Corporate Governance Report
CORPORATE GOVERNANCE

Kurita Water Industries Ltd.

Last Update:July, 5, 2024

Kurita Water Industries Ltd.
Director, President and Representative Executive Officer: Hirohiko Ejiri
Contact: General Affairs and Risk Management Department,
Corporate Control and Administration Division+81-3-6743-5068
Securities code:6370

https://www.kurita.co.jp/english/
The corporate governance of Kurita Water Industries Ltd. is described below.

I.

Basic Views on Corporate Governance, Capital Structure, Corporate Attributes, and OtherKey Information

1.

Basic Views
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 contributebroadly 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 sustainablegrowth and enhance its corporate value in the medium and long term, deferring to the rights and position ofvarious stakeholders such as customers, business partners, employees, shareholders, and local communities
while striving to meet their expectations. To this end, the Kurita Group will establish corporate governance,with the aim of realizing transparent, fair, prompt, and decisive decision-making measures and highly effective
management supervision.
[Basic Policies](1) Ensuring the rights and equality of shareholders
The Kurita Group will work to develop an environment in which the shareholders are able to appropriately
exercise their rights, such as voting rights at a general meeting of shareholders, and provide the informationneeded to exercise of their rights in a timely and accurate manner in order to secure the substantive equality of
the rights of shareholders, including minority and foreign shareholders.
(2) Appropriate level of cooperation with stakeholders other than shareholders
The Kurita Group will work to ensure an appropriate level of cooperation with stakeholders such as customers,
business partners, employees, and local communities under the leadership of the Board of Directors. To achieve
this aim, the Kurita Group will properly respond to issues related to sustainability(medium- to long-termsustainability including ESG factors), and make actions based on compliance with laws, regulations, and social
ethics a prerequisite for all corporate activities.
(3) Ensuring appropriate information disclosure and transparency of information
The Kurita Group will develop an environment in which the Audit Committee, the members of the Audit
Committee, and the accounting auditor are able to conduct audits properly. It will also disclose information inaccordance with the laws related to information disclosure, such as the Companies Act and the Financial
Instruments and Exchange Act, and regulations established by the financial instruments exchange. The Kurita
Group will actively and fairly disclose information that is deemed to be effective for facilitating understandingof the Kurita Group among shareholders and investors. This information will comprise financial information
including financial conditions and results of operations, management strategies including risks, corporate
governance, sustainability issues and other matters related to social and environmental issues, and policies forcapital efficiency.
1(4) Duties of the Board of Directors and the Audit & Supervisory Board, etc.
The Board of Directors will fulfill its fiduciary responsibility and accountability to shareholders. It will
strengthen the orientation of corporate strategies, the supervision of overall management, which is made froman independent and objective standpoint, the internal controls and risk management measures that support
appropriate risk-taking, etc. in order to enhance the corporate value and earnings power, as well as improve
capital efficiency, etc.
(5) Dialogue with shareholders and investors
Continuing to emphasize management that values shareholders, the Kurita Group will make efforts to engage
in constructive dialogues with shareholders and investors, as well as provide them with information in a timely
and appropriate manner.
The Company’s Corporate Governance Policies are posted on our website:
https://ir.kurita.co.jp/en/corporate_governance/governance_policies/index.html
Reasons for Non-compliance with the Principles of the Corporate Governance Code
The Company complies with all the principles of the Corporate Governance Code.
Disclosure Based on each Principle of the Corporate Governance Code Updated[Supplementary Principle 1.2.4 Participation in Electronic Voting Platform]
In light of its shareholder composition, etc., the Company introduced the Electronic Voting Platform for
institutional investors at the time of the general shareholder meeting in 2006 and notifies shareholders to thiseffect in the convocation notice.
[Supplementary Principle 1.2.5 Exercise of rights by institutional investors at general shareholder
meetings]
Where institutional investors who hold shares in the name of a trust bank or custodial institutions express aninterest in attending the general shareholder meeting, the Company confirms the fact that such institutional
investors hold shares and arranges for their observation of the meeting.
[Principle 1.4 Policies regarding shares owned for policy purposes and the exercise of voting rights](1) Policy regarding shares owned for policy purposes
In some cases, the Company holds listed shares as shares owned for policy purposes to strengthen business
relationships, etc. When holding such shares, the Company makes efforts to minimize the risk of holding shares
owned for policy purposes by examining economic rationality in the medium and long term and relationships
with companies whose shares the Company holds. The propriety of holding each individual stock owned forpolicy purposes is reviewed on a regular or timely basis at the Board of Directors by closely examining the
expected return against the cost of capital and the status of business transactions with the company whose
shares the Company holds. Based on the results of the examination, the Company strives to reduce the holdingof shares owned for policy purposes.
(2) Policy for exercising the voting rights of shares owned for policy purposes
When exercising the voting rights of shares owned for policy purposes, the Company will do so by judging thepros and cons of each proposal, taking into comprehensive consideration whether it will contribute to mediumand long-term enhancement of the corporate value of the Company and a company in which the Company
holds shares.
(3) Policy for responding to the intention to sell, etc. of the Company’s shares indicated by a shareholder
owning shares for policy purposes (Note 1)
If a shareholder owning shares for policy purposes indicates its intention to sell, etc. the Company’s shares,
the Company will not prevent the shareholder from making such sale, etc.

2Note 1: The term “shareholder owning shares for policy purposes” means a shareholder who owns theCompany’s shares for policy purposes.
(4) Policy for transactions with shareholders owning shares for policy purposes
The Company will not conduct transactions with any shareholder owning shares for policy purposes if suchtransactions are detrimental to the Company itself and common interests of its shareholders.
⇒ In accordance with the above policies, the Company reviewed shares owned for policy purposes, and as aresult, sold 10 holdings (including ones sold partially) in the fiscal year ended March 31, 2024.
[Principle 1.7 Transactions between related parties (Note 2)]
When conducting an important transaction (Note 3) with a related party, the Company will review and decideon the transaction in advance at the Board of Directors to ensure that the transaction does not harm the interestsof the Kurita Group and the common interests of its shareholders. The details of the submission standards, etc.
shall be set forth in the Board of Directors Regulations, and the standards shall be disclosed.
Note 2: The term “Transactions between related parties” means transactions between the Company andfollowing persons.
(a) An officer of the Company and its close relative, (b) a shareholder who holds 10% or more of the voting
rights of the Company and its close relative, (c) an important officer of a subsidiary and its close relative,(d) a subsidiary of the Company (excluding wholly owned subsidiaries) and its affiliate, and (e) a company
in which a party mentioned in (a) through (d) above holds the majority of the voting rights for its own
account and its subsidiary.
Note 3: The term “important transaction” means the transactions listed below.
(a) Transaction exceeding 10% of the net sales or the sum of the cost of sales and selling, general andadministrative expenses on a consolidated statement of income, (b) transaction related to profit or loss
exceeding 10% of other income, other expense, finance income, or finance costs on a consolidated statementof income, (c) transaction exceeding 1% of the total assets on consolidated balance sheet, (d) transaction inwhich the balance, the total amount of transactions generated, or the average balance for the period of theloan of funds or the purchase or sale of tangible fixed assets or securities, etc. exceeds 1% of total assets on
a consolidated balance sheet, (e) in the case of the transfer or acquisition of business, the total amount ofassets or liability subject to the transfer or acquisition, whichever amount is greater, exceeds 1% of the total
assets on a consolidated balance sheet, (f) in the event the related party is an individual, the transaction of
an item on a consolidated statement of income or a consolidated balance sheet that exceeds 10 million yen,and (g) other transactions which are judged to need to be submitted to the Board of Directors for discussion,in light of their characteristics.
[Supplementary Principle 2.4.1 Approach to human resources diversity and policy for responding tohuman resources diversity]
Based on the concept that human resources diversity is the foundation for generating innovation as well as asource for pioneering new value for water linked to sustained growth, the Kurita Group, in its efforts to secure
diversity, established as its human resources policy a basic approach to human resources. This approach ensuresthat those with diverse experience, skills and qualities can be active, leveraging their expertise. At the sametime, the Kurita Group will determine the direction for human resources utilization and organizational support
in its human resources policy in order to nurture talent and improve the internal environment, and will disclose
the progress of the relevant initiatives. Moreover, the Kurita Group will endeavor to ensure diversity in theappointment, etc. of core human resources, clarify its approach and voluntary and measurable targets, while
disclosing the status of relevant initiatives.
<Approach to human resources diversity>
The Kurita Group aims to provide value to customers and society through innovative achievements made by
its human resources with diverse backgrounds -- including gender, nationality, age, presence or absence ofdisabilities, how they joined the company, work style (employment status and working arrangements), andexperience -- by taking advantage of each other's experience, knowledge, skills, and other qualities, towardrealizing the Corporate Philosophy. The Kurita Group is also proactive in ensuring the diversity of its
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management and employees in management positions (and their equivalents) as its core human resources.
<Voluntary and measurable targets on diversity and the current level of diversity>(1) Promotion of women to management positions, etc.
The Company has developed an action plan based on the Act on the Promotion of Women's Active Engagementin Professional Life and is taking initiatives to (a) increase the ratio of female recruits, (b) provide careerdevelopment support for women in career track positions, (c) expand the roles of female employees andsystematically appoint women to management positions, and (d) establish opportunities for women to interact
both inside and outside the Company. For targets and results for past fiscal years, please refer to the attachments
at the end of this report.
As of December 2023, the number of women in management positions at the Company is 13 (4.2% of all
employees in management positions). In addition, the Company positions senior employees, management
assistants, and specialists under the specialist system as "equivalent to employees in management" including
employees in management positions, and they are working actively as core human resources. As of December
2023, the number of women who are equivalent to employees in management positions is 29. Because of its
initiatives to promote women to core human resources, the Company has been selected as a constituent of the
MSCI Japan Empowering Women Index (WIN) since 2017.
(2) Promotion of non-Japanese employees to management positions, etc.
The Kurita Group strives to establish a system for operating globally by adopting ways of thinking of diverse
countries and regions through the following initiatives. (a) Have the Company's headquarters organizations(organizations other than those exclusively engaged in the Japanese market) work together with overseas
Kurita Group companies and (b) Promote locally recruited employees to the senior management of overseas
Kurita Group companies.
Accordingly, the Company is promoting globally competitive human resources including non-Japanese topositions equivalent to management positions at headquarters organizations. The company defines "globallycompetitive human resources" as those who have experienced living and working overseas for three years or
longer, those who have experienced overseas businesses for three years or longer, and those who can use
English for work, etc. The Company recruits several non-Japanese employees every year. As of December
2023, it has 20 such employees, three of whom are working actively in positions equivalent to management
positions. In addition, the ratio of globally competitive human resources to those equivalent to employees inmanagement positions at headquarters organizations is 31.0% as of December 2023, and the Company will
increase this ratio further. The Company has not set any long-term target for the recruitment and promotion of
non-Japanese employees. However, it will continue to recruit globally competitive human resources andpromote them to core human resources proactively as it expands its businesses globally.
(3) Promotion of mid-career recruits to management positions, etc.
The Company is strengthening recruits of mid-career employees, and the number of mid-career employees
hired in FY2023 is approximately four times higher than the previous year, expecting them to contribute
immediately to its business expansion. In addition, the mid-career recruits have demonstrated practical work
skills, and as of December 2023, 85 of those who joined the Company as mid-career recruits have beenpromoted to positions equivalent to management positions (constituting 13.2% of all employees in such
positions). The company plans to increase the ratio of mid-career recruits to all employees, which is approx.
10% at present, to around 30% by April 2031. Thus, the Company will continue to recruit such human resources
and promote them to core human resources proactively.
(4) Other matters
The Kurita Group has developed its Value Creation Story (Note 4), which provides a roadmap for growing
together with society sustainably over the long term. The Group believes that human resources in technology
fields (Note 5) supporting Kurita, human resources promoting DX (Note 6) and intellectual property humanresources are important for achieving this. The Human Resources Development Committee will enhancemeasures to secure, train, and utilize engineers in technology fields supporting Kurita, and the DX Committee
will take the same initiatives for business human resources promoting DX. For intellectual property humanresources, the Company will promote the active hiring of experienced personnel. Specific plan targets are tohave around 130 "human resources in technology fields supporting Kurita," around 750 "human resources
promoting DX," and around 30 "intellectual property human resources" by the fiscal year ending March 2028.
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<Policies for human resource development and improving the internal environment for ensuring diversity, andtheir status>
As a human resource development policy, the Company, reflecting demand for systematic support for careerdevelopment among its employees that was revealed in an engagement survey, has reviewed transfers andassignments from the viewpoint of supporting the career development of young employees and employee
career development [experience], developing management-level employees who support their subordinates
when they take on challenges [advice], and providing effective learning opportunities and an environment forindependent learning [training]. The Company institutes human resource development measures accordingly.
Specifically, the Company takes the following initiatives.
- Development of successors to specialized engineers by the subcommittee of specialized engineers, anddevelopment of digital specialists by the DX Master College- Improving training videos, standardizing the contents of human resource development, and making themavailable for viewing to the Group- Providing programs which lead to motivation to achieve personal development autonomously and acquire
the fundamental capability of solving issues, together with an environment for independent learning, using
internal and external e-learning content through grade-based training- Improving the quality of communication between superiors and subordinates by visualizing thecharacteristics (qualities) of human resources and the psychological status of each person- Revising the Self-Reporting System, establishing career consultation services, and instituting transfer
matching by using the personnel information management system, so as to facilitate appropriate allocation andautonomous career development
As its policy for improving the internal environment, the Company takes initiatives with a focus on thefollowing two points.
(1) Foster an organizational culture with Diversity & Inclusion (Note 7) instilled in it and a high level ofengagement, so as to create value that contributes to customers and society⇒ The Company is pursuing initiatives to take advantage of diversity, including training for fostering a cultureof diversity, deepening understanding of diversity through workplace discussions, human rights training for
instilling an understanding of diversity, including sexual minorities, and round tables and workshops on thetheme of promoting the success of diverse human resources. Specific examples are as follows:◇ Career development support for women in career track positions- Implement career development workshops for management-oriented and professional-oriented employees,
respectively.
◇ Support for the success of mid-career recruits- Strengthen explanations of job descriptions and career paths during the selection process, implement an
onboarding program, and conduct regular interviews after joining the Company.
In addition, the Company is making use of work from home and remote work, helping employees balance
work and life events such as childcare and nursing care, and taking other steps to build an environment where
diverse employees can work comfortably. Further, initiatives to build an organization with a high level ofengagement are taken on a group-wide basis by instilling an understanding of the Value Creation Story to
encourage employees to support the Corporate Philosophy and by implementing a PDCA cycle based on
regular engagement surveys.
(2) Build a system for providing value globally in accordance with characteristics of each region⇒ The Company aims to provide value that is suitable for the characteristics of customers and society in eachof the countries and regions in which it operates, including Japan. In particular, in countries other than Japan,
the Company is fostering locally recruited employees in each area and promoting them to senior managementin accordance with the situation of each overseas Kurita Group company. In addition, diverse humanresources from all over the world participate in multiple Group-wide projects. Thus, the globalization ofhuman resources is also promoted through creation of new value.
Note 4: It provides a roadmap for the Kurita Group to achieve sustainable growth with society by creating
corporate value over the long term to achieve the Corporate Philosophy. Please refer to the Company's
Integrated Report.
https://ir.kurita.co.jp/en/reports/annual_report/index.html
Note 5: It refers to approx. 30 technology fields indicated in the map of the Group’s engineers.
Note 6: They are digital specialists of the Company who create new business models and value using digital5technologies.
Note 7: The Company is fostering a corporate culture and taking other actions based on Our Vision for
Diversity & Inclusion, "The corporate group that continues to create new value for water through interaction
among diverse people who care about water and the environment and who accept each other’s differences,"
which was set to enhance the Company's measures to improve the Kurita Group's competitiveness by taking
advantage of diversity, including the promotion of women's empowerment.
[Principle 2.6 Roles of Corporate Pension Funds as Asset Owners]
The Company does not adopt the fund-type and contract-type defined benefit corporate pension plan and theemployees’ pension fund so that it does not fall under the relevant general principles.
The Company has adopted a corporate-type defined contribution pension plan, which is operated by employeeson their own. The Company provides training and information about the plan to employees on a regular basis,in addition to providing an explanation on it when they join the Company.
[Principle 3.1 Full Disclosure]
Regarding (1) Company objectives (e.g. business principles), business strategies and business plans and(2) Basic views and guidelines on corporate governance based on each of the principles of the Code, pleaserefer to 1. Basic Views under I. Basic Views on Corporate Governance, Capital Structure, Corporate Profile
and Other Basic Information of this report.
(3) Policies and procedures for determining the remuneration of t the Directors and the Executive Officers(a) Policies for deciding remuneration of the Directors and the Executive Officers
Remuneration of the Company’s officers will be determined based on the following policies.
i. Remuneration shall enable the Company to recruit and retain excellent human resources with diverse
capabilities, experience, etc. that contribute to achieving its corporate philosophy.
ii. Importance shall be attached to the link between remuneration and business performance and mediumand long-term corporate value, so that remuneration will function as a sound incentive for achieving
sustainable growth.
iii. Decisions on remuneration shall always be objective, and the process of making the decisions shall behighly transparent.
Because the Directors focus on supervision, the remuneration system for Directors is a fixed remuneration
plan only. In addition, a portion of the fixed remuneration of Directors (excluding External Directors andDirectors who are members of the Audit Committee) is non-performance-linked stock compensation so that
Directors will share the risks of share price fluctuations with shareholders. A portion of fixed remuneration ofExternal Directors and Directors who are members of the Audit Committee is appropriated for the Directors’
Shareholding Scheme for the purchase of the Company’s shares.
The remuneration system for the Executive Officers consists of fixed remuneration and incentive
remuneration that reflects performance. Incentive remuneration consists of short-term incentive remuneration,
which increases or decreases depending on the level of attainment of the annual business plan, the evaluationof each individual’s performance of his or her duties, and the level of achievement of certain indexes andtargets linked to the Kurita Group’s materiality, and long-term incentive remuneration, whereby points are
granted to Executive Officers in accordance with business performance and position during their time inoffice, and a number of shares of the Company’s stock with restriction on transfer equivalent to the numberof points granted are annually delivered to the Executive Officer (However, for Executive Officers who are
non-resident in Japan, if special handlings are required according to laws, regulations, and taxation, or due toother special circumstances, the Company may deliver the stock without transfer restrictions, subject toresolution of the Compensation Committee).
(b) Procedures for deciding the remuneration of the Directors and the Executive Officers
The Compensation Committee will make decisions on the remuneration systems and levels of Directors andExecutive Officers and the assessment of the performance of Executive Officers. Based on the remuneration
systems, levels, and performance assessment which have been determined, the Compensation Committee
will determine the contents of remuneration of individual Directors and Executive Officers.
6(4) “Policies and procedures for nominating Directors”, “Policies and procedures for nominating andappointing/dismissing the President and Executive Officer and other Executive Officers and “Selection ofcandidates for the successor to the President and Executive Officer and succession planning policies”(a) Policies and procedures for nominating Directors
In the selection of candidates for Directors including External Directors, considerations will be given to
diversity, and candidates for Directors will be nominated based on “(12) Makeup and size of the Board of
Directors” and requirements specified by the Nominating Committee, so that the Board of Directors willreflect the perspective of shareholders and other stakeholders and focus its efforts on supervision ofmanagement to help enhance the corporate value. The Nominating Committee will decide on candidates for
Directors to be recommended at a general meeting of shareholders by clarifying reasons for therecommendation.
(b) Policies and procedures for nominating and appointing/dismissing the President and Executive Officer
and other Executive Officers
In appointing the President and Executive Officer and other Executive Officers, the Board of Directors will
review the management structure at least once a year so that the administrative structure will create sharedvalue with stakeholders and contribute to the sustainable growth of the Kurita Group. The Board of Directors
will nominate candidates for the President and Executive Officer and other Executive Officers based onrequirements determined by the Board of Directors. Decisions on the selection and dismissal of the President
and Executive Officer and the appointment and removal of Executive Officers are made by the Board of
Directors based on reports from the Nominating Committee. Whether to reappoint the President andExecutive Officer or not will be considered by the Nominating Committee based on its regular review of thestatus of operational execution, and the Nominating Committee submits a report to the Board of Directors.
(c) Selection of candidates for the successor to the President and Executive Officer and succession planningpolicies
The Nominating Committee will deliberate on requirements for the President and Executive Officer in lightof the aims of the Company and specific management strategies and then report the results to the Board of
Directors. The Nominating Committee will select multiple candidates for the successor to the President andExecutive Officer and develop succession planning measures based on requirements set forth by the Boardof Directors. The Board of Directors will regularly confirm the selection of candidates for the successor to
the President and Executive Officer, development of the succession planning measures, and its progress
based on reports from the Nominating Committee.
(5) Explanations with respect to the appointment and nomination of directors and members of the Audit &Supervisory Board
In 2016, the Company began to disclose explanations with respect to the individual appointments andnominations in the notice of convocation of the Ordinary General Meeting of Shareholders.
[Supplementary Principle 3.1.2 Provision of information in English]
From the perspective of fair information disclosure to investors, the Company strives to provide English
versions of the notice of convocation of a general shareholder meeting, materials including presentationmaterials used in financial results briefings, integrated reports, and sustainability reports, as well as summaries
of questions and answers used in financial results briefings. The Company is listed among companies withexcellent English disclosure in the Results of the Survey of Overseas Investors on English Disclosure by
Japanese Companies, which was announced by the Tokyo Stock Exchange, on August 31, 2023.
[Supplementary Principle 3.1.3 Initiatives for sustainability, etc.](1) Policy for sustainability issues and other matters related to social and environmental issues
The Kurita Group views sustainability as corporate activities within the natural environment and social
systems, and the pursuit of sustainable growth taking into account the impact of corporate activities on theenvironment and social systems, and vice versa. It positions sustainability at the core of business management.
The Group identifies key issues for the realization of its corporate vision in each of its medium-term
management plans based on global issues related to sustainability, defines them as "Kurita Group's
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Materiality," and sets metrics and targets to address them. The departments in charge of activities designatedfor each metrics carry out activities to achieve the goals and report their activities to the Sustainability
Committee. The Sustainability Committee chaired by the Executive General Manager of the Sustainability
Division, who is an Corporate Officer of the Company, comprehensively manages and promotes materiality
initiatives, while submits for discussion or reports on the status to the Executive Committee twice a year. The
Executive Committee reports the status of materiality initiatives to the Board of Directors, and the Board of
Directors supervises it. In addition, the Sustainability Advisory Council, which is an advisory body to the Boardof Directors, examines and deliberates on the Company's approach to sustainability management from theperspective of multi-stakeholders and a medium- to long-term perspective in light of domestic and internationalsituations surrounding sustainability, and provides advice and reports to the Board of Directors. Of the
incentive remuneration for Executive Officers, part of the calculation of short-term incentive remuneration,
which is performance-linked remuneration, uses certain indicators tied to Materiality and an environmental
contribution coefficient that evaluates the degree of achievement of targets.
In addition, the Kurita Group works on engagement with stakeholders such as customers, business partners,
employees, shareholders and investors, and local communities, and promotes information disclosure inaccordance with international disclosure standards such as the Task Force on Climate-related Financial
Disclosures (TCFD). Expectations, concerns and evaluations obtained through engagement are used to verify
the validity of the Kurita Group's Materiality, its indicators and targets, and to conduct various activities toachieve these targets. The Sustainability Committee will collect the status of engagement from the relevant
departments as determined for each engagement and reflects it in these initiatives.
Details of the disclosed contents are available at the Company's website. Please refer to the following.
・Sustainability and materiality initiatives https://www.kurita.co.jp/sustainability/management/index.html
・Initiatives to address climate change
https://www.kurita.co.jp/english/sustainability/tcfd/index.html
・Sustainability Report https://www.kurita.co.jp/english/csr/download/index.html
・Integrated Report https://ir.kurita.co.jp/en/reports/annual_report/index.html(2) Investment in human capital
The Kurita Group views its human resources as the foundations underpinning its sustainable growth. To
enhance customer intimacy as the Group's strength, each employee needs to be a human resource with a highlevel of expertise and commit themselves to solving customers' issues. Therefore, the Kurita Group works tosecure and develop human resources and succeed technologies related to water that it has cultivated over many
years. At the same time, it is building an environment in which each one of its employees can fully demonstrate
their capabilities and aptitude and create an organizational culture that permits diverse human resources towork actively. The following four initiatives are introduced as examples at the Company's website. Please referto them.
https://www.kurita.co.jp/english/csr/csr_activity_human/index.html(a) Training of specialized engineers(b) Enhancing capabilities through training(c) Knowledge and skill acquisition through the mentoring program(d) Providing opportunities to increase self-development(3) Investment in intellectual property
To expand its business and improve profitability by making maximum use of its intellectual property, the Kurita
Group engages in intellectual property activities under a basic approach it has specified and the Kurita Group
Policy on Intellectual Property Activities, which it has established for the purpose of facilitating the appropriateacquisition, protection, and utilization of intellectual property and respecting the property of other companies.
As investments in intellectual property, the Group makes investments aimed at increasing the number of patents
applications filed overseas in response to the expansion of global operation and investments for reinforcing theprotection of patents covering the CSV business, which is the Company's focus. In addition, to reliably protect
the results of its research and development activities, the Group strives to increase its competitiveness byclarifying the sources of competitive advantage that should be patent protected from the development stage
and by building a patent network from both the elemental technology and business model perspectives.
The Group's R&D activities and use of intellectual property other than the above are introduced in the
Company's Integrated Report. Please refer to them. https://ir.kurita.co.jp/en/reports/annual_report/index.html
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[Supplementary Principle 3.2.1 Selection and evaluation of an external accounting auditor](1) Policy for a nominating the accounting auditor
The Audit Committee will nominate a candidate for the accounting auditor by establishing the criteria fornominating, dismissing, and refusing to reappoint the accounting auditor of the Company. These criteria aremeant to ensure the independence and expertise of the accounting auditor so that it may conduct audits properly,
and thereby enable the Kurita Group to earn the confidence of its shareholders and society and fulfill its social
responsibility as a company.
(2) Standards for selecting a candidate for the accounting auditor and evaluating the accounting auditor
When selecting a candidate for the accounting auditor, the Audit Committee will make a judgment on thenomination, dismissal, and refusal to reappoint the accounting auditor of the Company by obtaining thenecessary information, receiving a report from the Directors and related divisions inside the Company, andmaking a comprehensive assessment of the following items based on the evaluation standards set forth in the
Audit Standards of the Audit Committee:a) Independence, b) Quality control, c) Auditing capabilities, d) Audit plan, e) Implementation system, andf) Audit costs[Supplementary Principle 4.1.1 The scope of judgments and decisions made by the Board of Directors
and the scope of responsibility delegated to senior management (Note 8)]
The Board of Directors will make decisions on matters to be resolved by the Board of Directors stipulated inlaws, regulations, or the articles of incorporation and matters which will have a significant impact on the
management of the Kurita Group, including policies for formulating the corporate vision, medium-term
management plans, and annual business plans set forth in the Board of Directors Regulations. The Board of
Directors will determine operations to delegate to the Executive Officers and entrust the Executive Officers tomake decisions on operational execution, excluding matters to be resolved by the Board of Directors. In regards
to decisions on operational execution to be made by the Executive Officers, the Executive Committee
consisting of senior management or senior management, etc. with the decision-making authority set forth in
the Internal Decision Approval and Review Rules will quickly make such decisions, striving to achieve theobjectives of the business plans.
Note 8: The term “senior management” means the President and Executive Officer and the Executive Officers
and Corporate Officers who are appointed by the President and Executive Officer.
[Supplementary Principle 4.1.3 Development of successor and succession plan]
Please refer to (4)“Policies and procedures for nominating Directors”, “Policies and procedures for nominating
and appointing/dismissing the President and Executive Officer and other Executive Officers and “Selection ofcandidates for the successor to the President and Executive Officer and succession planning policies” in[Principle 3-1 Full Disclosure] above.
[Principle 4.8 Policy for the effective use of independent External Directors]
The Company's Board of Directors currently consists of eight (8) directors, with four (4) internal directors andfour (4) external directors (with the ratio of independent external directors at 50%). It provides strategic
direction that contributes to the Kurita Group’s sustainable growth, makes decisions on important mattersrelated to operational execution based on the direction, and exercises supervisory functions over the executionof duties by the directors and overall management. With respect to the number of independent external
directors, the Company, as a company listed on the Prime Market, will continue to consider appointing asufficient number of such directors by taking a comprehensive perspective based on the operating environment
and the skills matrix.
[Supplementary Principle 4.8.1 Policies for the effective use of independent External Directors]
The Directors and the Executive Officers shall mutually exchange information with independent External
Directors and promote the shared understanding of the execution of operations, using opportunities such as the9Board of Directors and other individual meetings. The exchange of information and shared understanding will
enable independent External Directors to fulfill their roles and responsibilities.
If necessary, independent External Directors may instruct certain employees to assist the Directors with theirduties.
[Supplementary Principle 4.8.3 Listed company with a controlling shareholder]This code is not applicable because the Company does not have a controlling shareholder.
[Principle 4.9 Roles and duties of independent External Directors and criteria for judging theindependence of independent External Directors]
Independent External Directors shall evaluate the results of the business activities of the Kurita Group and theexecution of duties by the Directors and the Executive Officers, taking into consideration the corporate
philosophy, the corporate vision, the medium-term management plan, and the management plan for a fiscal
year. They shall express their opinions at the Board of Directors from the standpoint of promoting thesustainable growth of the Kurita Group and enhancing its corporate value in the medium and long term.
Independent External Directors shall express their opinions at the Board of Directors from an independent
position and the standpoint of supervising management in regards to important decisions made at the Board of
Directors.
The criteria for judging the independence of independent External Directors in selecting candidates shall bethat the candidates for independent External Directors and their close relatives (Note 10) must not fall under
any of the following items.
a. A person who currently executes the operations of the Company or its subsidiary or has executed suchoperations in the past 10 years.
b. A person whose major business partner is currently the Company (Note 11) or was the Company at sometime during the past year, or an individual who executes the operations of this partyc. A current major business partner of the Company (Note 12) or a major business partner at some time during
the past year, or a person 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 (Note 13) other than remuneration for officers from theCompanye. A current major shareholder of the Company (Note 14) 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 (the person only)
g. A person who executes the operations of an organization to which the Company currently makes a donation(the person only)
Note 10: The term “close relatives” means relatives within the second degree of kinship.
Note 11: The term “person whose major business partner is the Company” means a person whose sales intransactions with the Company make up 2% or more of that person’s consolidated net sales.
Note 12: The term “major business partner of the Company” means a business partner with whom theCompany’s sales in transactions make up 2% or more of the consolidated net sales of the Company, or abusiness partner from which borrowings make up 1% or more of the consolidated total assets of theCompany.
Note 13: 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.
Note 14: The term “major shareholder of the Company” means a shareholder who has voting rights that
account for 10% or more of the voting rights of the Company.
[Supplementary Principle 4.11.1 Makeup and size of the Board of Directors](1) Human resources structure10

To fulfill the highly effective supervisory function over operational execution, the Board of Directors willconsist of persons with the necessary knowledge, experience and competence, taking into consideration genderand diversity. With regard to this knowledge, experience and competence, the Company will identify skills
regarding corporate management, corporate planning and other aspects of corporate governance management,
skills required to realize the direction sought by the Kurita Group of creating social value by leveraging
diversity and Water Knowledge, and necessary skills, etc. for realizing the corporate philosophy. The Board of
Directors as a whole will be organized in a way that complements the above.
For the skills matrix, please refer to the attachments at the end of this report.
(2) Number of Directors
There shall be three or more Directors in total. No less than one-third of these Directors shall be External
Directors to ensure the independence and objectivity of the Board of Directors.
[Supplementary Principle 4.11.2 Restriction on concurrent service of Directors]
Independent External Directors shall not concurrently serve as a Director or a corporate auditor at more than
three listed companies including the Company. The Company will disclose the concurrent service status of
Directors every year.
[Supplementary Principle 4.11.3 Policies for evaluating the Board of Directors](1) Purpose and frequency of evaluation
The Board of Directors will analyze and evaluate its effectiveness every year in order to fulfill its expectedroles and functions more effectively.
(2) Method and items of evaluation
The effectiveness of the Board of Directors shall be analyzed and evaluated from various aspects by setting
appropriate evaluation items. These items will make it possible to understand the makeup of the Board of
Directors and identify the degree of contribution individual directors make to the Board of Directors, etc.
[Evaluation subject] All directors[Evaluation method] Self-Evaluation
This evaluation was conducted via a written survey, with each of the respondents identified, which was
followed by individual interviews for supplementing the written survey. Following a discussion using theaggregated results, the Board of Directors evaluated its effectiveness, clarified issues and adopted measures
for the future.
[Evaluation items](a) Roles and responsibilities of the Board of Directors(b) Size and composition of the Board of Directors(c)Operation of the Board of Directors(d) Compositions, roles, and statuses of operation of committees(e) System
for supporting external directors(f) Relationship and dialogues with stakeholders(g) Overall evaluation[Evaluation period]
15 months from January 2023 to March 2024
*To evaluate the effectiveness of the Board of Directors after the change in institutional design, the evaluation
period was made three months longer than usual, and an intensive evaluation was undertaken in the nine-month
period after the change in institutional design, or from June 2023 to March 2024.
(3) Disclosure of evaluation results
The overview of the evaluation results and the future issues and measures of the Board of Directors will be
disclosed every year via the Company's website and the integrated report, etc.
https://ir.kurita.co.jp/corporate_governance/board_evaluation/index.html=> According to the evaluation results for January 2023 to March 2024, the results of the evaluation of all
directors were favorable, indicating that the effectiveness of the Board of Directors had been maintained. The
transition to a company with a nominating committee, etc., which took place in June 2023, contributes toimproving the effectiveness of the Board of Directors. On the other hand, it was confirmed that there is room
for improvement in the Kurita Group's long-term direction and discussions from the perspectives of diverse
stakeholders, including the Board of Directors' supervision of individual key management issues, such as thepromotion of DX and innovation activities. The Company's measures for addressing this issue are as follows.

11Issue: The Kurita Group's long-term direction needs to be made specific from the perspectives of diverse
stakeholders, so as to ensure the appropriate supervision of growth strategies taken by Executive side.
Measures:(1) Create opportunities to deepen understanding of the global trend in the water business, so as to clarify
the Kurita Group's long-term direction from an objective viewpoint.
(2) Focus efforts on finding opinions to and expectations for the Kurita Group from stakeholders otherthan shareholders and investors, based on reports, etc. from management, and deepen understanding of them.
(3) Clarify the Kurita Group's long-term vision from a medium- to long-term perspective, based on
integrated thinking which reflects viewpoints of diverse stakeholders.
[Supplementary Principle 4.14.2 Training policies for the Directors](1) Orientation for newly-appointed Directors
Newly-appointed Directors shall participate in the prescribed orientation immediately after they take office sothat they can perform their expected roles and duties.
(2) Self-improvement of the Directors
The Directors shall acquire the knowledge they require on their own and continuously devote themselves tolearning so that they can perform their expected roles as executives who play a role in the important governing
bodies of a company. The Company will provide the Directors with information about external seminars andother opportunities for self-improvement, and cover their expenses within the range specified in a separate
document.
(3) Checking the implementation status of training
The Board of Directors will check the implementation status of training for the Directors every year.
⇒ In the fiscal year ended March 31, 2024, the Company held study sessions to exchange opinions on
engagement with capital markets and on DX-related topics. In addition, the company conducted on-site
inspections of the company (for outside directors) and orientations for newly appointed directors, and eachdirector also participates in external seminars and others for self-development.
[Principle 5.1 Policies for dialogue with shareholders and investors and the appropriate disclosure of
information](1) Basic stance
Kurita Water Industries Ltd. and its consolidated subsidiaries (hereinafter the "Kurita Group) strive formanagement that respects shareholders. To facilitate its sustainable growth and enhance corporate value in themedium and long term, the Kurita Group promotes constructive dialogues with shareholders, investors andothers by making fair and timely information disclosures in accordance with relevant laws and rules, while
actively and fairly disclosing various kinds of information the Kurita Group deems effective for promoting an
understanding of its activities.
(2) Framework for promoting dialogue
The responsible official in charge of conducting constructive dialogue with shareholders and investors shall be
the Executive General Manager of the Corporate Control and Administration Division. The Executive General
Manager of the Corporate Control and Administration Division shall, upon receiving a request for dialogue
from shareholders and investors, individually engage in dialogue, and work to set up a useful place forshareholders and investors by securing opportunities for them to engage in a dialogue with the President andExecutive Officer and the Directors including External Directors.
As an organization that supports dialogue with shareholders and investors, the Company will set up full-time
IR and SR sections in the Corporate Control and Administration Division, and appoint full-time IR and SR
staff. To identify and gather important in-house information and manage and disclose it appropriately, theExecutive General Manager of the Corporate Control and Administration Division will also set up an disclosure
council consisting of the persons in Corporate Control and Administration Division in charge of Corporate
Planning, General Affairs and Risk Management, Corporate Accounting and Corporate Finance, andSustainability Division in charge of ESG Integration, Governance Promotion, and Corporate Communication
to share information regularly or as needed. The Executive General Manager of the Corporate Control and
Administration Division will manage this group and provide the information necessary for dialogue.
12(3) Efforts to enhance IR and SR activities
The Executive General Manager of the Corporate Control and Administration Division shall be in charge ofIR and SR activities. The full-time IR and SR staff will work to ensure a constructive dialogue withshareholders and investors by planning and conducting various explanatory meetings and transmitting more
information via website.
(4) Conveying the feedback of shareholders and investors to management
The Executive General Manager of the Corporate Control and Administration Division shall convey the
feedback and concerns of shareholders identified through dialogue with them to the Board of Directors on aregular basis or as needed. The full-time IR and SR staff shall prepare the minutes soon after the dialogue isconducted, and provide an environment where the Directors, the Executive Officers, and the Corporate Officers
are able to read the minutes whenever they wish to do so.
The Executive General Manager of the Corporate Control and Administration Division shall report on the
results of and plans for IR and SR activities at the Board of Directors twice a year.
(5) Management of insider information
The Company has established the “Regulations Concerning Regulations on Insider Trading of Shares, etc.” asspecified by law to prevent insider trading from occurring, and will work to observe the Regulations in dialogue
with shareholders and investors. The Company has also set up a silent period that lasts from the day after the
fiscal year end to the announcement of business results. In general, the purpose of the silent period is to preventthe leakage of information about business results and ensure fair information disclosure. The Company will
refrain from answering questions and commenting on business results during the silent period. However, in theevent that performance is expected to significantly deviate from forecasts during the quiet period, the Company
will implement appropriate information disclosure in accordance with the standards for information disclosure.
(6) Understanding the shareholder structure
To promote dialogue with substantial shareholders, the Company will make efforts to understand theshareholder structure by conducting a survey at least twice a year in Japan and other countries to identify
substantial shareholders.
[Supplementary Principle 5.2.1 Policy for business portfolio management]
In accordance with the policy for business portfolio management approved at its meetings, the Board of
Directors evaluates each business segment at least once a year from the perspectives of growth potential, returnon capital, etc. and supervises the allocation of managerial resources and implementation of strategies basedon the business portfolio. Moreover, the Board will work to better illustrate the status of review of the businessportfolio, etc. when publicly disclosing managerial strategies, etc.
[Initiatives for management that takes into consideration the cost of capital and stock price]
The Company uses ROIC (return on invested capital) as a management indicator. It is advancing ROIC-based
management where it uses ROIC in the evaluation of the business portfolio and investment decision making
to strengthen our efforts to achieve profit growth and improve capital efficiency. For details, please see theCompany’s Medium-term Management Plan, etc.
・Medium-term Management Plan
https://ir.kurita.co.jp/en/corporate_information/mediumterm_management_plan/index.html
・Integrated Report https://ir.kurita.co.jp/en/reports/annual_report/index.html[Holding dialogue with shareholders]
For information on dialogue with shareholders and investors, etc., please refer to [Principle 5.1 Policies for
dialogue with shareholders and investors and the appropriate disclosure of information] above, the relevant
section of this report (III. Implementation of Measures for Shareholders and Other Stakeholders, 2. Status of
IR-related Activities), the Integrated Report, and the Company’s website, etc.
・Integrated Reporthttps://ir.kurita.co.jp/reports/annual_report/index.html
13

2. Capital Structure
Foreign Shareholding Ratio

More than 30%

Status of Major Shareholders
Name or Company Name

Number of Shares Owned

Percentage (%)

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

16,753,300

14.87

Custody Bank of Japan, Ltd. (Trust Account)

6,963,399

6.18

Nippon Life Insurance Company

5,979,883

5.30

BANK PICTET AND CIE （EUROPE） AG， SUCCURSALE

2,038,600

1.80

1,774,315

1.57

1,728,928

1.53

MUFG Bank, Ltd.

1,686,131

1.49

NORTHERN TRUST CO ．（ AVFC ） RE IEDU UCITS

1,621,787

1.43

GOVERNMENT OF NORWAY

1,592,752

1.41

KBC BANK NV － UCITS CLIENTS NON TREATY

1,545,500

1.37

DE LUXEMBOURG REF UCITS
CLEARSTREAM BANKING S.A.
CACEIS BANK, LUXEMBOURG BRANCH ／UCITS

CLIENTS ASSETS

CLIENTS AVFC LENDING 15.315 PCT NON TREATYACCOUNT

Name of Controlling Shareholder, if applicable(excluding Parent Companies)
Name of Parent Company, if applicable--NoneSupplementary Explanation

1. The status of the Company’s major shareholders shown above is as of March 31, 2024.
2. Custody Bank of Japan, Ltd. (Trust Account), which has 6,963,399 shares, includes 274,899 shares oftreasury stock for stock compensation plan for the officers of the Company and for certain officers of the
major domestic Group companies.
3. The Company hold 3,547,396 shares of treasury stock, which is not included in above major shareholders.
Treasury stock does not include 274,899 shares of treasury stock for stock compensation plan for theofficers of the Company and for certain officers of the major domestic Group companies, held by Custody
Bank of Japan, Ltd. (Trust Account).
4. Ratio of shareholding is calculated based on the number of shares after deduction of the number of treasury
stock from the total number of issued shares. 274,899 shares for stock compensation plan for the officersof the Company and for certain officers of the major domestic Group companies, owned by Custody Bankof Japan, Ltd. (Trust Account), is not included in the treasury stock deducted from the total number ofissued shares.
145. Based on a large shareholding report (change report) that was submitted by BlackRock Japan Co., Ltd. to
the Director of the Kanto Finance Bureau effective December 5, 2023, the Company received a report that,
as of November 30, 2023, eight group companies of BlackRock Japan Co., Ltd. held 6,068,275 shares(percentage to the number of shares outstanding: 5.22%). However, this company is not included in theabove "Status of Major Shareholders" because the Company has yet to confirm the substantive number ofshares held at present.
6. Based on a large shareholding report (change report) that was submitted by Sumitomo Mitsui Trust Bank,
Ltd., to the Director of the Kanto Finance Bureau effective February 6, 2024, the Company received areport that, as of January 31, 2024, three group companies of Sumitomo Mitsui Trust Bank, Ltd., held
6,046,200 shares (percentage to the number of shares outstanding: 5.20%). However, this company is notincluded in the above "Status of Major Shareholders" because the Company has yet to confirm thesubstantive number of shares held at present.
7. Based on a large shareholding report that was submitted by Nomura Securities Co.,Ltd. to the Director of
the Kanto Finance Bureau effective February 22, 2024, the Company received a report that, as of February
15, 2024, four group companies of Nomura Securities Co.,Ltd. held 6,512,620 shares (percentage to thenumber of shares outstanding: 5.60%). However, this company is not included in the above "Status of
Major Shareholders" because the Company has yet to confirm the substantive number of shares held atpresent.
8. Based on a large shareholding report (change report) that was submitted by Amundi Japan Ltd. to the
Director of the Kanto Finance Bureau effective February 22, 2024, the Company received a report that, as
of February 15, 2024, nine group companies of Amundi Japan Ltd. held 7,873,098 shares (percentage tothe number of shares outstanding: 6.78%). However, this company is not included in the above "Status of
Major Shareholders" because the Company has yet to confirm the substantive number of shares held atpresent.

3. Corporate Attributes
Listed Stock Exchange and Market Segment

Tokyo Stock Exchange, Prime Market

Fiscal Year-End

MarchBusiness Sector

Machinery

Number of Employees (Consolidated) as of the Endof the Previous Fiscal YearNet Sales (Consolidated) for the Previous Fiscal Year
Number of Consolidated Subsidiaries as of the Endof the Previous Fiscal Year

4.

More than 1000
From ¥100 billion to less than ¥1 trillion
From 50 to less than 100

Policy on Measures to Protect Minority Shareholders in Conducting Transactions with Controlling
Shareholder
No controlling shareholder

5. Other Special Circumstances which may have a Material Impact on Corporate Governance
None

15

II.

Business Management Organization and Other Corporate Governance Systems regarding
Decision-making, Execution of Business, and Oversight1.

Organizational Composition and Operation
Company with Three Committees (Nomination, Audit andCorporate Governance System

Compensation)

Directors
Number of Directors Stipulated in Articles ofIncorporation
Directors' Term of Office Stipulated in Articles ofIncorporation

No upper limit to the number of directors is stipulated.
1 yearChairperson of the Board

Chairman

Number of Directors

8External Directors
Number of External Directors

4

Number of Independent Directors

4External Directors’ Relationship with the Company (1)Name

Relationship with the Company*

Attributes

Kenjiro Kobayashi

From another company

Keiko Tanaka

From another company

Masahiro Miyazaki

From another company

Yoshiko Takayama

From another company

a

b

c

d

e

f

g

h

i

j

k

△

*Categories for “Relationship with the Company”.
(Use “○” when the director presently falls or has recently fallen under the category; “△” when the director fell under the category
in the past; “●” when a close relative of the director presently falls or has recently fallen under the category; and “▲” when aclose relative of the director fell under the category in the past.)
a. Person who executes business for the Company or its subsidiary
b. Person who executes business for or a non-executive director of the Company's parent company
c. Person who executes business for a fellow subsidiaryd. Person/entity for which the Company is a major client or a person who executes business for said person/entity
e. Major client of the Company or a person who executes business for said clientf. Consultant, accounting expert, or legal expert who receives large amounts of cash or other assets from the Company in addition
to remuneration as a director/ Audit and Supervisory Board Member
g. Major shareholder of the Company (in cases where the shareholder is a corporation, a person who executes business for the
corporation)h. Person who executes business for a client of the Company (excluding persons categorized as any of d, e, or f above) (applies
to director him/herself only)
i. Person who executes business for another company that holds cross-directorships/cross-auditorships with the Company (applies
to director him/herself only)
j. Person who executes business for an entity receiving donations from the Company (applies to director him/herself only)
k. Other16External Directors’ Relationship with the Company (2) Updated
Membership of Committee
Name

KenjiroKobayashi

Keiko
TanakaNomination
Committee

Compensation
Committee

○

○

Audit
Committee○○

Designationas
Independent
Director

Supplementary
Explanation of theRelationship

○

―――

○

―――

17

Reasons for Appointment

Mr. Kenjiro Kobayashi
has played an active role indifferent areas of the Kurita
Group’s businesses and has
high expertise and a wealthof international experiencein the areas of finance,
corporate planning, newbusiness development andM&A, etc. Based on thisexpertise and experience,
he has expressed his
opinions on growthstrategies and financial
strategies from a mediumto long-term perspective at
the Board of Directors. He
has also had appropriate
discussions anddeliberations on results ofaudits, visits for audits, andhearings on the executionof duties of the Company’s
officers as a chairperson of
the Audit Committee. The
Company believes that heis an individual capable ofcontinuously increasing therationality andtransparency in the Kurita
Group’s management froman outside perspective andstrengthening thesupervisory function of theBoard of Directors.
The Company has no
business with companies,
judicial persons, etc. that
he belonged to in the past
as an individual who
executes the operations.
Thus, the Company has
determined that he has noconflict of interest withgeneral shareholders, andhas designated him as anindependent officer.
Ms. Keiko Tanaka has
been active in businessfields that differ from thoseof the Kurita Group andpossesses a great deal ofknowledge on public
relations, marketing, andHR management as well as
an experience of having
held the position ofAmbassador Extraordinary
and Plenipotentiary ofJapan to Uruguay. Basedon this experience, she has
actively expressed her
opinions on corporate
management and businessadministration in corporategroups with global
operations at the Board of
Directors. She also gave
advice on group-wide
human resource
development, throughappropriate discussions anddeliberations on successor
candidate development
planning for president, etc.
as a chairperson of theNominating Committee.
The Company believes that
she is an individual capableof continuously expressing
opinions from an outside
perspective to increase therationality andtransparency of the Kurita
Group’s management andutilizing her expansive
knowledge andinternational experience forstrengthening thesupervisory function of theBoard of Directors.
The Company has no
business with companies,
judicial persons, etc. that
she belonged to in the past
as an individual who
executes the operations.
Further, Nissui Corporation
which she has served as an
Outside Director since June
2024 is a business partnerof the Company, but theratio of the business withthe company to the Kurita
Group’s consolidated net
sales is less than 0.1%, andas such the company is nota major business partner of18

Masahiro
Miyazaki

○

○

○

19

The Company
had businesswith Hitachi
High-Tech
Corporation
in FY2022, but
the ratio of thebusiness with thecompany to the
Kurita Group’s
consolidated net
sales was lessthan 0.1% and assuch Hitachi
High-Tech
Corporation was
not a major
business partnerof the Company.
The Company
has had nobusiness with thecompany fromFY2023.

the Company. Thus, theCompany has determinedthat she has no conflict ofinterest with generalshareholders, and has
designated her as anindependent officer.
Mr. Masahiro Miyazaki
has experience of holding
important positions such asa representative executive
officer and president andchief executive officer at
corporate groups with
global operations mainly inthe electronics industry,both in Japan and overseas.
Based on this experience,
he has actively expressed
his opinions on growthstrategies from a mediumto long-term perspectivewith aspects of appropriate
risk-taking at the Board of
Directors. He also revised
the remuneration systemthrough appropriate
discussions anddeliberations on
performance evaluation of
officers and remuneration
details as a chairperson of
the Compensation
Committee. The Company
believes that he is anindividual capable ofcontinuously increasing therationality andtransparency of the Kurita
Group’s management andstrengthening thesupervisory function of theBoard of Directors from an
outside perspective basedon his extensive experiencein corporate management
and global business.
As stated in the left-handcolumn, Hitachi High-Tech
Corporation, which he had
been serving as an Advisor
until March 2023, has norecent business with theCompany. Further, Astellas
Pharma Inc., which heserves as an Outside
Director, is a businessYoshiko
Takayama

○

○

○

20

―――

partner of the Company,
but the ratio of the businesswith the company to the
Kurita Group’s
consolidated net sales isless than 0.1%, and as suchthe company is not a major
business partner of theCompany. Thus, theCompany has determinedthat he has no conflict ofinterest with generalshareholders, and has
designated her as anindependent officer.
Ms. Yoshiko Takayama hasabundant international
experience in different
areas of the Kurita Group’sbusinesses, as well as
abundant experience andskills in the field ofInvestor Relations and highexpertise related tocorporate governance.
Based on this experience,skills, and expertise, she
has actively expressed her
opinions on sustainability
management andengagement with capital
markets at the Board of
Directors. She also
identified issues forincreasing corporate value
and submitted reports to
the Board of Directors,
through appropriate
discussions anddeliberations on initiatives
for materiality as achairperson of the
Sustainability Advisory
Council, while explaining
sustainability management
to stakeholders. The
Company believes that she
is an individual capable ofcontinuously increasing therationality andtransparency of the Kurita
Group’s management andstrengthening thesupervisory function of theBoard of Directors.
The Company has no
business with companies,judicial persons, etc. that
she belonged to in the past
as an individual who
executes the operations.
Further, the Company has
no business with J-EurusIR Co., Ltd., which she
serves as Vice Chairperson,
Japan Board Review Co.,
Ltd., where she isRepresentative Director,
and Ernst & Young
ShinNihon LLC, where she
is an External Member of
the Governance Council.
Thus, the Company has
determined that she has noconflict of interest withgeneral shareholders, andhas designated her as anindependent officer.

Supervisory Committees
Composition of Supervisory Committee and Attributes of the Chairperson
All Committee
Members

Full-time Members

Inside Directors

External Directors

Committee Chair

Nomination
Committee

5

3

2

3

Compensation
Committee

5

2

2

3

Audit
Committee

3

2

1

2

External
Director
External
Director
External
Director

Executive Officers
Number of Executive Officers

5

Status of Concurrent Duties

Name

Concurrent Duties as Director
Nomination
Compensation
Committee
Committee
MemberMemberRepresentative
Authority

Concurrent
Duties as
Employee

Hirohiko Ejiri

Yes

Yes

○

○

No

Shuji Shirode

No

Yes

×

×

No

Katsuya Amano

No

No

×

×

No

Kunihiro Kuse

No

No

×

×

No

Jordi Verdés Prieto

No

No

×

×

No

21

Auditing Structure Updated
Appointment of Directors and/or staff to Support the
Audit Committee

Appointed

Matters Related to the Independence of Said Directors and/or Staff from Executive Officers/Reasons for Adopting Current
SystemThe Company has established the Audit Committee Secretariat as an organization to assist the Audit Committee
in its duties and has assigned dedicated employees, etc. The Audit Committee may also instruct certain
employees, etc. of the Internal Auditing Department to provide assistance as needed. Employees, etc. assisting
the Audit Committee in its duties shall perform their duties independent of the Executive Officers. In addition,
the opinions of the Audit Committee members shall be respected regarding personnel changes and evaluations,etc. of the employees, etc.
Employees, etc. assisting the Audit Committee in its duties may accompany the Audit Committee members
and participate in periodic exchanges of opinions with the President and Representative Executive Officer andthe Accounting Auditor.

Cooperation among Audit Committee, Accounting Auditors and Internal Audit Department

The Audit Committee shall confirm the independence of the Accounting Auditor and its performance of duties,
and discuss and exchange opinions with the Accounting Auditor on accounting audits on a regular and asneeded basis. In addition, the Audit Committee members shall discuss the audit plans of the Internal Auditing
Department, which is in charge of internal audits of the Company, and exchange opinions on the evaluation ofinternal controls and risk management related to audit results and financial reporting.

Matters Concerning Independent Directors
Number of Independent Directors

4

Other Matters Concerning Independent Directors

The Company designates external officers as independent officers because they all fulfill the qualification
requirements as independent officers. For the roles and duties of the Company's independent external directors
and the criteria for judging their independence, please refer to Principle 4.9 Roles and duties of independent
External Directors and criteria for judging the independence of independent External Directors in [Disclosure
Based on the Principles of the Corporate Governance Code] under I. Basic Views on Corporate Governance,
Capital Structure, Corporate Attributes and Other Key Information of this report.

Incentives
Implementation Status of Measures related toIncentives Granted to Directors and/or Executive

Introduction of Performance-linked Remuneration

Officers

Supplementary Explanation for Applicable Items

For this explanation, please refer to Disclosure of Policy on Determining Remuneration Amounts andCalculation Methods under [Remuneration for Directors and Executive Officers] below.
22Persons Eligible for Stock Options

Supplementary Explanation for Applicable Items

None

Remuneration for Directors and Executive Officers Updated
Status of Disclosure of Individual Director’s

Remuneration of only some of the individual directors is disclosed.

Remuneration
Status of Disclosure of Individual Executive

Remuneration of only some of the individual executive officers is

Officers’ Remuneration

disclosed.

Supplementary Explanation for Applicable Items Updated

The Company transitioned to a company with a nominating committee, etc. on June 29, 2023, and the
remuneration for the 88th fiscal year (April 1, 2023 to March 31, 2024) is as follow.
Amount of executive remuneration for the directors and the members of the Audit & Supervisory Board[Remuneration before transition to the company with a nominating committee, etc., for the 88th fiscal year
(April 1, 2023 to March 31, 2024)]
Directors (10 directors including four external directors): 78 million yen
Members of the Audit & Supervisory Board (Three members including two external members): 20 million yen
External officers (Six officers): 25 million yen
Note: In addition to the above-stated remuneration paid to Directors, 31 million yen of short-term incentive
remuneration for the previous fiscal year has been paid to Directors (excluding External Directors), and 17,848
shares of long-term incentive remuneration and 32 million yen, equivalent to a certain proportion of shares soldand converted to cash, have been granted to one Director (excluding External Directors) who retired from officeat the conclusion of the 87th Ordinary General Meeting of Shareholders held on June 29, 2023.
Amount of executive remuneration for the directors and the executive officers [Remuneration after transition
to the company with a nominating committee, etc., for the 88th fiscal year (April 1, 2023 to March 31, 2024)]
Directors (6 directors including four external directors): 166 million yen
Executive officers (Six officers): 363 million yen
External officers (Four officers): 58 million yen
Notes 1: The above-stated paid amounts and number of payees include one Executive Officer who resigned in
the fiscal year under review. In addition to the above-stated remuneration paid to Executive Officers, 11,910
shares of long-term incentive remuneration and 21 million yen, equivalent to a certain proportion of shares soldand converted to cash, have been granted to one Executive Officer who resigned from office in the fiscal year
under review.
Notes 2: Directors who concurrently serve as Executive Officers are not paid remuneration as Directors.
Accordingly, remuneration of two persons who concurrently serve as Directors and Executive Officers is
included in the Executive Officers’ section.
Notes 3: 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 as provisions,etc. as of March 31, 2024, and these amounts are provided above. Additionally, the above-stated fixed23

remuneration, etc. amount of Directors (excluding External Directors) includes the amount related to the
granting of share delivery points for one Director as non-performance linked stock compensation as a part of
fixed remuneration, which was recorded as provisions, etc. as of March 31, 2024.
Total amount of consolidated remuneration paid to respective officers (in accordance with the disclosure
method of securities report)
Hirohiko Ejiri, Director, President and Representative Executive Officer: 104 million yen
Jordi Verdés Prieto, Executive Officer: 106 million yen
Note: Only officers whose total consolidated remuneration is 100 million yen or more are listed. Details aredescribed in the securities report.
Policy on Determining Remuneration Amounts andCalculation Methods

Established

Disclosure of Policy on Determining Remuneration Amounts and Calculation Methods Updated

The Company determines remuneration, etc. for Officers (“Officers” is a generic term for directors andexecutive officers in this section.) based on the following basic policy regarding the determination of
remuneration for Officers.
Basic Policy on Determining Remuneration for Officers
1. The remuneration paid to Officers 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 decision-making process of remuneration shall be highly transparent so that the objectivity of
remuneration decisions will be ensured.
[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.
・In addition to establishing a periodic remuneration level check process that refers to external remuneration
data, the remuneration determination process shall be highly objective and transparent in compliance with theCompanies Act and other laws and regulations pertaining to remuneration for Officers.
<Matters regarding policy for the determination of or the method for calculating Officers’ remuneration, etc.>
The Company resolves on matters related to policies for determining the contents of individual remunerationof Directors and Executive Officers at the Compensation Committee meeting.
The remuneration system for the Company’s Directors consists only of fixed remuneration, as Directors focus
on supervising. In addition, in order for Directors to share the risks of share price fluctuations with theshareholders, part of fixed remuneration of Directors (excluding External Directors and Directors who are
Audit Committee members) is paid by non-performance-linked stock compensation. Along with this, a portionof fixed remuneration of External Directors, and Directors who are Audit Committee members is appropriatedfor the Directors’ Shareholding Scheme for the purchase of the Company’s shares. The remuneration system
for the Company’s Executive Officers consists of fixed remuneration and incentive remuneration that reflects
performance. The fixed remuneration is a fixed amount by position, etc. for the Directors and Executive
Officers. Non-performance-linked compensation that is applied to Directors (excluding External Directors andDirectors who are Audit Committee members) gives a system, whereby points are granted to Directors in24

accordance with position, and a number of shares of the Company’s stock with restriction on transfer equivalent
to the number of points are annually delivered to the Director. The incentive remuneration is intended tomotivate Executive Officers to continuously improve the Kurita Group’s business results, and to enhance
corporate value through the realization of social 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, the evaluation of each individual’s performance of his or her duties, and the level ofattainment of environmental indicators and targets tied to the Kurita Group’s materiality, and long-term
incentive remuneration, whereby points are granted to Executive Officers in accordance with businessperformance and position during their time in office, and a number of shares of the Company’s stock withrestriction on transfer equivalent to the number of points granted are annually delivered to the Executive Officer(However, for Executive Officers who are non-resident in Japan, if special handlings are required according tolaws, regulations, and taxation, or due to other special circumstances, the Company may deliver the stock
without transfer restrictions, subject to resolution of the Compensation Committee). Additionally, in the eventof a rational judgment that the application of the Company’s internal regulations on officers’ remuneration isdifficult due to laws and regulations in countries of residence, and other reasons, the Company may handle theremuneration in a different way from the internal regulations, subject to determination of the Compensation
Committee.
Short-term incentive remuneration consists of remuneration linked to consolidated performance, remuneration
linked to the results of operations overseen by each Executive Officer, remuneration related to othercontributions, and an environmental impact coefficient. The performance indicator used for remuneration
linked to consolidated performance is year-on-year change in return on invested capital (ROIC). For
remuneration linked to the results of operations overseen by each Executive Officer, the applied performanceindicators are the differences between the actual results and plan targets for consolidated operating profit
margin and consolidated business profit margin, etc. For remuneration related to other contributions, we apply
creation of new recurring contract-based services businesses and CSV businesses, results of orders received,
and the implementation of large investment projects, e.g. strengthening the corporate structure, M&A, etc.,
which are not reflected in performance for the relevant fiscal year, as the evaluation perspective. We set an
environmental impact coefficient that assesses average value of degree of achievement in each indicator ofwater saving, avoided GHG emissions, and increase in resource recovery or reduction of resource input,
through CSV business, with the aim of accelerating business operations with social value as the starting pointand enhancing corporate value through the realization of social value. The amount of short-term incentive
remuneration is calculated by calculating a payment rate that fluctuates depending on the level of achievementof performance indicators for remuneration linked to consolidated performance, remuneration linked to theresults of operations overseen by each Executive Officer, remuneration related to other contributions, and by
multiplying the obtained payment rate by a coefficient that corresponds to the level of achievement of theenvironmental impact coefficient, and multiplying a base amount by position relating to short-term incentive
remuneration by the obtained amount.
For long-term incentive remuneration, the Company has a performance-linked stock compensation plan,
whereby points are granted to Executive Officers in accordance with business performance and position during
their time in office, and a number of shares of the Company’s stock with restriction on transfer equivalent to
the number of points granted are annually delivered to the Executive Officer (However, for Executive Officers
who are non-resident in Japan, the stock without transfer restrictions are delivered, subject to resolution of theCompensation Committee, in consideration for laws, regulations, and taxation in countries of residence). Longterm incentive remuneration uses consolidated return on equity attributable to owners of parent (ROE), andtotal shareholder return (TSR) as the performance indicators. The amount of long-term incentive remuneration
is calculated by multiplying a payment rate that fluctuates depending on the level of achievement ofconsolidated return on equity attributable to owners of parent (ROE), by a coefficient that corresponds to thelevel of achievement of total shareholder return (TSR), and multiplying a base amount by position relating tolong-term incentive remuneration by the obtained amount.

Support System for External Directors
The Board of Directors Secretariat will provide External Directors with information about meetings of theBoard of Directors, distribution of materials, and advance explanations of agenda items.
25

Status of Persons who have Retired as Representative Director and President, etc.
Information on Persons Holding Advisory Positions (Sodanyaku, Komon, etc.) after Retiring as Representative Director
and President, etc. Updated

Name

Job title/
position

Responsibilities

Toshiyuki

AdvisorEngaging in social

Nakai

Terms and Conditionsof Employment(Full/part time,
with/without
remuneration, etc.)

Date when former
role as president/
CEO ended

Full time, Paid

March 31, 2016

contribution activities

Term

1 Year(Until the end ofJune, 2025)

Number of Persons Holding Advisory Positions (Sodanyaku, Komon, etc.)
After Retiring as Representative Director and President, etc.

One (1) person

Other Related Matters

The Board of Directors discuss and determine the delegation of the duties of Advisors.
The Advisor is not involved in any management decision-making.

2.

Matters Concerning Functions of Business Execution, Auditing and Supervision, Nomination, andRemuneration Decisions (Overview of Current Corporate Governance System) Updated
The Company has become a company with a nominating committee, etc. for the purpose of establishing amore effective and transparent corporate governance system by strengthening management supervision andbusiness execution functions in order to further enhance the Group's sustainable growth and corporate
value. Through a system that clearly separates management supervision and execution, the Company focuseson supervision based on the perspectives of various stakeholders in management supervision, while inmanagement execution, the Company utilizes the knowledge and appropriate monitoring functions of thesupervisory side to make decisions on business execution.
<Board of Directors, Committees, etc.>
・Board of Directors
As of June 27, 2024, the Board of Directors consists of eight Directors (including four External Directors),
including Michiya Kadota (Director and Chairman) who chairs the Board, has clarified its role as a monitoringboard, and performs an objective supervisory function by nominating management members (Executive
Officers including the President), in addition to determining the major direction of the Company with a focus
on determination of basic policy on the Group management.
During the fiscal year under review, the Company changed its institutional design from a company with an
Audit & Supervisory Board to a company with a nominating committee, etc. Accordingly, the Board of
Directors discussed and deliberated on the system for supervising the management and the business execution
structure after the change in institutional design. In addition, because it was the first year of the Medium-Term
Management Plan PSV-27 (Pioneering Shared Value 2027), the Board of Directors also discussed anddeliberated on the progress of priority measures under PSV-27, among other issues.
In FY2023, the Board of Directors held 15 meetings. All Directors attended all meetings (Director Ms.
Yoshiko Takayama, who assumed office in June 2023, attended 12 meetings).

26

・Nominating Committee
As of June 27, 2024, the Nominating Committee consists of five members, including Keiko Tanaka (External
Director) who chairs the Committee, and is responsible for deciding on the content of proposals to be submitted
to the General Meeting of Shareholders regarding the election and dismissal of Directors, deciding on
candidates for successors to the President and Executive Officer and measures to develop them and deciding
on candidates for successors to Executive Officers and measures to develop them. The Nominating Committee
also deliberates and reports on candidates for the President and Executive Officer and candidates for Executive
Officers.
Its activities in FY2023 are as follows.
Matters that were resolved: Policies on and procedures for nominating Directors, selection of candidates for
successors to the President and Executive Officers, and measures to develop them
Matters that were reported: Candidates for successors to Corporate Officers, measures to develop them,candidates for Executive Officers and Corporate Officers, etc.
In FY2023, the Nominating Committee held eight meetings, and all members attended all the eight meetings
except Mr. Hirohiko Ejiri, who was absent from one of them due to a special interest and attended seven of themeetings.
・Audit Committee
As of June 27, 2024, the Audit Committee consists of three members, including Kenjiro Kobayashi (External
Director) who chairs the Committee, and is responsible for auditing the execution of duties by Directors andExecutive Officers, preparing audit reports, and deciding on the content of proposals to be submitted to theGeneral Meeting of Shareholders regarding the election and dismissal of Accounting Auditor.
In FY2023, the Audit Committee discussed specific matters such as the formulation of audit policies andplans, preparation of audit reports, the reappointment of Accounting Auditor, remuneration for the Accounting
Auditor, and agenda items to be submitted to the Ordinary General Meeting of Shareholders, and conductedactivities by setting the status of establishment and operation of internal control systems (including internal
control over financial reporting) and Group governance systems and the status of priority measures in thebusiness plan as priority audit items in the audit plans. In FY2023, the Audit Committee held 12 meetings, andall members attended all 12 meetings.
・Compensation Committee
As of June 27, 2024, the Compensation Committee consists of five members, including Masahiro Miyazaki(External Director) who chairs the Committee, and is responsible for determining the content of individual
remuneration for Directors and Executive Officers, determining policies regarding the determination of thecontent of individual remuneration for Directors and Executive Officers, and determining individual
performance evaluations for Executive Officers.
Its activities in FY2023 are as follows.
Matters that were resolved: Establishment and revision of internal regulations related to remuneration for
Officers (“Officers” is a generic term for directors and executive officers), decisions on the amounts ofcompensation for individual Directors and Executive Officers, etc.
Matters on which advice was sought and provided: Establishment and revision of internal regulations related
to remuneration for Corporate Officers, decisions on the amounts of compensation for individual Corporate
Officers, etc.
In FY2023, the Compensation Committee held five meetings, and all members attended all the five meetings.
・Executive Committee
The Company has established and operates an authorization system based on the Executive Committee and theInternal Decision Approval and Review Rules for business execution decisions, including matters transferredfrom the Board of Directors. The Executive Committee consists of Hirohiko Ejiri (President and Representative
Executive Officer) who chairs the Committee, and Executive Officers and Corporate Officers appointed by the
President and Representative Executive Officer and makes decisions. Amendment and abolition of the Internal
Decision Approval and Review Rules is resolved by the Board of Directors.
・Sustainability Advisory Council
The Company has established the Sustainability Advisory Council to discuss matters related to domestic and27

international situations surrounding sustainability, and to provide advice and reports to the Board of Directors.
The Sustainability Advisory Council examines the Company's approach to sustainability management from theperspective of multi-stakeholders and a medium- to long-term perspective.
・Limited liability agreements
The Company has established provisions regarding limited liability agreements for External Directors by
amending the Articles of Incorporation at the Ordinary General Meeting of Shareholders held on June 27, 2013.
Pursuant to the said provisions, the Company has entered into an agreement with External Directors Mr. Kenjiro
Kobayashi, Ms. Keiko Tanaka, Mr. Masahiro Miyazaki and Ms. Yoshiko Takayama to limit their liability fordamages under Article 423, Paragraph 1 of the Companies Act, pursuant to Article 427, Paragraph 1 of the said
Act. The maximum amount of liability based on the agreement is the amount stipulated in Article 425,
Paragraph 1 of the same Act.
・Directors and officers liability insurance agreements
The Company has concluded a directors and officers liability insurance agreements in which all the Directors
are the insured persons, and damages and litigation expenses arising from assuming responsibility for the
execution of duties by the Directors who are the insured persons and their receiving claims for the pursuit of
the responsibility will be compensated. However, there are grounds for exemption such as not paying
compensation for damage caused by willful or malicious intention. The insurance premiums, including riders,are paid in full by the Company, and the insured persons do not actually pay the insurance premiums.
For the Company's corporate governance system chart, please refer to the attachments at the end of this report.

3.

III.

Reasons for Adoption of Current Corporate Governance System
The Company considers that the thorough supervision of management and the execution of business operations
can be attained through the framework described above. In addition, at present, the Company has appointed
four (4) independent external directors, whose ratio is 50%.

Implementation of Measures for Shareholders and Other Stakeholders

1. Measures to Vitalize General Meeting of Shareholders and Facilitate Exercise of Voting Rights Updated
Supplementary Explanation

Early Posting of Notice of the General Meetingof Shareholders

Electronic Exercise of Voting Rights
Participation in a Platform for the Electronic
Exercise of Voting Rights and Other Initiatives

Since 1999, the Company has sent out a notice of convocation of ageneral shareholder meeting about three weeks prior to the meeting.
In 2016, it began disclosing the notice of convocation of a generalshareholder meeting on the Internet before sending it out by mail.
The dates of sending the notice of convocation and disclosing thenotice on the Internet in this year are as follows.
-sending date: June 7, 2024 (20 days in advance)-disclosing date: May 31, 2024 (27 days in advance)(the date of General Meetings of Shareholders held: June 27, 2024)
The Company began to allow the electronic exercise of voting rights
at the time of the general shareholder meeting in 2006.
At the time of the general shareholder meeting in 2006, theCompany began to participate in the Electronic Voting Platform
operated by ICJ.

to Enhance Environment for Institutional
Investors to Exercise Voting Rights

28

Provision of Notice (or Summary of Notice) of
the General Meeting of Shareholders in English

Other

2.

At the time of the general shareholder meeting in 2013, theCompany began to prepare the notice of convocation of a generalshareholder meeting in English.
A hybrid participatory virtual general meeting of shareholders wasintroduced for Ordinary General Meeting of Shareholders in June
2020 to provide shareholders with an opportunity to view themeeting using the Internet, etc. without needing to be physicallypresent. In addition, where institutional investors who hold sharesin the name of a trust bank or other custodial institution express aninterest in attending the general shareholder meeting, the Company
confirms the fact that such institutional investors hold shares andarranges for their observation of the meeting.
After the General Meeting of Shareholders, the results ofresolutions on proposals submitted by the Company are analyzed
and then reported to the Board of Directors, irrespective of thenumber of opposition votes, to consider the way to engage indialogue with shareholders.

Status of IR-related Activities Updated

Supplementary Explanation

Formulation and Publication of Disclosure
Policies
Regular Investor Briefings held for Individual
Investors

Explanation
by arepresentative
director or arepresentative
executive
officer

Kurita Group Disclosure Policy is posted on the
Company’s website:
https://ir.kurita.co.jp/en/corporate_governance/organiz
ation/index.html
The briefings have been held irregularly since 2020,
when the spread of COVID-19 was confirmed.

Not Held

Earnings briefings are held twice a year (second
quarter and the fiscal year-end), and telephone
conferences are held twice a year (first and third
quarter). The representative executive officer and theexecutive general manager of the Corporate Control
Regular Investor Briefings held for Analysts and Administration Division explain businessperformance and strategies, furthermore he or she
and Institutional Investors
handles the question-and-answer sessions. In addition,
an ESG Briefing is held once a year as an opportunity
to explain initiatives related to corporate governanceand sustainability and exchange opinions with analysts
and institutional investors.

Held

Overseas roadshows are held at least twice a year, andthe representative executive officer mainly provides
explanations. Moreover, we periodically attend
conferences held by securities firms.

Held

Regular Investor Briefings held for Overseas
Investors
Online Disclosure of IR Information

Financial explanatory documents and summaries ofquestions and answers are posted on the Company’s
29website in both Japanese and English. In addition, an
audio webcast of the financial results presentation (inJapanese only) is made available for about 3 months.
In addition, other presentation materials, summaries ofquestion-and-answer sessions, and integrated reports(annual reports) are also created in both Japanese andEnglish and posted on the Company’s website.
https://ir.kurita.co.jp/en/
EstablishmentofDepartment

and/orPlacement of a Manager in Charge of IR

Investor meetings are held throughout the year, hosted
by the Executive General Manager of the Corporate
Control and Administration Division, who is the officer
in charge of investor relations, and persons in charge ofinvestor relations.
In 2023, a Sustainability Briefing was held forinstitutional investors, and explanations were givenby the Director, President and Representative
Executive Officer, External Director, and Corporate
Officers.
A shareholder newsletter is issued and sent once a year
as a means of providing information to individual
shareholders.

Other

3.

The Company has established the Investor Relations
Section Corporate Planning Department, Corporate
Control and Administration Division.

Status of Measures to Ensure Due Respect for Stakeholders
Supplementary Explanation
Establishment of Internal Rules Stipulating
Respect for the Position of Stakeholders

ImplementationofEnvironmental

Preservation Activities and CSR Activities,
etc.

The Kurita Group has established the basic behavior to be adhered
to by all directors and employees in their relationships withshareholders, investors, customers, business partners, employees
and the local communities in the “Kurita Group Code of Conduct,”which explicitly values its relationships with stakeholders.
Based on its corporate philosophy "Study the properties of water,
master them, and we will create an environment in which nature andhumanity are in harmony," the Kurita Group has identified the threethemes of "Kurita Group's Materiality," namely "Solve issues related
to water resources," "Contribute to the realization of a decarbonizedsociety," and "Contribute to building a circular economy society,"as "Shared value themes" that lead to the creation of common value
with society, and has formulated the Kurita Group Environmental
Policy to engage in environmental improvement activities to realize
these themes. For more information, please refer to the Company
website.
https://www.kurita.co.jp/english/sustainability/management/index.html

30

Formulation of Policies, etc. on Provision ofInformation to Stakeholders

Other

The Kurita Group will disclose information in accordance with thelaws related to information disclosure, such as the Companies Act
and the Financial Instruments and Exchange Act, and regulations
established by a financial instruments exchange. The Kurita Groupwill actively and fairly disclose information that is deemed to beeffective for facilitating understanding of the Kurita Group amongshareholders and investors. This information will comprise financial
information including financial conditions and results of operations,management strategies including risks, corporate governance andmatters related to social and environmental issues, and policies forcapital efficiency.
To realize its corporate philosophy "Study the properties of water,
master them, and we will create an environment in which nature andhumanity are in harmony," the Kurita Group defines activities that
go beyond its business activities to contribute to water preservationand environmental protection and the realization of affluent
lifestyles as corporate citizenship activity, and we aim to earn trustof society and acquire new knowledge by actively and continuously
focusing on such activities.
The Kurita Group has set five priority areas for its corporate
citizenship activities: “Promotion of science and technology,”“Improvement of issues related to water resources and publichealth,” “Fostering the next generation,” “Recovery andreconstruction of disaster-stricken areas,” and “Revitalization of
local communities.” We promote corporate citizenship activities inaccordance with the system, roles, and approach to corporate
citizenship activities expenditures shown in the Group Guideline on
Corporate Citizenship Activities.
https://www.kurita.co.jp/english/csr/csr_activity_society/index.htmlIV. Matters Concerning the Internal Control System
1. Basic Views on Internal Control System and Status of Development Updated
Basic Policies for Constructing an Internal Control System are as follows.
(https://ir.kurita.co.jp/en/corporate_governance/internal_control_system/index.html)[Systems]
1. System to ensure that the execution of the duties of Executive Officers and employees conforms with laws,
regulations, and the articles of incorporation(1) The Company and its consolidated subsidiaries (the "Group Companies"), will comply with laws andregulations in accordance with social ethics and have specified actions based on compliance with laws,
regulations, and social ethics as a prerequisite for corporate activities to construct transparent and fairrelationships with shareholders, customers, employees, local communities, and trade partners at all places inwhich business activities are conducted. We have also established the Kurita Group Code of Conduct and Codeof Ethics (fairness, transparency, integrity, safety and compatibility), with which officers, etc. (collective termfor Directors, Executive Officers, Corporate Officers, and other personnel equivalent to them and Directors,
members of the Audit & Supervisory Board, and personnel equivalent to them of the Group Companies; thesame applies hereinafter) and employees of the Company and the Group Companies should comply,
irrespective of differences in language, custom and cultural background, to fully enforce actions based oncompliance with laws, regulations and social ethics in our daily business activities. In addition, the Company
and the Group Companies will stand up to antisocial forces that potentially pose a threat to social order andsafety with a resolute attitude, and work to fight off the unjustified claims of antisocial forces in a determinedmanner.
31

(2) The Company sets up the Sustainability Committee, which is chaired by the Executive General Manager of
the Sustainability Division, who is a Corporate Officer. In this Committee, the members set out policies andimportant measures for integrity activities*, and convey them to all employees through the divisions, and acommittee, etc. of each Group Company. The responsible Executive Officer or Corporate Officer will regularly
report the status of activities and their results to the Board of Directors to continuously raise the compliancelevel. If the Chairperson of this Committee determines that there is a serious problem or a doubt related tocompliance, the Chairperson will immediately report it to the President and Representative Executive Officer
and the Chairperson of the Audit Committee, and then formulate and implement remedial actions andpreventive measures. The President and Representative Executive Officer and the Chairperson of thisCommittees will report these events to the Board of Director or the Audit Committee whenever appropriate.
*The term "integrity activities" involve activities related to compliance.
(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 placed under the direct control of
the President and Representative Executive Officer in the organizational structure and conducts internal audits
based on audit plans approved by the Audit Committee and the President and Representative Executive Officer.
The General Manager of Internal Auditing Department shall report audit results to the Audit Committee and
the President and Representative Executive Officer periodically or after each audit, depending on the type ofaudit. Moreover, the General Manager of Internal Auditing Department shall, where there is an emergency or
special measures are deemed to be required during audits, immediately report to a member of the Audit
Committee, and where necessary, to the President and Representative Executive Officer.
(4) The Company establishes the Operational Regulations for Whistle-Blower Protection Systems as amechanism for the officers, etc. and employees of the Company and the Group Companies to directly provide
information about legally doubtful conducts, etc. In conjunction with these regulations, the Company alsoestablishes the Compliance Counselling Counter. The Company also works to ensure the fairness andtransparency of the management of the Company and the Group Companies by regularly reporting the statusof the operation of the contact for Public Interest Whistle-Blowing to the Board of Directors.
(5) The Company establishes 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, advices on improvement, and support for improvement for the operationof the System are implemented, with the Internal Auditing Department as the responsible department. In
addition, the Corporate Accounting Department in the Corporate Control and Administration 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 processcontrol of consolidated subsidiaries from a company-wide perspective."(6) In response to the "Corporate Governance Code" set forth in the Securities Listing Regulations of the Tokyo
Stock Exchange, the Company establishes policies for corporate governance and strengthens its corporate
governance, with the aim of realizing transparent, fair, prompt, and decisive decision-making and more
effective management supervision of the Company and the Group Companies.
2. System to store and manage information about the execution of the duties of Executive Officers
Information about the execution of the duties of Executive Officers is stored and managed in documents(including electromagnetic records) by appointing a responsible person in charging of managing it and setting
the storage period, etc., in accordance with the Document Regulations and the Confidential Information
Management Regulations. The Directors may inspect these documents, etc. when necessary.
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 promotedby the Executive General Manager of the Corporate Control and Administration Division. The Executive
General Manager of the Corporate Control and Administration Division regularly analyzes and assesses therisks of the Company and the Group Companies, and makes efforts to prevent the occurrence of risks through32

continuous monitoring. If a risk that may have a material impact on management becomes apparent, theExecutive General Manager of the Corporate Control and Administration Division 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 Executive Officer. The responsible official will immediately implement
countermeasures and report the impact of the risk, the status of correcting the risk, and the measures forpreventing the risk to the President and Representative Executive Officer, the Executive General Manager of
the Corporate Control and Administration Division, and the Board of Directors or the Audit Committee.
(2) In regards to serious risks, the Chairperson of the Sustainability Committee will be the responsible official
for risks related to compliance, and the Chairperson of the Headquarters Health and Safety Committee will be
the responsible official for risks related to health, safety, and occupational accidents. 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 Control and Administration Division, the Chairpersonsof the Committees, and the Executive General Managers of the divisions regularly report the status of activities
to promote risk management and integrity to the Board of Directors.
(4) The status of the implementation of risk management and improvements is monitored, with the Internal
Auditing Department acting as the responsible department.
4. System to ensure the efficient execution of duties by the Executive Officers
The Company will improve the efficiency of the execution of duties of the Executive Officers based on thefollowing management control system and mechanism.
(1) The Board of Directors specifies the operations delegated to the Executive Officers and the responsible
officials of organizations with the rank equivalent to or higher than Executive General Manager of a division.
(2) The Board of Directors determines policies for formulating a corporate vision, a medium-term management
plan, and a business plan for a single fiscal year, and the Executive Officers formulate a business plan for asingle fiscal year in accordance with the said policies and set out the targets, policies, and focused measuresfor each organization. The Board of Directors receives reports from the Executive Officers on monthly andquarterly business performance in relation to the consolidated and non-consolidated targets of the Company
and the business departments and supervises the performance.
(3) The Board of Directors entrusts the Executive Officers to make decisions on operational execution
excluding matters to be resolved by the Board of Directors. In addition, the final decision application system
is set up, in line with the Executive Committee and the Final Decision and Examination Regulations, as asystem to complement the decision-making.
(4) The Executive Committee consists of the President and Representative Executive Officer and Executive
Officers and Corporate Officers appointed by the President and Representative Executive Officer. The
committee meets twice a month in principle, and on a temporary basis when necessary. In the Executive
Committee, the members make decisions related to the management of the Company and the Group
Companies, conduct a monthly and quarterly check of whether targets have been achieved and the status of
implementation of policies and measures, and give each Executive Officer and Corporate Officer instructions
to correct deviations. The members of the Audit Committee 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 Executive Officers and Corporate Officers to conduct their duties more efficiently,internal regulations conforming to the Final Decision and Examination Regulations are established andimplemented.
5. System to ensure the accuracy of operations in a corporate group consisting of the Company and its
subsidiaries
33

The Company and Group Companies perform operations appropriately by the following systems and theframeworks that are in place.
(1) The Company and Group Companies set a medium-term management plan and a business plan for a single
fiscal year based on a unified outline for formulating plans.
(2) The overall management of Group Companies is controlled by the Corporate Control and Administration
Division. In addition, an Executive Officer, Corporate Officer, and department of the Company in charge ofeach Group Company are 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 asingle fiscal year, and to provide the Group Companies with guidance.
(3) A Board of Directors is set up in each Group Company, and the Company or Group Companies dispatch a(non-standing) director and (non-standing) member of the Audit & Supervisory Board to monitor the
management of the Board of Directors, business performance, settlement of accounts, and risks. If a decisionneeds to be made as the Group Companies, the decision is made in accordance with "7. Matters related tosubsidiaries and associates in Japan and overseas," an appendix 1 of the Final Decision and Examination
Regulations of the Company, the Board of Directors, or the Executive Committee of the Company.
(4) In regards to the Group Companies' efforts related to integrity, the Sustainability Committee of the Company
sets out policies and priority measures, and a committee, etc. of each Group Company formulates andimplements specific measures. In addition, the system for ensuring the accuracy of the financial reporting by
the Group is considered and established as part of the approaches stated in Article 1, Paragraph 5.
(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.
6. Matters related to an employee assigned to assist the Audit Committee in fulfilling its duties, matters related
to the independence of the employee from the Executive Officers, and matters related to ensuring theeffectiveness of instructions issued to the employee(1) The Secretariat to the Audit Committee is set up as an organization that assists the Audit Committee infulfilling its duties, and an employee, etc. is appointed as its full-time staff member. The Audit Committee may
instruct a certain employee, etc. who belongs to the Internal Auditing Department to assist the Committee.
(2) The employee, etc. who assists the Audit Committee in fulfilling its duties provides assistance independentof the Executive Officers. In addition, the opinions of the members of the Audit Committee are respected
regarding personnel changes and evaluations, etc. of the employee, etc.
(3) The employee, etc. who assists the Audit Committee in fulfilling its duties may regularly attend places
where opinions are exchanged between the President and Representative Executive Officer and the accounting
auditor within the company of a member of the Audit Committee.
7. System for reporting to the Audit Committee(1) In order to regularly confirm that the Executive Officers, Corporate Officers, and employees of theCompany perform operations appropriately, the members of the Audit Committee may attend the Executive
Committee and the Sustainability Committee, etc.
(2) The members of the Audit Committee selected by the Audit Committee (hereinafter, the "selected membersof the Audit Committee") 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 Executive Officers and Corporate Officers of the Company report important matters related to the
execution of duties to the Audit Committee or the members of the Audit Committee whenever appropriate
through the Board of Directors meetings and other important meetings.
34

(4) The officers, etc. and employees of the Company and the Group Companies immediately report matterswhich may cause significant damage to the operations or financial standing of the Group, matters which areimportant for internal audits and risk management, matters related to a grave breach of laws, regulations, orthe articles of incorporation, and other matters which are important for complying with corporate ethics, laws,
and regulations, to the respective departments in charge within the Company. The departments in charge report
the details of the reported matter to the Audit Committee or a member of the Audit Committee.
(5) The selected members of the Audit Committee may request officers, etc. and employees of the Company
and the Group Companies to report matters related to the execution of their duties and operations, and those
who were requested to do so shall immediately submit the report. The selected members of the Audit
Committee may also request the accounting auditor to report the status of accounting audits and other necessary
matters, and the accounting auditor makes a report related to accounting as needed.
(6) The Company prohibits those who made a report to a department in charge, the Audit Committee or themembers of the Audit Committee in accordance with the provisions of the above paragraph (4) from being
treated unfavorably on the grounds of making a report, and makes this fact fully known to officers, etc. andemployees of the Company and Group Companies.
8. Other systems to ensure the effective auditing of the Audit Committee(1) The Audit Committee and the President and Representative Executive Officer exchange opinions regularly.
Where the Audit Committee has requested an exchange of opinions, the Executive Officers and other requested
personnel provide full cooperation.
(2) The Audit Committee establishes standards for appointing, dismissing, and refusing to reappoint theaccounting 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
Audit Committee, the Internal Auditing Department, and the accounting auditor promote a cooperation bymutually checking each other’s audit plans and sharing their concerns.
(3) The Audit Committee holds discussions and exchange opinions with the Internal Auditing Department andthe accounting auditor when necessary.
(4) The Audit Committee allocates expenses that are deemed necessary for the execution of duties in advance.
However, the Audit Committee may charge the Company postmortem for expenses it spent on urgent orprovisional matters.
[Outline of operational status]
1. System to ensure that the execution of the duties of Executive Officers and employees conforms with laws,
regulations, and the articles of incorporation(a) The Kurita Group views sustainability as corporate activities within the natural environment and social
systems, and the pursuit of sustainable growth taking into account the impact of corporate activities on theenvironment and social systems, and vice versa. It positions sustainability at the core of business management.
Under the corporate vision of “Pioneering ‘new value for water’ to contribute to the realization of a sustainable
society,” we identified material issues toward the realization of a sustainable society as eight issues ofmateriality, taking account of global issues related to sustainability, and set metrics and targets. Initiatives onthese issues have been led by the Sustainability Committee, which is an organization placed on the executive
side, and the Board of Directors has been overseeing its activities.
(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 Sustainability Committee holds meetings regularly to check the state of progress of key measures andissues. Important provision of information and reports are conducted so that the Board of Directors is able tooversee the Company’s measures to address climate change issues. In addition, the Sustainability Advisory
Council is placed on the supervisory (Board of Directors) side. The Sustainability Advisory Council has been
35

examining Kurita’s approach to sustainability management in the best interests of varied stakeholders including
shareholders, based on a medium- to long-term perspective, while being consulted by, and submitting reports
to the Board of Directors.
(d) The Company established the Kurita Group Code of Conduct, the Corporate Governance Policies, the Basic
Policies for Constructing an Internal Control System, 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 former CSR Policy was renewed as the Kurita Group’s materiality,
which was resolved by the Board of Directors, with eight issues of materiality included in the Medium-termManagement Plan PSV-27. Under the frameworks of operation and supervision described in (a) above, theCompany has been conducting activities related to sustainability. Additionally, the Internal Auditing
Department conducted management control monitoring related to the establishment, awareness promotion, andoperation of frameworks 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 integrity on an annual basis.
They have been drawing on questionnaire results to monitor progress with respect to improvements,
pinpointing issues, and then reflecting those findings in activity policies for the subsequent fiscal year. During
the fiscal year under review, internal discussions were held based on past cases to reassess actions in theworkplace.
(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 thatregard. 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.
During the fiscal year under review, we reviewed the Corporate Governance Policies, with the transition to a
Company with a Nominating Committee, etc.
2. System to store and manage information about the execution of the duties of Executive Officers
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.
3. Regulations and other systems for managing the risk of loss(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 theevent of an earthquake 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 arisk 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 (Business Continuity
Management)” which sets out the Kurita Group’s principles on response measures for officers, corporate
officers, and employees in handling emergencies that pose a risk to the continuity of the Kurita Group’sbusinesses such as major earthquakes, storm and flood damage, pandemics, or geopolitical risks. During the
fiscal year under review, the Company conducted proper documentation both in Japan and abroad in line withthe framework of ISO 22301, an international standard that defines the BCM, and provided safety report drills
and e-learning courses to all employees for the purpose ensuring employee safety, while expanding business
36continuity plans for each group company. Furthermore, the Company established a dedicated organization toaddress tightening of regulations against PFAS* in Japan and overseas, and has been analyzing risks andbusiness opportunities and taking action based on this analysis.
*A generic term for organic fluorine compounds with roughly 10,000 types. Although they have been used in various products
and uses, for their characteristics of higher resistance to water, oil, stains, etc., there have been worries about harmfulness tohumans due to environmental persistence and bioaccumulation, and some PFAS have already been regulated by international
treaties for manufacture, use, import and export.

(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 implementation of
initiatives in that regard.
(c) The Board of Directors and the Executive Committee have been regularly receiving reports regarding thepromotion status of risk management and integrity activities, and the Board of Directors and the Audit
Committee have been receiving reports whenever appropriate with respect to the occurrence and materializingof 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.
4. System to ensure the efficient execution of duties by the Executive Officers(a) To enable the Board of Directors to better provide strategic direction that contributes to the Kurita Group’s
sustainable growth, 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 delegatedto 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 Executive
Officer, and Executive Officers and Corporate Officers appointed by the President and Representative
Executive Officer. The committee has been meeting twice a month in principle, and on a temporary basis whennecessary. The members of the Audit Committee selected by the Audit Committee 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(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 Executive Officer of the Company has been holding management plan review sessions withrespective Group Companies annually, and has been making decisions on general matters with respect to thefiscal year and plans for the subsequent fiscal year. The overall management of Group Companies is controlled
by the Corporate Control and Administration Division.
(b) In regards to the Group Companies’ efforts related to integrity, the Sustainability Committee of theCompany has set out policies and priority measures, and a committee, etc. of each Group Company has
formulated and been implementing specific measures.
(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) The members of the Audit Committee selected by the Audit Committee have been conducting audits andsurveys with respect to the Company and the Group Companies in accordance with audit policies and audit
plans, etc. established by the Audit Committee.
6. Matters related to an employee assigned to assist the Audit Committee in fulfilling its duties, matters related
to the independence of the employee from the Executive Officers, and matters related to ensuring theeffectiveness of instructions issued to the employee
37

The Secretariat to the Audit Committee was set up as an organization that assists the Audit Committee infulfilling its duties, and an employee, etc. was appointed as its full-time staff member. In addition, the General
Manager of Internal Auditing Department supports the Audit Committee in audit work as the Secretariat to the
Audit Committee, and the Audit Committee gives instructions to specific employees in the Internal Auditing
Department to assist audit work as necessary.
7. System for reporting to the Audit Committee(a) The selected members of the Audit Committee have been attending the Board of Directors meetings andother important meetings such as those of Executive Committee and Sustainability Committee, and has been
performing audits of Executive Officers, Corporate Officers, and employees with respect to their execution ofduties.
(b) The Executive Officers and Corporate Officers of the Company have been reporting important mattersrelated to the execution of duties to the members of the Audit Committee or the Audit Committee wheneverappropriate, through the Board of Directors meetings and other important meetings.
(c) The Corporate 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 Corporate Officers andemployees of the Company, and the Directors, members of the Audit & Supervisory Board and employees ofGroup Companies to the members of the Audit Committee or the Audit Committee when necessary. In addition,
the departments in charge also make the necessary reports at the request of selected members of the Audit
Committee.
(d) 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 forth in
the previous paragraph, on the ground of having made such a report.
8. Other systems to ensure the effective auditing of the Audit Committee(a) The Audit Committee has been regularly holding meetings for exchanging opinions with the President andRepresentative Executive Officer of the Company in order to facilitate mutual understanding and further
develop relationships of trust.
(b) The Audit Committee establishes standards for appointing, dismissing, and refusing to reappoint the
Accounting Auditor, and nominates a candidate for the Accounting Auditor.
(c) The Audit Committee has 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 suchas briefing sessions for reporting on settlement of accounts and audit results.

2. Basic Views on Measures for Eliminating Anti-Social Forces and Status of Development
Regarding the elimination of antisocial forces, the Company has established the relevant provisions in “1.
System to ensure that the execution of the duties of directors and employees conforms with laws, regulations
and the Articles of Incorporation” of the “Basic Views on Internal Control System and the Progress of System
Development” above.

V. Other
1. Adoption of Anti-Takeover Measures
38

Adoption of Anti-Takeover Measures

Not Adopted

Supplementary Explanation for Applicable Items

2. Other Matters Concerning the Corporate Governance System
Please refer to the attachments at the end of this report.
END

39

Targets and Past Years' Results related to Diversity of Human Resources

As of December 1

FY2018Results
1.1%

FY2020Results
2.4%

FY2022
Results
4.1%

FY2023Results
4.2%

At the time of joining
the company in April

21%

33%

31%

35%

Full year

Full year

15%

33%

29%

26%

FY20181.1%

FY20202.4%

FY2022
4.1%

FY2023
4.2%

4.4%
17.2%
8.5%

5.5%
19.0%
11.5%

5.1%
21.9%
13.2%

5.6%
23.7%
14.7%

24.1%

24.5%

25.3%

25.4%

1. Women
The Company Ratio of women in
management positions
Ratio of women hired forcareer track positions(New graduates)(New graduates/mid-career)<Reference>Data as of December 1, each fiscal year
The Company (a)〇 Ratio of women in
management positions〇 Ratio of women to all employees

Domestic consolidated subsidiaries (b)Overseas consolidated subsidiaries (c)Total (a+b+c)
Kurita Group2. Mid-career recruits
The Company Ratio of mid-career recruits
Ratio of mid-career recruits to management level-equivalent positions*1*1 Senior employee, Management assistant and Specialist positions including management level employees

Cumulative total at
Cumulative total at
the end of December the end of December

December 2022 December 2023
10.6%
12.8%
12.5%

13.2%

FY2027
Targets
Around 10%(April 2028)

FY2030Targets－
Full year of FY2027
Around 30% to 40%

April 2031
Around 30%－

Skills Matrix of Directors
To realize our corporate philosophy, we have set the necessary knowledge, experience, and capabilities as skill items based on management strategies such as the Kurita Group's value creation story andmedium-term management plan. The skill items are largely divided into two categories. One is corporate governance and management, under which three skill items of “corporate management and corporate
planning,” “finance and accounting,” and “legal and HR management” are set as basic elements that are particularly essential. The other is about creating shared value with society by providing solutions thatmake full use of “water knowledge,” which is obtained by leveraging diversity* of human resources and other elements. To drive this initiative, we have set six skill items of “human rights,” “global,”“understanding and solving issues on site,” “R&D, technology, and engineering,” “digital transformation (DX),” and “environment.” We believe that our Board of Directors should possess these nine items ofskills for oversight of management.

*The "diversity" means the variety of elements that form "diverse points of contact with sites" that are the source of the Kurita Group's competitiveness, such as contact points withcustomers, business fields, business development areas / countries, and technology fields, in addition to human resources.
＜Skills and Reason for Selection＞
High-level
concepts

SkillsCorporate
governance andmanagement

Corporate
management/
Corporateplanning
Finance andaccounting
Legal and HR
management

These are regarded as the skills, knowledge, and experience that provide a foundation for conducting management oversight.

Human rights

In developing its business globally, the Kurita Group encounters diverse working environments, business customs, and trading practices, and there is a need to engage
in business activities while respecting the human rights of stakeholders. To this end, the Group has defined a basic materiality theme as “Conduct business activities
respecting human rights.” The Group is promoting initiatives to ensure respect for the human rights of employees, suppliers and other stakeholders in the countries
and regions where it conducts business. The Group also recognizes the importance of leveraging diversity in human resources as a foundation for innovation and as asource of value creation leading to sustainable growth. ‘Human rights’ has thus been selected as a skill category for Board oversight of management due to its
importance as a management issue.

GlobalTo accelerate global business development, the Kurita Group is working to speed up the development of products and services tailored to local and regional market
characteristics. The category ‘Global’ represents a level of international experience and understanding of these regions and countries. We see it as one of the essential
elements in cultivating the “diverse points of contact with sites” that constitute a source of the Group’s competitive advantage. ‘Global’ has been selected as a skill
category for Board oversight of management because we consider a deep knowledge of global markets as essential for developing business globally and increasing
corporate value.

Understanding
and solving
issues on site

The Kurita Group delivers solutions addressing water-related issues at the sites of various customers worldwide. At “diverse points of contact with sites,” we engage
seriously with customers’ issues, utilizing our “water knowledge” in the form of accumulated information and data to create proprietary and innovative solutions. We
see this as the source of shared value creation with customers and society. This area has been selected as a skill category for Board oversight of management because
we value having a deep understanding of the points of contact with customer sites as a source of value creation, alongside extensive experience of addressing such
issues.

R&D,
technology,
andengineering

The Group combines technology and expertise acquired from various business domains to create new products, services, and technologies. Amid significant recentchanges in the external environment, we consider ensuring customer business continuity to be one area where we can provide added value. Accordingly, we havereviewed our methods of product, service, and technology delivery and the procurement and production set-up to improve our cost competitiveness and production
capacity. Because we see strengthening of development, technology, and production as a key platform for creating and providing solutions, this area has been selected
as a skill category for Board oversight of management.

DX

The Group aims to achieve DX by utilizing digital technology to change business processes and to transform business models. ‘DX’ has been selected as a skill
category for Board oversight of management since we consider it a priority for the deployment of digital tools, AI, and IoT, and for the utilization of information anddata collected from diverse customer sites as “water knowledge,” resulting in creation of innovative shared value with customers and society.

Environment

The three shared value themes that the Kurita Group has defined as Kurita Group’s Materiality are ‘Solve issues related to water resources,’ ‘Contribute to therealization of a decarbonized society,’ and ‘Contribute to building a circular economy society.’ These are priority issues that we seek to address. We have defined as“CSV business” the Group products, technologies and business models that significantly contribute to water saving, the reduction of GHG emissions and resource
input, and the recycling of resources compared with prior levels. We are working to create shared value with society via their development and provision tocustomers. ‘Environment’ has been selected as a skill category for Board oversight of management because we regard it as part of our mission to reduce
environmental impact through our business activities.

Leveraging
diversity▼
Making full use ofwater knowledge▼
Creating social
value

Reason for appointment＜Skills Matrix＞
Corporate governance and management
Finance andaccounting

Legal andHR management

Human rights

GlobalUnderstanding
andsolving issues
on siteMichiya Kadota

●

●

●

●

●

●※

Hirohiko Ejiri

●

●

●

●

Shuji Shirode

●

●

Name

Director

Leveraging diversity ▶ Making full use of water knowledge ▶ Creating social value

Corporate
management
Corporateplanning

Yukihiko Mutou●●

Kenjiro Kobayashi(External)●●

Keiko Tanaka(External)●

Masahiro Miyazaki(External)●●

Yoshiko Takayama(External)

●

●

R&D,
technology, andengineeringDX

Environment

●
●

●

●
●

●
●

●
●

●

●
●
●

Among the knowledge and experience of each director those with ● are fields where they have strength while ● indicates an area where they are especially promising.
* "Understanding and solving issues on site" is a skill item expected of Internal Directors. Those who have experience as president are marked with a ● because they have sufficient skills in"Understanding and solving issues on site" as supervisors based on their experience in supervising an entire company.

●●

<Supplementary Information>

Corporate Governance Structure
Company with a Nominating Committee, etc.

Information disclosure system<Information management>
Business divisions, administrative divisions and researchand development divisions of Kurita Water Industries Ltd.

Group companies

ReportingCorporate information

Corporate information
Collection ofInformation

Collection ofInformation

Reporting

ReportingExecutive General Manager of
the Company’s Corporate Control and Administration Division
・ Establish an Investor and Shareholder Relations liaison group to share
information
・Provide information necessary for dialogue to designated spokespersons<Legal disclosures and timely disclosures>
Information that meets the disclosure of related laws and regulations and thetimely disclosure rules

Company’s Executive Committee or Board of Directors decides the timing andmethod of disclosure(In case of timely disclosures, the company will disclose immediately via TDnet
when important corporate information is decided or occurred.)

Legal disclosures and timely disclosures<Voluntary disclosures>
Information deemed useful for investors in making investment decisions among
information that are not subject to related laws and regulations or the timely
disclosure rules

Executive General Manager of the Company’s Corporate Control and
Administration Division decides the timing and method of disclosure(Consult and collaborate with the General Managers of the Corporate Planning
Department, the General Affairs and Risk Management Department, theCorporate Accounting Department, and the Corporate Finance Department, ESG
Integration Department, Governance Promotion Department and Corporate
Communication Department, and others designated by the Executive General
Manager, as necessary.)

The Company discloses information via TDnet or the Company’s website