statements.
Responsibilities of Management, Audit & Supervisory Board Members and the Audit & Supervisory Board for theConsolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements inconformity with the accounting standards with omission of a part of disclosure items required by the designated
IFRS, as stipulated in the provisions of the latter part of Paragraph 1, Article 120 of the Regulation on Corporate
Accounting, and for designing and operating such internal control as management determines is necessary toenable the preparation and fair presentation of the consolidated financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing whether it isappropriate to prepare the consolidated financial statements with the assumption of a going concern, and fordisclosing, as necessary, matters related to going concern, in accordance with the accounting standards withomission of a part of disclosure items required by the designated IFRS, as stipulated in the provisions of the latterpart of Paragraph 1, Article 120 of the Regulation on Corporate Accounting in preparing the consolidated financial
statements.
Audit & Supervisory Board Members and the Audit & Supervisory Board are responsible for overseeing the
Directors’ performance of duties within the maintenance 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 about whether the consolidated financial statements as awhole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
expresses our opinion on the consolidated financial statements based on our audit from an independent point ofview. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the decisions of users of these consolidated financial statements.
In accordance with auditing standards generally accepted in Japan, we exercise professional judgment andmaintain professional skepticism throughout the audit process to perform the following:・Identify and assess the risks of material misstatement, whether due to fraud or error, and design and perform
audit procedures responsive to those risks. Selecting audit procedures to be applied is at the discretion of theauditor. Obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.
・When auditing the consolidated financial statements, obtain an understanding of internal control relevant to theaudit in order to design audit procedures that are appropriate in the circumstances in making risk assessments, but
not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control.
・Evaluate the appropriateness of accounting policies used by management and their method of application, as
well as the reasonableness of accounting estimates made by management and the appropriateness of related notes
thereto.

– 59 –

[Translation for Reference and Convenience Purposes Only]

・Conclude on the appropriateness of preparing the consolidated financial statements with the assumption of agoing concern by management, and based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to thenotes to the consolidated financial statements or, if the notes to the consolidated financial statements on material
uncertainty are inadequate, to express a qualified opinion with exceptions on the consolidated financial statements.
Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future
events or conditions may cause the Group to cease to continue as a going concern.
・ Evaluate whether the presentation of the consolidated financial statements and notes to the consolidated
financial statements are in accordance with the accounting standards with omission of a part of disclosure items
required by the designated IFRS, as stipulated in the provisions of the latter part of Paragraph 1, Article 120 of theRegulation on Corporate Accounting, as well as evaluate the presentation, structure, and content of theconsolidated financial statements, including the related notes thereto, and whether the consolidated financial
statements fairly present the underlying transactions and accounting events.
・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 forthe direction, supervision and performance of the audit of the consolidated financial statements. We remain solely
responsible for our audit opinion.
We report to the Audit & Supervisory Board Members and the Audit & Supervisory Board regarding, among othermatters, 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 process, and other matters required by auditing
standards.
We also provide the Audit & Supervisory Board Members and the Audit & Supervisory Board with a statementthat we have complied with relevant ethical requirements in Japan regarding independence, and communicate withthem all relationships and other matters that may reasonably be deemed to bear on our independence, and whereapplicable, related safeguards in order to eliminate or reduce obstruction factors.
Conflicts of Interest
We or engagement partners have no interest in the Company and its consolidated subsidiaries which should be
disclosed in compliance with the Certified Public Accountants Act.

– 60 –

[Translation for Reference and Convenience Purposes Only]

Accounting Auditor’s Audit Report on the Non-Consolidated Financial Statements
Report of Independent Auditor
May 19, 2023
The Board of Directors
Kurita Water Industries Ltd.
Grant Thornton Taiyo LLC
Tokyo OfficeTetsuo Shibaya
Designated and Engagement Partner
Certified Public Accountant
Makio Wada
Designated and Engagement Partner
Certified Public Accountant
Koichiro Watanabe
Designated and Engagement Partner
Certified Public Accountant(Seal)(Seal)(Seal)

OpinionPursuant to Item 1, Paragraph 2, Article 436 of the Companies Act, we have audited the accompanying nonconsolidated financial statements, which comprise the non-consolidated balance sheet, the non-consolidated
statement of income, the non-consolidated statement of changes in shareholders’ equity, the notes to nonconsolidated financial statements and the related supplementary schedules of Kurita Water Industries Ltd. (the“Company”) (hereinafter, the “financial statements, etc.”) applicable to the 87th fiscal year from April 1, 2022
through March 31, 2023.
In our opinion, the financial statements, etc. referred to above present fairly, in all material respects, the financial
position and results of operations pertaining to these financial statements, etc., applicable to the fiscal year ended
March 31, 2023 in accordance with accounting principles generally accepted in Japan.
Basis for Audit Opinion
We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial
Statements, Etc. section of our report. We are independent of the Company in accordance with the ethicalrequirements that are relevant to our audit of the financial statements in Japan, and we have fulfilled our otherethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for our opinion.

– 61 –

[Translation for Reference and Convenience Purposes Only]

Other Statements
Other statements consist of the business report and related supplementary schedules. Management is responsible
for the preparation and disclosure of other statements. It is also the responsibility of the Audit & Supervisory Board
Members and the Audit & Supervisory Board to oversee the Directors’ performance of duties within themaintenance and operation of the reporting process for the other statements.
Our audit opinion on the financial statements, etc. does not include the other statements, and we express no opinion
on them.
Our responsibilities in the audit of the financial statements, etc. are to read the other statements in full and, in thecourse of reading the other statements, to consider whether there are material differences between the otherstatements and the financial statements, etc. or our knowledge obtained during the audit, and to take note of any
indication of material errors in the other statements besides such material differences.
If, based on the audit work performed, we determine that there are material errors in the other statements, we are
required to report those facts.
We have no matters to report with respect to the other statements.
Responsibilities of Management, Audit & Supervisory Board Members and the Audit & Supervisory Board for the
Financial Statements, Etc. and the Related Supplementary Schedules
Management is responsible for the preparation and fair presentation of the financial statements, etc. in accordancewith accounting principles generally accepted in Japan, and for designing and operating such internal control as
management determines is necessary to enable the preparation and fair presentation of the financial statements,
etc. that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, etc., management is responsible for assessing whether it is appropriate toprepare the financial statements, etc., with the assumption of a going concern, and in accordance with accounting
principles generally accepted in Japan, for disclosing, as necessary, matters related to going concern.
Audit & Supervisory Board Members and the Audit & Supervisory Board are responsible for overseeing the
Directors’ performance of duties within the maintenance and operation of the financial reporting process.
Auditor’s Responsibility for the Audit of the Financial Statements, Etc.
Our responsibilities are to obtain reasonable assurance about whether the financial statements, etc. as a whole arefree from material misstatement, whether due to fraud or error, and to issue an auditor’s report that expresses ouropinion on the financial statements, etc. based on our audit from an independent point of view. Misstatements canarise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the decisions of users of these financial statements, etc.
In accordance with auditing standards generally accepted in Japan, we exercise professional judgment andmaintain professional skepticism throughout the audit process to perform the following:・Identify and assess the risks of material misstatement, whether due to fraud or error, and design and perform
audit procedures responsive to those risks. Selecting audit procedures to be applied is at the discretion of theauditor. Obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.
・When auditing the financial statements, etc., obtain an understanding of internal control relevant to the audit inorder to design audit procedures that are appropriate in the circumstances in making risk assessments, but not forthe purpose of expressing an opinion on the effectiveness of the entity’s internal control.
・Evaluate the appropriateness of accounting policies used by management and their method of application, as
well as the reasonableness of accounting estimates made by management and the appropriateness of related notes
thereto.
・Conclude on the appropriateness of preparing the financial statements, etc. with the assumption of a going
concern by management, and based on the audit evidence obtained, whether a material uncertainty exists related
to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If weconclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the notes tothe financial statements, etc. or, if the notes to the financial statements, etc. on material uncertainty are inadequate,
to express a qualified opinion with exceptions on the financial statements, etc. Our conclusions are based on theaudit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause theGroup to cease to continue as a going concern.

– 62 –

[Translation for Reference and Convenience Purposes Only]・Evaluate whether the presentation of the financial statements, etc. and notes to the financial statements, etc. arein accordance with accounting standards generally accepted in Japan, as well as evaluate the presentation,
structure, and content of the financial statements, etc., including the related notes thereto, and whether the financial
statements, etc. fairly present the underlying transactions and accounting events.
We report to the Audit & Supervisory Board Members and the Audit & Supervisory Board regarding, among othermatters, 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 process, and other matters required by auditing
standards.
We also provide the Audit & Supervisory Board Members and the Audit & Supervisory Board with a statementthat we have complied with relevant ethical requirements in Japan regarding independence, and communicate withthem all relationships and other matters that may reasonably be deemed to bear on our independence, and whereapplicable, related safeguards in order to eliminate or reduce obstruction factors.
Conflicts of Interest
We or engagement partners have no interest in the Company which should be disclosed in compliance with theCertified Public Accountants Act.

– 63 –

[Translation for Reference and Convenience Purposes Only]

The Audit & Supervisory Board’s Audit Report

Audit Report
With respect to the Directors’ performance of their duties during the 87th fiscal year (from April 1, 2022 to March
31, 2023), the Audit & Supervisory Board has prepared this audit report, as the agreed opinion of all members of
the Audit & Supervisory Board formed as a result of their deliberations, based on the audit reports prepared byeach member of the Audit & Supervisory Board, and hereby reports as follows:1.

Method and Contents of Audit by Members of the Audit & Supervisory Board and the Audit & Supervisory
Board
The Audit & Supervisory Board stipulated auditing policies and the audit plan for the fiscal year under review,
designated the status of the establishment and operation of internal control systems (including internal controls
for financial reporting) and risk management systems as priority audit items, received reports from eachmember of the Audit & Supervisory Board about the implementation status and results of the audit, received
reports from the Directors and Accounting Auditors about the status of performing such duties, and requested
explanations as necessary.
In accordance with the auditing standards for members of the Audit & Supervisory Board determined by the
Audit & Supervisory Board, and in compliance with auditing policies and the audit plan, each member of the
Audit & Supervisory Board made efforts to collect information and establish auditing circumstances throughcommunication with Directors, the Internal Auditing Department and other employees, and conducted theaudit by the following methods.
(1) Each member of the Audit & Supervisory Board has attended the Board of Directors meetings and otherimportant meetings, received reports from the Directors and employees about the status of performance of
their duties, and requested them to provide explanation when needed. Each member of the Audit &Supervisory Board has reviewed important authorized documents and examined the status of business
operations and financial position of the Company and its principal offices. As for subsidiaries, eachmember of the Audit & Supervisory Board also facilitated communication and information exchange with
Directors and employees, visited subsidiaries when needed, and examined the status of business operations
and financial position of the subsidiaries and their principle officers.
(2) Each member of the Audit & Supervisory Board verified the resolutions adopted by the Board of Directors
regarding the establishment of a system for ensuring that the Directors’ duties, as stated in the Business
Report, are executed in conformity of laws and regulations, and the Articles of Incorporation of theCompany, and the establishment of a system necessary to ensure proper business operations of a stockcompany set forth in Paragraphs 1 and 3 of Article 100 of the Regulation for Enforcement of the Companies
Act. Each member of the Audit & Supervisory Board also received reports from Directors and employeeson the status of the establishment and operation of the system (internal control system) established inaccordance with such resolutions adopted by the Board of Directors, and requested explanations asnecessary and expressed his/her opinions. As for internal controls for financial reporting, we received
reports from the Directors and Accounting Auditor about the status of evaluation and audit of the internal
controls, and requested explanations as necessary.
(3) Each member of the Audit & Supervisory Board audited whether the Accounting Auditor maintained its
independence and properly conducted its audit, received a report from the Accounting Auditor on the statusof its performance of duties, and requested explanations as necessary. In addition, each member of the
Audit & Supervisory Board was notified by the Accounting Auditor that it had established a “System toensure that the performance of the duties of the Accounting Auditors was properly conducted” (the mattersset forth in the items of Article 131 of the Regulation on Corporate Accounting) in accordance with the“Quality Control Standards for Audits” (Business Accounting Council, October 28, 2005), and requested
explanations as necessary.

– 64 –

[Translation for Reference and Convenience Purposes Only]

Based on the above method, the Audit & Supervisory Board has examined the Business Report and the
supplementary schedules, the non-consolidated financial statements (the non-consolidated balance sheet, thenon-consolidated statement of income, the non-consolidated statement of changes in shareholders’ equity andthe notes to the non-consolidated financial statements) and the supplementary schedules, as well as theconsolidated financial statements (the consolidated statement of financial position, the consolidated statementof income, the consolidated statement of changes in equity and the notes to the consolidated financial
statements) for the fiscal year under review.
2.

Results of Audit(1) Results of Audit of Business Report, etc.
(a)

We acknowledge that the Business Report and the related supplementary schedules fairly present
the status of the Company in conformity with the applicable laws and regulations and the Articles
of Incorporation of the Company.

(b)

We acknowledge that there is no misconduct or material fact in violation of the applicable laws or
regulations and the Articles of Incorporation of the Company with regard to the performance of
duties by Directors.

(c)

We acknowledge that the Board of Directors’ resolutions with respect to the internal control systems
are appropriate. We also acknowledge that there are no matters warranting special mention, neither
regarding content provided in the Business Report on the internal control systems, nor regarding theperformance of duties by Directors. As for internal controls for financial reporting, we received
reports from Grant Thornton Taiyo LCC stating that the internal controls were functioning
effectively Company-wide as of the date on which this report was prepared, and furthermore that
there were no deficiencies warranting disclosure with respect to the internal controls in businessprocesses.

(2) Results of Audit of Financial Statements and Related Supplementary Schedules
We acknowledge that the methods and results of audit performed by the Accounting Auditor Grant
Thornton Taiyo LLC, are appropriate.
(3) Results of Audit of Consolidated Financial Statements
We acknowledge that the methods and results of audit performed by the Accounting Auditor Grant
Thornton Taiyo LLC, are appropriate.
May 26, 2023
Kurita Water Industries Ltd.

Audit & Supervisory Board

Full-time member of the Audit & Supervisory Board(External member of the Audit & Supervisory Board)

Kenjiro Kobayashi

Full-time member of the Audit & Supervisory Board

Yukihiko Mutou

External member of the Audit & Supervisory Board

Toshiaki Tada

– 65 –