Code of Ethics
I. Introduction:
This Code of Ethics (the “Code”) has been adopted by the Board of Directors ofMakita Corporation (“Makita”) and is applicable to all directors, audit & supervisoryboard members, officers, corporate officers and employees of Makita Corporation
and all of its subsidiaries, domestic or foreign (collectively referred to herein, the“Company”). The objective of the Code is to promote and ensure adherence toethical standards as provided below. Further, the Code addresses the mechanism
by which the Code is enforced and requires a request for a waiver of any provisionof this Code.
The Internal Audit Division of Makita shall be responsible for the implementation andadministration of this Code. Each manager is responsible for ensuring that theemployees under his or her supervision are familiar with the Code and shallcooperate in promoting the importance of adhering to this Code.
II. The Code
1. Honest and ethical conduct; no conflict of interest
2. Compliance with applicable laws and regulations
3. Full, fair, timely and understandable disclosure
4. Accountability for adhering to this Code
5. Enforcement mechanism
6. Approval for waiver of this CodeExplanation:
1. Honest and ethical conduct; no conflict of interest
Each director, audit & supervisory board member, officer, corporate officer andemployee is required to act honestly and ethically in all aspects of the Company’sactivities. The Company prohibits, as its policy, any kind of conflict of interest.
Conflict of interest refers to a state when there exists an actual or apparent conflict
between the private interests of an individual and the interests of the Company. A
conflict of interest may arise when a director, audit & supervisory board member,officer, corporate officer or employee has committed an act or holds an interest
that prevents such person from performing his or her duties objectively andeffectively at the Company. A conflict of interest may also arise when a director,
audit & supervisory board member, officer, corporate officer or employee, or afamily member thereof, obtains any unauthorized personal gains by leveraging hisor her position with the Company.
Each director, audit & supervisory board member, officer, corporate officer andemployee is responsible for avoiding any outside activity or economic interest that
may create an actual or apparent conflict of interest, and shall promptly report any
conflict of interest, upon its occurrence, to the Internal Audit Department.

2. Compliance with applicable laws and regulations
The Company engages in a wide range of business activities both in domestic andoverseas markets and is required to comply with the applicable laws andregulations in each of the countries where it operates. Each director, audit &supervisory board member, officer, corporate officer and employee is responsible
for respecting and complying with all applicable laws and regulations. In addition,
each director, audit & supervisory board member, officer, corporate officer andemployee is required to maintain the confidentiality of any information acquired
during the course of his or her work.
3. Full, fair, timely and understandable disclosure
As a company listed on the securities exchanges, the Company has a large
number of shareholders and is subject to various securities related laws andregulations. As such, the Company is responsible for providing full, fair, timely andunderstandable disclosures to shareholders, investors, governments, securities
exchanges and the general public. Each director, audit & supervisory board
member, officer, corporate officer and employee is expected to proactively fulfill
this responsibility.
4. Accountability for adhering to this CodeEach director, audit & supervisory board member, officer, corporate officer andemployee is personally responsible for thoroughly adhering to this Code withrespect to his or her conducts and for complying with any Company regulations
and applicable laws when performing his or her business activities.
The values and responsibilities embodied in this Code are very important to theCompany, and are to be taken seriously by every director, audit & supervisoryboard member, officer, corporate officer and employee. Adherence to these values
and responsibilities requires not only one’s own compliance with the Code but also
the promotion of its compliance among colleagues. Each director, audit &supervisory board member, officer, corporate officer and employee shall promptly
report his or her own violation and, when wrongdoings of a colleague come to hisor her attention, shall take appropriate action such as informing internally with due
consideration paid. Each director, audit & supervisory board member, officer,corporate officer and employee shall fully understand that the values andresponsibilities outlined in this Code are of utmost importance to the Company,and acknowledge that he or she shall be subject to disciplinary action that theCompany considers appropriate for any violation of the Code.
5. Enforcement mechanism
The company shall adequately treat the communication of suspicious case ofviolation of the Code to the “Regulations Regarding Corporate Ethics Help Line(Internal Reporting)".
6. Approval for waiver of this CodeIf an employee believes that a waiver from adhering to any provision of this Codeis necessary, he or she must request for a waiver in writing to the Internal Audit

Division, stating the specific provision for which the waiver is requested and thereasons therefor. Waivers from adhering to this Code may be granted to directors,
audit & supervisory board members, officers and corporate officers only by theapproval of the board of directors of the Company, about important issues followed
by a prompt disclosure to the shareholders of the waiver and the reasons therefor.