[Translation for Reference and Convenience Purposes Only]
Please note that the following is an unofficial English translation of Japanese original text of the Noticeof Convocation of the 77th 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 or otherwise. In the event of any discrepancy between this translation and
the Japanese original, the latter shall prevail.
(Securities Code: 6370)
June 7, 2013
Dear Shareholders
Toshiyuki Nakai
President and Representative Director

Kurita Water Industries Ltd.
10-1, Nakano 4-chome, Nakano-ku, TokyoNOTICE OF CONVOCATION OF
THE 77th ORDINARY GENERAL MEETING OF SHAREHOLDERS
We hereby provide notice that the 77th Ordinary General Meeting of Shareholders of Kurita Water Industries
Ltd. (the “Company”) shall be held as described below and request your attendance thereat.
If you are unable to attend on the day of the meeting, you may exercise your voting rights in writing or
via the Internet. Please review the attached REFERENCE DOCUMENTS FOR THE GENERALMEETING OF SHAREHOLDERS described hereinafter, and exercise your voting rights in one of theways below.
For your exercise of voting rights in writing, please indicate your approval or disapproval for each of
the proposals listed on the enclosed Voting Rights Exercise Form and return the form to the Company.
For your exercise of voting rights via the Internet, please read carefully the Guide to Exercise Voting
Rights via the Internet on page 46 of the Japanese original, and input your vote of approval ordisapproval for each of the proposals.
In whichever way you choose, you are requested to exercise your voting rights so that your mail orInternet results reach us no later than 5:15 p.m. on Wednesday, June 26, 2013.

The time and date, place and objectives of this meeting, etc., are as described on page 2.
If you intend to attend the meeting, we request that you submit the enclosed 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 (e.g., proxies
who are not shareholders and companions, etc.) are not allowed to enter the place of this meeting.
The Company participates in the Electronic Voting Platform operated by ICJ, Inc.
If there are any corrections to the REFERENCE DOCUMEMNTS FOR THE GENERAL MEETINGOF SHAREHOLDERS, the Business Report, the Consolidated Financial Statements and/or the
Non-Consolidated Financial Statements, such corrections will be posted on the Company’s Web site(http://www.kurita.co.jp/).

1

[Translation for Reference and Convenience Purposes Only]
1. Time and Date:

10 a.m., Thursday, June 27, 2013

2. Place:

10F Auditorium,
Kurita Water Industries Ltd.,
Nakano Central Park East,
10-1, Nakano 4-chome, Nakano-ku, Tokyo

3. Objectives of the Meeting:
Reports:
1. Reports on Business Report and Consolidated Financial Statements, as well as
Results of the Audits of the Consolidated Financial Statements by the Accounting
Auditor and the Board of Corporate Auditors for the 77th Fiscal Year (From April 1,
2012, to March 31, 2013)
2. Reports on Non-Consolidated Financial Statements for the 77th Fiscal Year (FromApril 1, 2012, to March 31, 2013)
Agenda:Proposal No. 1: Appropriation of Surplus
Proposal No. 2: Partial Changes to Articles of Incorporation
Proposal No. 3: Election of Nine (9) Directors
Proposal No. 4: Election of One (1) Corporate Auditor
Proposal No. 5: Election of One (1) Substitute Corporate Auditor
4. Other Matters regarding the Convocation of the General Meeting of Shareholders
If your voting rights are exercised in duplicate in writing and via the Internet:
The exercise of your voting 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 theInternet reach the Company on the same date, the exercise of your voting rights via the Internet shall bedeemed valid.

2[Translation for Reference and Convenience Purposes Only]
REFERENCE DOCUMENTS FOR THE GENERAL MEETING OF SHAREHOLDERS
Proposals and References
Proposal No. 1: Appropriation of Surplus
1. Fiscal Year-End Dividends
The Company’s basic policy is to pay stable dividends on an ongoing basis.
For the fiscal year ended March 31, 2013, the Company proposes to distribute the year-end
dividend as described below to meet the continued support and expectations of shareholders while
taking into consideration earnings performance.
(1) Type of Property for Dividends:
Money(2) Allotment of Property for Dividends and Total Amount Thereof:¥21 per share of the Company’s common stock for a total of ¥2,502,460,569
The Company proposes that the year-end dividend per share be ¥21 per share, an increase of ¥1 pershare from a year earlier.
The Company’s annual dividend for the fiscal year under review would be ¥42 per share,including ¥21 per share distributed as an interim dividend, an increase of ¥1 per share from a year
earlier.
(3) Effective Date of the Distribution of Surplus:
June 28, 2013
2. Other Matters Regarding the Appropriation of Surplus
The Company plans to utilize its internal reserves to solidify its management base in preparation for
aggressive business development in the future through investments aimed at raising the corporate
value.
(1) Item of Increasing Surplus and its Amount
General reserve:¥5,800,000,000(2) Item of Decreasing Surplus and its Amount
Retained earnings brought forward:¥5,800,000,000

3[Translation for Reference and Convenience Purposes Only]
Proposal No. 2: Partial Changes to Articles of Incorporation
1. Reason for the Changes(1) The Company proposes to shorten the term of office of directors from the current two years to one
year and make the necessary changes to Article 19 (Term of Office of Directors) of the existing
Articles of Incorporation. The purpose of this change is to heighten the sense of urgency directors
feel with respect to management and review the management system promptly and flexibly inresponse to significant changes in the market environment.
(2) The Company proposes to enable the conclusion of a limited liability agreement with external
directors and external corporate auditors and establish the proposed Article 25 (Limitation ofExternal Directors from Liability) and Article 34 (Limitation of External Corporate Auditors from
Liability) in the existing Articles of Incorporation. This proposal is made to facilitate the use ofoutside human resources with the aim of respecting shareholder value and increasing managementtransparency. The Company has obtained the consent of each corporate auditor for theestablishment of the proposed Article 25.
(3) The Company proposes to revise the numbering of the other articles as required by the changes
above.
2. Description of Changes
The details of the proposed changes are as follows:
Present
CHAPTER 4: Directors and Board of Directors(Changes are underlined)
Proposed articles
CHAPTER 4: Directors and Board of Directors

Article 17 (Number of Directors) to Article 18(Election of Directors)(Details omitted)

Article 17 (Number of Directors) to Article 18(Election of Directors)(Not changed)

Article 19 (Term of Office of Directors)
The term of office of directors shall continue until
the conclusion of the annual meeting ofshareholders for the last business year which ends
within two years of the date of their election.
The term of office of directors elected as a
substitute or an addition shall continue until the
expiration of the term of office of other incumbent
directors.

Article 19 (Term of Office of Directors)
The term of office of directors shall continue until
the conclusion of the annual meeting ofshareholders for the last business year which ends
within one year of the date of their election.
The term of office of directors elected as a
substitute or an addition shall continue until the
expiration of the term of office of other incumbent
directors.

Article 20 (Representative Directors and Officers)
to Article 24 (Regulations on Board of Directors)(Details omitted)

Article 20 (Representative Directors and Officers)
to Article 24 (Regulations on Board of Directors)(Not changed)(Newly established)

Article 25 (Limitation of External Directors from
Liability)
The Company may conclude an agreement that
limits liability for damages arising from a failure to
perform their duty with external directors pursuant
to the provisions of Article 427, Paragraph 1 of theCompanies Act; provided, however, that the total
maximum liability under the said agreement shallbe the amount provided for by laws and regulations.

CHAPTER 5: Corporate Auditors and Board of
Corporate Auditors

CHAPTER 5: Corporate Auditors and Board of
Corporate Auditors

Article 25 (Number of Corporate Auditors) to
Article 32 (Regulations on Board of Corporate
Auditors)(Details omitted)

Article 26 (Number of Corporate Auditors)to
Article 33 (Regulations on Board of Corporate
Auditors)(Not changed)4

[Translation for Reference and Convenience Purposes Only]
Present

Proposed articles
Article 34 (Limitation of External Corporate
Auditors from Liability)
The Company may conclude an agreement that
limits liability for damages arising from a failure to
perform their duty with external corporate auditors
pursuant to the provisions of Article 427, Paragraph
1 of the Companies Act; provided, however, thatthe total maximum liability under the said
agreement shall be the amount provided for by laws
and regulations.

Article 33 (Election of Accounting Auditors) to
Article 39 (Waiver of the Payment of Dividends)(Details omitted)

Article 35 (Election of Accounting Auditors) to
Article 41 (Waiver of the Payment of Dividends)(Not changed)(Newly established)5

[Translation for Reference and Convenience Purposes Only]
Proposal No. 3: Election of Nine (9) Directors
The term of office of all twelve (12) current Directors will expire at the conclusion of the 77th Ordinary
General Meeting of Shareholders. Accordingly, the Company proposes the election of nine (9) Directors,
reducing the number of Directors by three (3) to streamline the management system and pursue swifter
decision-making.
The candidates for Director are as follows:
Number of the
Name
Brief Personal History, Positions and Assignments
Shares of theNo.
(Date of Birth)in the Company and Significant Positions Concurrently Held
Company Held
Apr. 1979 Joined Kurita Water Industries Ltd.
Jun. 2005 Director
Apr. 2006 General Manager of Corporate Planning DivisionJun. 2007 General Manager of Sales Division II, Facilities
Division
Toshiyuki Nakai
Jun. 2009 Retired from the position of Director, Kurita
23,4001(August 1, 1954)
Water Industries Ltd.
sharesJun. 2009 President and Representative Director, Kurita
Engineering Co., Ltd.
May 2011 Part-Time Advisor, Kurita Water Industries Ltd.
Jun. 2011 President and Representative Director (Current
position)
Apr. 1974 Joined Kurita Water Industries Ltd.
Jun. 2003 General Manager of Eco-Solution Group, Facility
Management Services DivisionJun. 2005 Director
Jun. 2005 General Manager of Global Business Group,
Facility Management Services DivisionJun. 2007 Managing Director (Current position)
23,300Tetsuo Saeki
2
Jun. 2007 General Manager of Corporate Planning Division
shares(March 9, 1951)
Jun. 2011 General Manager of Facilities Production
Division (Current position)(Significant Positions Concurrently Held)
President and Representative Director, Kurita
Sogo Service Co., Ltd. (Planned)
President and Representative Director, With
Kurita Ltd. (Planned)
Apr. 1974 Joined Kurita Water Industries Ltd.
Jun. 2005 Director
Jun. 2005 General Manager of Operations Control andProcurement Division
Apr. 2006 General Manager of Production Group, 1st21,900
Kaoru Kajii
3
Facilities Division
shares(July 29, 1951)
Apr. 2009 General Manager of Facilities Production
Division
Jun. 2009 Managing Director (Current position)
Jun. 2011 General Manager of Research and Development
Division (Current position)

6

[Translation for Reference and Convenience Purposes Only]
No.

Name
(Date of Birth)

Brief Personal History, Positions and Assignmentsin the Company and Significant Positions Concurrently Held
Apr. 1975
Jun. 2005
Jun. 2005

4* Kouichi Iioka(March 5, 1953)

Jun. 2007
Jun. 2009
Jun. 2011
Jun. 2011
Apr. 1979
Apr. 2000

5

Kiyoshi Itou
(March 8, 1956)

Jun. 2003
Jun. 2007
Jun. 2009
Jun. 2009
Apr. 1978
Apr. 1999
Apr. 2000

6

Motoyuki Yoda
(March 9, 1954)

Jun. 2007
Jun. 2007
Jun. 2009
Jun. 2009
Jun. 2011
Apr. 2012
Apr. 1977
Apr. 2000

7

Apr. 2009
Takahito Namura
Apr. 2009(November 27, 1953)
Jun. 2011
Apr. 2012
Apr. 1984
Apr. 2006

8

Youichi Kurokawa(July 24, 1959)

Apr. 2009
Jun. 2009
Jun. 2011
Jun. 2011

Joined Kurita Water Industries Ltd.
Executive Officer
General Manager of No. 1 Chemicals I Group,
Chemicals and Maintenance Services Division
Director
General Manager of Facilities for GeneralIndustry Group, 1st Facilities Division
Retired from the position of Director, Kurita
Water Industries, Ltd.
President and Representative Director, Kuritec
Service Co., Ltd. (Current position)
Joined Kurita Water Industries Ltd.
General Manager of Legal Dept., Administrative
Division
General Manager of Personnel and Labor
Relations Dept., Administrative Division
Executive Officer
Director (Current position)
General Manager of Administrative Division(Current position)
Joined Kurita Water Industries Ltd.
General Manager of Facilities Technology Dept.,
Water Treatment Group II
Group Leader of Core Group II, Research andDevelopment Division
Executive Officer
General Manager of Geo-Environment Group,
Facilities Division
Director (Current position)
General Manager of Research and Development
Division
General Manager of Water and Resource
Recycling Group, Facilities Division
General Manager of Domestic Sales Group I,
Facilities Division (Current position)
Joined Kurita Water Industries Ltd.
General Manager of Sales Group III, Chemicals I
Dept., Chemical Service Division
Executive Officer
General Manager of 3rd Group, Chemicals
Division
Director (Current position)
General Manager of Sales Group I, Chemicals
Division (Current position)
Joined Kurita Water Industries Ltd.
General Manager of Planning Dept., Corporate
Planning Division
Executive Officer
General Manager of Planning and Coordination
Dept., Chemicals Division
Director (Current position)
General Manager of Corporate Planning Division(Current position)

7

Number of the
Shares of theCompany Held

14,200shares13,100shares

10,600shares

7,100
shares2,600
shares[Translation for Reference and Convenience Purposes Only]

No.

Name
(Date of Birth)

Brief Personal History, Positions and Assignmentsin the Company and Significant Positions Concurrently Held
Apr. 19659* Seiji Nakamura(April 28, 1942)

Jun. 1992
Jun. 1994
Jun. 1994
Jun. 1995
Jun. 1996
Jun. 1998
Jun. 2000
Jul. 2003
Apr. 2007
Apr. 2012

Joined Former Mitsui O. S. K. Lines, Ltd.
(currently Mitsui O.S.K. Lines, Ltd.)
General Manager of Finance Division
Director
General Manager of Accounting Division
General Manager of Corporate Planning Division
Managing Director
Senior Managing Director and Representative
Director
Executive Vice President and Representative
Director
President and Representative Director, MOL
Ferry Co., Ltd.
Member of the Policy Board of Bank of Japan
Retired from Member of the Policy Board of the
Bank of Japan

Number of the
Shares of theCompany Held

3,000
shares

Notes:
1. The candidates marked with an asterisk (*) are new candidates.
2. No special interest exists between the Company and any of the above nine (9) candidates for Director.
3. Tetsuo Saeki plans to assume the position of President and Representative Director of both Kurita Sogo
Service Co., Ltd., and With Kurita Ltd., on June 26, 2013.
4. Kouichi Iioka, who is concurrently serving as President and Representative Director of Kuritec Service Co.,
Ltd., plans to retire from this position on June 26, 2013.
5. Kiyoshi Itou, who is concurrently serving as President and Representative Director of both Kurita Sogo
Service Co., Ltd., and With Kurita Ltd., plans to retire from these positions on June 26, 2013.
6. Seiji Nakamura is a candidate for External Director, and the following matters are related to his candidacy.
(1) Reason for his appointment as a candidate for External Director
Mr. Nakamura is a human resource who had been active in a domain other than the Company’s businessactivities, and therefore the Company’s judgment was that he would appropriately perform the duties of anExternal Director by taking advantage of his valuable expertise and experience for the Company’s
corporate management.
(2) Limited liability agreement
The Company intends to enter into a limited liability agreement with Mr. Nakamura to limit his liability
for damages to a certain degree, which shall be up to the liability provided for in the relevant laws andregulations, subject to the approval of Proposal No. 2 and this Proposal No. 3 at this meeting.
7. The Company plans to notify Tokyo Stock Exchange, Inc., and Osaka Securities Exchange Co., Ltd., of theappointment of Seiji Nakamura as an Independent Officer as set forth under their respective regulations.

8[Translation for Reference and Convenience Purposes Only]
Proposal No. 4: Election of One (1) Corporate Auditor
The term of office of Corporate Auditor Tamio Uda among the three (3) current Corporate Auditors will
expire at the conclusion of the 77th Ordinary General Meeting of Shareholders. Accordingly, theCompany proposes that one (1) Corporate Auditor be elected.
The Board of Corporate Auditors has given its prior consent to this Proposal.
The candidate for Corporate Auditor is as follows:
Number of the
Name
Brief Personal History, Positions in the Company andShares of the(Date of Birth)
Significant Positions Concurrently Held
Company Held
Apr. 1974 Registered as an attorney
Oct. 1977 Established Harada & Uda Law Office (currently
Uda Law Office)Apr. 1998 Vice President, Osaka Bar Association
Dec. 2004 Supervisory Director, Hankyu REIT, Inc. (Current
position)
Apr. 2006 Lecturer, OSAKA GAKUIN UNIVERSITY LAW
Tamio Uda
300
SCHOOL (in charge of legal ethics)(March 31, 1945)
sharesApr. 2009 City of Osaka Information Disclosure Committee(Chairperson)
Jun. 2009 Corporate Auditor, Kurita Water Industries Ltd.
(Current position)(Significant Positions Concurrently Held)
Attorney, Uda Law Office
Notes:
1. No special interest exists between the Company and the above candidate for Corporate Auditor.
2. Tamio Uda is a candidate for External Corporate Auditor, and the following matters are related to his
candidacy.
(1) Reason for his appointment as a candidate for External Corporate Auditor
The Company judged that he would appropriately perform the duties of an External Corporate Auditor bytaking advantage of his expertise and abundant experience as an attorney for the Company’s audits.
(2) Reason for the Company’s judgment that even a candidate who has not previously engaged in corporate
management could appropriately perform duties as an External Corporate Auditor in case said candidate is
the person who has never engaged in corporate management other than being an external director or an
external corporate auditor
The Company judged that he would appropriately perform the duties of an External Corporate Auditor in
the Company’s audits because he has a sufficient insight in corporate legal affairs as an attorney.
(3) Number of years having served as an External Corporate Auditor of the Company
His term of office as an External Corporate Auditor of the Company will be four (4) years as of theconclusion of this Ordinary General Meeting of Shareholders.
(4) Limited liability agreement
The Company intends to enter into a limited liability agreement with Mr. Uda to limit his liability fordamages to a certain degree, which shall be up to the minimum liability provided for in the relevant laws
and regulations, subject to the approval of Proposal No. 2 and this Proposal No. 4 at this meeting.
3. The Company has notified Tokyo Stock Exchange, Inc. and Osaka Securities Exchange Co., Ltd. of theappointment of Tamio Uda as an Independent Auditor as set forth under their respective regulations. If his
appointment as an External Corporate Auditor is approved at this meeting, he intends to continuously remain
an Independent Auditor.

9

[Translation for Reference and Convenience Purposes Only]
Proposal No. 5: Election of One (1) Substitute Corporate Auditor
To prepare for the case where the number of Corporate Auditors of the Company lacks in the number set
forth by the relevant laws and regulations, the Company proposes that Yoshihiro Tsuji be elected as a
Substitute Corporate Auditor.
The Board of Corporate Auditors has given its prior consent to this Proposal.
The candidate for Substitute Corporate Auditor is as follows:
Number of the
Name
Brief Personal History andShares of the(Date of Birth)
Significant Positions Concurrently Held
Company Held
Apr. 1994 Registered as an attorney
Jun. 2001 Jointly established DAIICHI-CHUO LAW OFFICE(Current position)
Yoshihiro Tsuji
0Jun. 2006 Substitute Corporate Auditor, Kurita Water(June 7, 1961)
sharesIndustries Ltd. (Current position)(Significant Positions Concurrently Held)
Attorney, DAIICHI-CHUO LAW OFFICE
Notes:
1. No special interest exists between the Company and the above candidate for Substitute Corporate Auditor.
2. Yoshihiro Tsuji is a candidate for Substitute External Corporate Auditor, and the following matters are related
to his candidacy.
(1) Reason for his appointment as a candidate for Substitute External Corporate Auditor
The Company judged that he would appropriately perform the duties of an External Corporate Auditor bytaking advantage of his expertise and sufficient insight in corporate legal affairs as an attorney.
(2) Reason for the Company’s judgment that even a candidate who has not previously engaged in corporate
management could appropriately perform duties as an External Corporate Auditor in case said candidate is
the person who has never engaged in corporate management other than being an external director or an
external corporate auditor
The Company judged that he would appropriately perform the duties of an External Corporate Auditor in
the Company’s audits because he has expertise and sufficient insight in corporate legal affairs as an
attorney.
3. Mr. Tsuji satisfies the requirements of an Independent Auditor as set forth under the respective regulations ofTokyo Stock Exchange, Inc. and Osaka Securities Exchange Co., Ltd.

10