May 12, 2023
To whom it may concern
Company name:ORGANO CORPORATION

Representative name: Masayuki Yamada
Representative Director and President(Securities Code: 6368, Stock Exchange: TSE PrimeMarket)
Inquiries:

Tetsushi Honda

General Manager of Corporate Strategy and Planning
Dept., Corporate Management and Planning(TEL: +81-3-5635-5111)

Matters Concerning Controlling Shareholder, Etc.
ORGANO CORPORATION (the “Company”) hereby announces matters concerning the controllingshareholder, etc., which is the Company’s parent company Tosoh Corporation.
1. Trade name, etc. of parent company, controlling shareholder (excluding parent company), other affiliatedcompany or parent company of other affiliated company(As of March 31, 2023)
Voting rights ownership ratio (%)
Name

AttributeDirectownership

Tosoh

ParentCorporationcompany

44.34

Portionsubject toTotal

aggregation
0.11

44.45

Financial instruments
exchange, etc. on which theissued shares, etc. are listed
Tokyo Stock Exchange, Inc.
Prime Market

2. Position of listed company within the corporate group centering on the parent company and otherrelationships between listed company and the parent company
Tosoh Corporation is the parent company that holds 44.45% of the Company’s voting rights (for whichindirect holdings ratio accounts 0.11%). The corporate group of Tosoh Corporation manufactures andsells various chemical products. The Company, which is a comprehensive water treatment engineering
company, purchases items, such as some raw materials for water treatment chemicals, from the saidcompany, and it also carries out other transactions with Tosoh Corporation, such as selling various types
of water treatment systems and related chemicals to the said company. However, the Company’s
dependence on the relationship of operating transactions is insignificant.
As there is a certain cooperative relationship with the corporate group of the said company in promoting－1－business, the Company has accepted one employee on secondment from the corporate group of the saidcompany into the Engineering Center.
Of the Company’s nine Directors, two are from the said company, and one other concurrently serves as
an executive officer of the said company. In addition, of the Company’s three Audit and Supervisory
Board Members, one is from the said company. Furthermore, of the Company’s 11 Executive Officers(excluding those concurrently serving as Directors), two are from the said company.
Tosoh Corporation and the Company have not entered into any contracts or other agreements regarding
the Company’s material financial and business policies. There are no particular restrictions on theCompany’s material financial and business policies in relation to Tosoh Corporation, including approval
items in conducting business activities. Although the Company is engaged in businesses related to thecorporate group of Tosoh Corporation, the two companies are clearly segregated in terms of the products
they handle and the customers they do business with. The Company recognizes that as a listed company,
it has secured a certain degree of management independence in its business activities and management
decisions.
3. Matters concerning transactions with controlling shareholder, etc.
No important matter to be reported.
4. Status of implementation of policy for measures to protect minority shareholders in conducting
transactions with controlling shareholder
With regard to the policy for measures to protect minority shareholders in conducting transactions withthe controlling shareholder, the Company shall make reasonable decisions referring to contract terms andmarket prices, in a similar manner as with transactions with other companies that do not have a capital
relationship with the Company, and implement the decisions in accordance with these guidelines.
Furthermore, aiming to monitor and supervise the conflicts of interest between the said company and its
subsidiaries (hereinafter referred to as the “Parent Company Group”) and minority shareholders inimportant transactions, etc. between the Parent Company Group and the Company, and appropriately
protect the interests of minority shareholders, the Company established the Special Committee consisting
only of independent outside directors. If an important transaction, etc., occurs between the Parent
Company Group and the Company, the committee will deliberate and inform or report to the Board of
Directors.

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