[Translation: Please note that the following purports to be an excerpt translation from the Japanese original
Business Report and Financial Statements prepared for the convenience of shareholders outside Japan.
However, in the case of any discrepancy between the translation and the Japanese original, the latter shallprevail.]

BUSINESS REPORT(For the Period from April 1, 2012 through March 31, 2013)
1. Particulars Concerning the State of the Group(1) Business Developments[Despite a drop in copper prices, and a decrease in sales of products for automobiles and the electronic
industry, the performance of Mitsubishi Materials Corporation (the Company) and Mitsubishi
Materials Group (the Group) improved thanks to full-scale demand generated by reconstruction
efforts in the wake of the Great East Japan Earthquake, and improved equity in earnings/losses ofaffiliates.]
During the fiscal year under review, the global economy as a whole slowed down due to slower economic
expansion in emerging economies such as China and India, as well as the impact of the debt crisis in Europe.
In Japan, despite demand generated by reconstruction efforts in the wake of the earthquake,economic recovery appeared to be pausing against a backdrop of the global economic slowdown. Since theend of 2012, however, with the expectation of economic recovery backed by the government's economic
measures taken into consideration in advance, the level of exchange rates and the stock market have been
rapidly improving.
In the fiscal year under review, despite full-scale demand generated by reconstruction efforts in thewake of the earthquake, the business environment in which the Group operates remained unpredictablebecause the level of exchange rates continued unfavorable until the end of 2012, copper prices were
downward trend compared with the previous fiscal year, and orders for core products for automobiles and theelectronic industry were sluggish.
Amid such circumstances, we have pursued the sophistication of the business management system
in order to appropriately respond to an ever-changing business environment and secure stable profit. We havealso implemented various measures based on "Simultaneously implementing growth strategies and financial
improvements," which is a basic concept of the medium-term management plan (FY 2012-2014), entitled"Materials Premium 2013 – Aiming for New Value Creation," as well as two initiatives stated as growthstrategies: "Advancement into overseas markets, especially emerging markets" and "Generation of distinctivesynergies as an integrated business entity."
As a result, consolidated net sales for the fiscal year amounted to ¥1,287,251 million, down 10.7%
from the previous fiscal year. Operating profit increased year-on-year 0.4% to ¥52,500 million. Ordinary
income increased 75.1% to ¥74,414 million because, while equity in losses of affiliates was recorded in theprevious fiscal year in relation to SUMCO Corp., equity in earnings of affiliates was recorded in this fiscal
year. Net income surged 286.3% to ¥36,948 million.
On a non-consolidated basis, net sales amounted to ¥673,632 million, down 12.4% from theprevious fiscal year. Operating profit increased 27.7% to ¥18,281 million, ordinary income surged 102.6% to¥54,332 million, and net income surged 145.9% to ¥44,738 million.

1

At the 81st Ordinary General Meeting of Shareholders held on June 29, 2006, the Company
amended its Articles of Incorporation to stipulate that payment of dividends shall be decided by resolution of
the Board of Directors. As the Company regards distribution of surplus to shareholders as one of its central
management objectives, the Company has a policy to decide distribution of profits based on comprehensive
consideration of various factors related to overall management such as income over the relevant period,
internal reserves and financial position. In accordance with this policy, the Company decided by resolution of
the Board of Directors held on May 10, 2013 to pay a year-end dividend of ¥4.00 per share. Because theCompany did not pay an interim dividend, this brings total annual dividends to ¥4.00 per share (¥2.00 per
share higher than the previous fiscal year).
Below is a report of the Group’s performance by business segment.
● Cement[Operating profit of the Cement business rose year-on-year thanks to an increase in sales volume on
the back of an increase in demand in Japan and the US.]In the Cement business, sales volume in Japan increased thanks to demand generated by reconstruction
efforts in the wake of the earthquake, and solid demand particularly in redevelopment projects androad-related projects in the Tokyo metropolitan area. Overseas, while the recovery trend in demand
continued in United States mainly for private-sector capital spending, demand decreased in China firstly due
to a decrease of investment in housing construction such as condominium buildings, and secondly due to the
influence of delay in resumption of high-speed rail construction and in progress with the new airport being
constructed in Shandong, as a result, the sales volume decreased.
In the entire Cement business, both net sales and operating profit rose year-on-year thanks to anincrease in sales. Ordinary income also rose due to an increase in operating profit.
Consolidated net sales in the Cement business amounted to ¥164,764 million, up 3.7% from theprevious fiscal year. Operating profit rose 54.0% to ¥14,230 million and ordinary income rose 81.4% to¥14,023 million.
● Metals[Operating profit of the copper business declined year-on-year partly due to production cutbacks in
PT Smelting in Indonesia. Operating profit of the gold and other valuable metals business rose partly
thanks to a cost reduction effect. Operating profit of the processed copper products business declined
partly due to decreased sales of products for electronic materials.]
In the copper business, despite the steady operations throughout the fiscal year at the Onahama Smelter &Refinery (operated by Onahama Smelting and Refining Co., Ltd., based in Fukushima Pref.), whereoperations were suspended until the end of June 2011 affected by the earthquake, both net sales andoperating profit declined year-on-year. This is due to the impact of furnace repairing in Naoshima Smelter &Refinery (Kagawa Pref.) and PT Smelting in Indonesia, and production cutbacks resulting from the lower
quality level of copper contained in the raw material ore.
In the gold and other valuable metals business, despite production cutbacks resulting from theamount of gold contained in the raw material ore, net sales declined but operating profit rose partly thanks toa cost reduction effect.
In the processed copper products business, both net sales and operating profit declined due mainly
to weak sales of products for electronic materials and construction.
As a result, in the entire Metals business, both net sales and operating profit declined year-on-year.
Ordinary income rose due to an increase in dividend income and an increase in equity in earnings ofaffiliates.
Consolidated net sales in the Metals business amounted to ¥622,742 million, down 18.2% from theprevious fiscal year. Operating profit declined 11.7% to ¥17,789 million and ordinary income rose 3.4% to¥39,134 million.
2

● Advanced Materials & Tools[Operating profit of the cemented carbide products business declined year-on-year partly due to thefloods in Thailand. Operating profit of the high-performance alloy products business rose partly due
to strong demand in the aircraft-related market.]In the cemented carbide products business, both net sales and operating profit declined partly because of adecrease in sales due to the reason that the impact of the floods in Thailand continued until the first half ofthe year, and also due to the deterioration of market conditions.
In the high-performance alloy products business, net sales declined but operating profit rose partly
due to strong demand in the aircraft-related market although sales decreased owing to weakening demand in
the automobile-related market and a boycott of Japanese cars in China, and sales of motor products
decreased owing to decreased sales of motorcycles in Southeast Asia and South America.
As a result, in the entire Advanced Materials & Tools business, both net sales and operating profit
declined year-on-year. Ordinary income also declined due to a decrease in operating profit.
Consolidated net sales in the Advanced Materials & Tools business amounted to ¥136,653 million,
down 5.2% from the previous fiscal year. Operating profit declined 20.0% to ¥10,779 million and ordinary
income declined 13.8% to ¥10,622 million.
● Electronic Materials & Components[Operating profit of the advanced materials business rose year-on-year thanks to solid demand forsmartphone-related products and products for automobiles. Operating profit of the electronic devices
business rose thanks to increased sales of products for household appliances. Operating profit of thepolycrystalline silicon and related products business rose thanks to improved efficiency by stoppingsome production lines of the Yokkaichi Plant.]
In the advanced materials business, despite decreased sales of products for solar batteries, net sales declined
but operating profit rose thanks to solid demand for smartphone-related products and products forautomobiles.
In the electronic devices business, despite sluggish demand in the related market of electronic
devices such as flat-screen TVs and PCs, both net sales and operating profit rose thanks to increased sales of
products for household appliances.
In the polycrystalline silicon and related products business, despite decreased sales resulting fromsluggish demand in the semiconductor-related and solar battery-related markets, net sales declined but
operating profit rose because we sought efficiency by stopping some production lines of the Yokkaichi Plant(Mie Pref.). An amount equivalent to fixed costs associated with the stopped production lines was transferred
to extraordinary loss.
As a result, in the entire Electronic Materials & Components business, net sales declined
year-on-year but operating profit rose. Ordinary income turned into the black thanks to increased operating
profit and improved equity in earnings/losses of affiliates in relation to SUMCO Corp.
Consolidated net sales in the Electronic Materials & Components business amounted to ¥68,602
million, down 7.8% from the previous fiscal year. Operating profit rose 14.6% to ¥4,811 million. Ordinary
income was ¥3,465 million, compared with a ¥20,660 million ordinary loss in the previous fiscal year.

3

● Aluminum[Demand for aluminum cans increased. In the rolled aluminum and processed aluminum products
business, despite increased demand for aluminum can materials, demand for products for electronicmaterials decreased. Operating profit of the entire Aluminum business increased.]In the aluminum cans business, despite decreased demand for regular cans because of the slump in shipping
volume of beer or beer-taste beverages, demand for bottle cans increased for black coffee and tea-based
beverages.
In the rolled aluminum and processed aluminum products business, despite increased demand foraluminum can materials, demand for products for electronic materials including products for solar batteries
decreased.
As a result, in the entire Aluminum business, net sales declined year-on-year but operating profit
rose. Ordinary income also rose due to an increase in operating profit.
Consolidated net sales in the Aluminum business amounted to ¥146,675 million, down 2.1% fromthe previous fiscal year. Operating profit rose 9.9% to ¥6,168 million and ordinary income rose 24.6% to¥5,530 million.
● Others[Operating profit of the energy-related products business rose year-on-year. Operating profit of the"e-waste" (used electronics and electrical products) recycling and precious metals businesses
declined.]
In the energy-related products business, both net sales and operating profit rose year-on-year thanks to theincreased sales amount of coal and increased orders related to the field of nuclear energy such as
decontamination.
In the "e-waste" (used electronics and electrical products) recycling business, both net sales andoperating profit declined due to the termination of the eco-point system for household appliances and thecompletion of the transition to digital terrestrial transmission.
In the precious metals business, both net sales and operating profit declined due to the decreased
trading volume of gold bullion owing to less volatile gold prices and decreased sales of jewelry-related
items.
As a result, in the entire Others business, both net sales and operating profit declined year-on-year.
Ordinary income rose due to an increase in dividend income.
Consolidated net sales in the Others business amounted to ¥348,947 million, down 14.7% from theprevious fiscal year. Operating profit declined 0.8% to ¥6,964 million and ordinary income rose 7.5% to¥10,864 million.

4

Sales, operating profit and ordinary income (figures in parentheses represent negative figures) for eachbusiness segment of the Group were as follows:Business
Segment

CementMetalsAdvanced
Materials &Tools
Electronic
Materials &Components
Aluminum

OthersElimination
and Corporate
Assets or
Expenses Note)
Total

Item
Net Sales
Operating Profit
Ordinary Income
Net Sales
Operating Profit
Ordinary Income
Net Sales
Operating Profit
Ordinary Income
Net Sales
Operating Profit
Ordinary Income
Net Sales
Operating Profit
Ordinary Income
Net Sales
Operating Profit
Ordinary Income
Net Sales
Operating Profit
Ordinary Income
Net Sales
Operating Profit
Ordinary Income

87th Period(April 2011– March 2012)
Amount% of Total(¥ Millions)
158,874
11.0
9,241
17.7
7,729
18.2
761,11152.8
20,14438.5
37,84089.0
144,203
10.0
13,471
25.8
12,32929.0
74,421
5.2
4,196
8.0
(20,660)(48.6)
149,876
10.4
5,613
10.7
4,439
10.4
408,912
28.4
7,021
13.4
10,11023.8(256,553)(17.8)(7,396)(14.1)(9,293)(21.8)
1,440,847
100.0
52,293100.0
42,495100.0

88th Period(April 2012– March 2013)
Amount% of Total(¥ Millions)
164,764
12.8
14,23027.1
14,02318.8
622,74248.4
17,78933.939,13452.6
136,653
10.6
10,77920.5
10,622
14.3
68,602
5.3
4,811
9.2
3,465
4.7
146,675
11.4
6,168
11.8
5,530
7.4
348,947
27.1
6,964
13.3
10,86414.6(201,134)(15.6)(8,243)(15.8)(9,226)(12.4)
1,287,251
100.0
52,500100.074,414100.0

YOY
Change (%)
3.7
54.0
81.4
(18.2)(11.7)
3.4(5.2)(20.0)(13.8)
(7.8)
14.6
－
(2.1)
9.9
24.6
(14.7)(0.8)
7.5(21.6)
11.5(0.7)(10.7)
0.4
75.1

Note: Net sales, operating profit and ordinary income resulting from transactions among the Business divisions have been deductedin the “Elimination and Corporate Assets or Expenses” items.

(2) Status of Group Financing
In the fiscal year under review, the Company financed its business through issuance of straight corporate
bonds (¥35,000 million) and commercial paper and borrowings from financial institutions. Debts (including
corporate bonds and commercial paper) as of the end of the fiscal year amounted to ¥692,980 million, down
¥15,896 million from the previous fiscal year.

5(3) Status of Group Capital Expenditures
The Group determines its capital expenditures by carefully selecting investment cases in the fields where
future profit and growth are expected while working to reduce interest-bearing debt.
In the fiscal year under review, total capital expenditures amounted to ¥52,975 million, which
consisted mainly of maintenance and repairs of existing facilities in each business, as well as reinforcement
and streamlining of production facilities and modification of equipment.
Capital expenditures by business segment in the fiscal year under review were as follows:● Cement
The Group carried out development work related to limestone mine in Japan, as well as maintenance andrepairs on existing facilities mainly in Japan and the US.
Capital expenditures in this business amounted to ¥8,888 million.
● Metals
The Group carried out maintenance and repair work at copper smelting and processing facilities in Japan.
Capital expenditures in this business amounted to ¥13,458 million.
● Advanced Materials & Tools
The Group carried out reinforcement and streamlining work in order to meet the increasing demand in thisbusiness as a whole, as well as maintenance and repair work at existing facilities.
Capital expenditures in this business amounted to ¥14,520 million.
● Electronic Materials & Components
The Group carried out maintenance and repair work at existing facilities for products for electronic materials,
especially for the semiconductor-related market.
Capital expenditures in this business amounted to ¥3,409 million.
● Aluminum
The Group carried out maintenance and repair work at existing facilities for aluminum beverage cans androlled aluminum products.
Capital expenditures in this business amounted to ¥6,332 million.
● Others
The Group carried out maintenance and repair work at existing facilities.
Capital expenditures in this business amounted to ¥6,365 million.

6(4) Trends of Assets and Profit and Loss Accounts
1. The Group’s Trends of Assets and Profit and Loss Accounts (Consolidated)(¥ millions, except per share data)

Net Sales
Operating Profit
Ordinary Income (Loss)Net Income (Loss)Net Income (Loss) per Share
Net Assets
Net Assets per ShareTotal Assets

85th Period(April 2009 –March 2010)
1,119,448
12,680(9,541)(66,555)(52.34)
399,095
259.93
1,826,420

86th Period(April 2010 –March 2011)
1,333,992
57,29056,425
14,274
10.88
402,868
262.38
1,837,405

87th Period(April 2011 –March 2012)
1,440,847
52,29342,4959,565
7.29
409,074
267.62
1,751,870

88th Period(April 2012 –March 2013)
1,287,251
52,50074,41436,94828.19
466,231309.17
1,811,767

2. The Company’s Trends of Assets and Profit and Loss Accounts (Non-consolidated)(¥ millions, except per share data)

Net Sales
Operating Profit (Loss)
Ordinary Income (Loss)Net Income (Loss)Net Income (Loss) per Share
Net Assets
Net Assets per ShareTotal Assets

85th Period(April 2009 –March 2010)
657,982(9,942)(1,344)(45,883)(36.08)275,894210.26
1,179,558

86th Period(April 2010 –March 2011)
723,413
14,78233,991
19,79415.09
300,936229.37
1,229,417

787th Period(April 2011 –March 2012)
769,337
14,31926,822
18,19413.87
323,245
246.401,200,368

88th Period(April 2012 –March 2013)
673,632
18,281
54,332
44,73834.13
373,683285.101,256,038

(5) Priorities for the Group
1. Group Priorities[With the economy expected to start to recover on the back of an improved export environment, theGroup will continue to pursue growth strategies including advancement into emerging markets andgeneration of distinctive synergies as an integrated business entity.]
As for the global economy, while the US economy is on a recovery trend, and the economy is expected topick up in Asia, especially in Southeast Asia, there are still downside risks, such as the debt problem inEurope and the fiscal problem in the US.
The Japanese economy is expected to start to recover thanks to an anticipated recovery of domestic
demand on the back of the government's economic measures, and an improved export environment.
As for the business environment in which the Group operates, despite demand generated byreconstruction efforts in the wake of the earthquake and an anticipated recovery of demand from theautomobile-related industry, there are concerns about the current downward trend of copper prices and thehigher costs resulting from a hike in electricity rates.
In light of this situation, in line with its medium-term management plan, the Group willcontinuously seek to become the strongest integrated business entity in this resource-recycling society byadvancing into overseas markets, especially emerging markets, and generating distinctive synergies as anintegrated business entity ("Materials Premium") while simultaneously implementing growth strategies andfinancial improvements.
We will continue to implement the measures outlined below as growth strategies.
1) Advancement into overseas markets, especially emerging markets
Under circumstances where the domestic market is not expected to expand substantially, advancement into
overseas markets, especially emerging markets is key to the Group's growth. In line with our medium-term
management plan, we will seek advancement into overseas markets, especially fast-growing Asian emerging
markets, where the Group has many existing bases, implement measures such as carrying out regional
strategies and marketing across divisions, establishing common sales companies utilizing the existing bases
and business expansion to non-Japanese clients.
2) Realization of Materials Premium
The Group has a wide range of materials, products and technologies including nonferrous metals and cement,
and is operating globally particularly in Asian emerging economies. In line with our medium-term
management plan, we will pursue "Generation of distinctive synergies as an integrated business entity(Realization of Materials Premium)" by bringing together the capabilities of the Group and further
strengthening collaboration among our businesses to expand and enhance our existing integrated areas and tocreate new business areas.
In order to expand and enhance our existing integrated areas, we will seek to enhance the resourcesand environmental recycling businesses among others. We will further strengthen these businesses to achieve
their medium- and long-term growth since these businesses have grown in value followed by the growing
importance of resources security with a changing business environment and worldwide demand forestablishing a resource-recycling society.

83) Group strategies supporting growth
In line with our medium-term management plan, we aim to be an integrated business entity group where
employees can be active globally across divisions. For this purpose, we will develop diverse humanresources by employing and using global staff and promoting deployment and use of staff across businesses
and companies, and foster a corporate culture to respond to and challenge a changing business environment.
We will also continue to enhance efforts to pursue a switch to a low-cost structure. We will further
reduce sourcing and process costs by establishing a global sourcing system, improving our supply chain
management (SCM) and developing quality engineering.
Moreover, we will contribute to sustainable development of society as a whole by further
promoting corporate social responsibility (CSR) activities and making continued efforts in business activities
focusing on factors that have a material effect on corporate value (materiality).
2. Priorities in each business● Cement
In the domestic cement business, sales are expected to continuously increase thanks to demand generated byreconstruction efforts in the wake of the earthquake. We will fulfill our social responsibility toward
reconstruction in affected regions by stably supplying cement, a key reconstruction material, and byreceiving disaster waste in the plant with an understanding of local residents.
In the US cement business, demand is expected to continue to recover. We will work on increasing
sales volume and revising sales price. We will also strive to increase profitability by making the maximum
use of the businesses and assets of Robertson’s Ready Mix, Ltd., which became a wholly owned subsidiaryof MCC Development Corp. in December 2012, and by further enhancing the efficiency of the US cement
and ready-mixed concrete businesses.
In the Chinese cement business, with the development of infrastructure such as high-speed railway,
airport and subway in Shandong Province well underway, demand is expected to recover. In this environment,
we will continue to seek cost reduction and profitability enhancement.
● Metals
The supply-demand situation of copper concentrates is expected to become easy due to the enhanced supply
capacity of mines. Copper market price is currently on a downward trend, and the future price trends are still
uncertain. We will therefore keep a close watch on the price movements together with exchange rates andstock market trends.
In the processed copper products business, demand for products for automobiles and electronicmaterials is expected to recover gradually.
Amid such circumstances, in the Metals business, we will strive to establish a robust foundation
less susceptible to market environment through ongoing efforts to lower the break-even point by reducing
energy and fixed costs. In copper smelting, we will seek the steady operations at domestic and overseas
smelting facilities. In addition, we will improve profitability through expansion of the recycling business andincreasing revenues from treating waste by establishing the system to treat waste which is difficult to treat. In
copper processing, we will continue to increase profitability by enhancing sales competitiveness throughaccelerated development of alloys, drawing on our technological and development capabilities.

9● Advanced Materials & Tools
In the cemented carbide products business, although demand currently remains gradual recovery, demand is
expected to expand particularly in the automobile-related market in the medium- and long-term.
In the high-performance alloy products business, demand is expected to recover gradually in theautomobile-related market, and demand is expected to remain strong in the aircraft-related market.
Amid such circumstances, on the production side in the cemented carbide products business, wewill scale up the production capacity in manufacturing bases and build the most suitable production systemfor each market. On the production side in the cemented carbide products business, we will strive to enhancesales activities by establishing new sales bases and expanding sales network especially in emerging
economies, and deepening marketing in the automobile-related, aircraft-related and medical-related markets.
In addition, we will promote the diversification of suppliers and raise the recycling ratio through scrap
recovery in order to stably procure tungsten, which is a main raw material of cemented carbide products. In
the high-performance alloy products business, we will strive to increase profitability by further enhancing
quality and productivity using manufacturing technology capabilities that we have strengthened so far. We
will also try to obtain demand in emerging economies by quickly enhancing the capabilities of new
manufacturing bases in China.
● Electronic Materials & Components
In the advanced materials business, demand for smartphone-related products is expected to remain strong,and demand for products for solar batteries is expected to increase by the Feed-in Tariff program. As for
products for automobiles, it is expected that the number of car models which adopt the products and new car
sales in the US will increase although the impact of the expiration of government subsidies for eco-friendly
cars is concerned. In the relevant markets, we will continue to increase profitability by using coretechnological capabilities, and enhancing sales competitiveness and proposal capabilities to clients.
In the electronic devices business, future demand for products for flat-screen TVs and otherhousehold appliances is still uncertain. We will reinforce our business foundation by promptly launching new
products, strengthening our sales system in emerging economies including China, and further reducing costs.
In the polycrystalline silicon and related products business, demand in the semiconductor-related
market is still uncertain. Amid such circumstances, except for some processes, we resumed operations in
April 2013 at the Yokkaichi Plant (Mie Pref.), where some production lines were stopped from April 2012.
We will strengthen our revenue base by revising the operational framework and implementing thorough cost
reduction.
● Aluminum
In the aluminum cans business, we will actively expand sales of aluminum bottle cans, which are subject tosteadily increasing demand for black coffee and tea-based beverages and we position as strategic products.
We will also actively promote stable orders of regular cans, favorable procurement of raw materials, stableproduct quality and cost reduction.
In the rolled aluminum and processed aluminum products business, we forecast that demand foraluminum can materials will remain unchanged from this fiscal year, that demand for products forautomobiles will decrease due to the expiration of government subsidies for eco-friendly cars, and thatdemand for products for electronic materials, especially for products for solar batteries will increase driven
by the Feed-in Tariff program. We will keep a close watch on the overall demand trends, seek stable orders ofaluminum can materials, and strive to increase orders of products for the automobile sector both domesticallyand abroad.
We will also contribute to establish a resource-recycling society by actively promoting therecycling business of used aluminum cans, which the Group has long worked on.
We ask for the ongoing support and cooperation of shareholders as we implement these measures with theaim of consolidating the collective potential of the Group and creating value as an integrated business entity.
10(6) Major Business Activities of the Group (as of March 31, 2013)
The major business activities of the Group are production and sales of cement and secondary cement
products; refining, production and sales of copper, gold, silver and other metals; production and sales of
cemented carbide tools and other products; production and sales of electronic materials and components; andproduction and sales of aluminum beverage cans and other aluminum products, including rolled andprocessed products. The major products and services of each business are as follows:Business Division
Major Products
CementMetalsAdvanced
Materials& Tools

Ordinary Portland cement and various other types of cements, cement-based solidification materials,
cement processed products, aggregate, ready-mixed concrete, etc.
Copper, gold, silver, lead, tin, zinc alloy, sulfuric acid, copper cakes, billets, copper alloy products,
wire rods, etc.
Cemented carbide tools, cement carbide alloy, corrosion-resistant alloy, heat-resistant alloy, special
copper alloy, precision forging products, powder metallurgical products, electric contact, small
motors, etc.

Fine materials for assembly, sputtering targets, precision silicon products, advanced materials
including heat-conductive insulating substrates, electronic components including surge absorbers andtemperature sensors, fluorine chemical products, conductive coatings and other chemical products;
polycrystalline silicon, columnar crystal silicon, silane gas, etc.
Bodies ,ends and caps of aluminum beverage cans, rolled aluminum products, processed aluminum
Aluminumproducts, etc.
Coal, geothermal and water power generation, nuclear fuel cycling business (survey, research, design
Othersand operations), precious metal products, jewelry, engineering, geological surveys, resource
exploration, recycling of home appliances, real estate leasing and development, forestry, consulting,etc.
Note: The Company withdrew the diamond cutting tools business owned by the Advanced Materials & Tools Company during the
fiscal year.

Electronic
Materials& Components(7) The Group’s Major Plants and Business Offices (as of March 31, 2013)
1. The Company
Head Office
1-3-2, Otemachi, Chiyoda-ku, Tokyo
CementMetalsPlants and others

Advanced Materials& Tools 1)
Electronic Materials& Components

Aomori Plant, Iwate Plant, Yokoze Plant (Saitama),
Higashitani Mine (Fukuoka), Kyushu Plant (Fukuoka)
Akita Refinery, Naoshima Smelter & Refinery (Kagawa),
Ikuno Plant (Hyogo), Sakai Plant (Osaka)
Tsukuba Plant (Ibaraki), Gifu Plant, Akashi Plant (Hyogo),
Sanda Plant (Hyogo), Ceramics Plant (Saitama), Yokkaichi Plant (Mie)

Human Resources Development Center (Saitama),
Saitama Property Management Office,Energy Project & Technology Center (Saitama)
Sapporo Branch, Tohoku Branch (Miyagi), Nagoya Branch,
Osaka Regional Head Office, Kyushu Branch (Fukuoka)
Central Research Institute (Ibaraki)

Others 2)
Branch (office)
R&D Centers

Vancouver (Canada), Santiago (Chile), Shanghai (China), Bangkok (Thailand), London (U.K.),
Sydney (Australia), Suva (Fiji)
Note 1: Following the withdrawal from the diamond cutting tools business, Iwaki Plant was abolished as of August 31, 2012.
Note 2: Omiya Environmental Management Center was reorganized and its name was changed to Saitama Property Management
Office as of June 28, 2012.
Note 3: Taipei Office was abolished as of March 31, 2013.

Offices 3)

11

2. Major Subsidiaries
Name of Subsidiaries (Note)

Business Division

MCC Development Corp. (U.S.), Robertson’s Ready Mix, Ltd. (U.S.),Tokyo Hoso Kogyo Co., Ltd. (Tokyo)
PT Smelting (Indonesia), Mitsubishi Shindoh Co., Ltd., (Tokyo), Mitsubishi Cable Industries, Ltd.
(Tokyo), Onahama Smelting & Refining Co. Ltd. (Tokyo)

CementMetalsAdvanced Materials& Tools

DIAMET Corp. (Niigata), Mitsubishi Materials Tools Co., Ltd. (Tokyo),
MMC Superalloy Corp. (Saitama)

Mitsubishi Polycrystalline Silicon America Corp. (U.S.),
Mitsubishi Materials Electronic Chemicals Co., Ltd. (Akita),
MMC Electronics (THAILAND) Ltd. (Thailand)
Universal Can Corp. (Tokyo), Mitsubishi Aluminum Co., Ltd. (Tokyo),
Aluminum
MA Packaging Co., Ltd. (Tokyo)
Ryoko Sangyo Corp. (Tokyo), Mitsubishi Materials Techno Corp. (Tokyo),
OthersHokuryo Corp. (Hokkaido), Mitsubishi Materials Real Estate Corp. (Tokyo), Materials’ FinanceCo., Ltd. (Tokyo)
Note: Words within parentheses in the table denote the regions (for domestic subsidiaries) or countries (for overseas subsidiaries)
where each subsidiary's head office is located.

Electronic Materials& Components(8) The Status of Employees (as of March 31, 2013)
1. Status of Employees of the Group (Consolidated)
Business Division
CementMetalsAdvanced Materials & Tools
Electronic Materials & Components
Aluminum
OthersAll Companies (for the whole Group) 2)
Total

Number of Employees 1)
4,162 (increased by 115)
4,521 (decreased by 43)
5,738 (increased by 155)
1,449 (decreased by 39)
2,834 (decreased by 29)
2,869 (increased by 4)
608 (increased by 3)
22,181 (increased by 166)

Note 1: Employee numbers within parentheses denote the change from the previous fiscal year-end.
Note 2: Employees stated for all Companies (for the whole Group) are attached to administrative divisions that cannot be demarcatedwithin a specific business division.

2. Status of Employees of the Company (Non-consolidated)
Number of Employees

YOY Change (persons)Average Age (years)

4,168

Decreased by 71

41.0

12

Average Years of
Employment
17.0

(9) The State of Major Subsidiaries and Affiliates (as of March 31, 2013)
1. The State of Major Subsidiaries
Percentage ofOwnership
Line of Business
Name of the Company
Capital Stock(including indirectownership) (%)

PT Smelting

326 million U.S. dollars
1)

60.5

MA Packaging Co., Ltd.

480 million yen

100.0

Onahama Smelting &Refining Co. Ltd.

6,999 million yen

55.7

DIAMET Corp.

1,500 million yen

100.0

MCC Development
Corp.
Mitsubishi
Polycrystalline
Silicon America Corp.
Materials’ FinanceCo., Ltd.
Mitsubishi AluminumCo., Ltd.
Mitsubishi ShindohCo., Ltd.

498 million U.S. dollars

Production and sales of electrolytic
copper in Indonesia
Production and sales of aluminum
foils and resinoid products
Production and sales of electrolytic
copperProduction and sales of powder
metallurgical products
Investment in ready-mixed concretebusinesses in the U.S.

1) 2) 3)70.0

328 million U.S. dollars

100.0

30 million yen

100.0

8,196 million yen

87.7

8,713 million yen

100.0

21,815 million yen

100.0

Mitsubishi Materials
Tools Co., Ltd.

100 million yen

100.0

Sales of cemented carbide tools

Mitsubishi Materials
Techno Corp.

1,042 million yen

100.0Technical construction and civilengineering; production and sales ofindustrial machinery

Mitsubishi Materials
Real Estate Corp.

4,500 million yen

100.0

Sales and leasing of real estate

Universal Can Corp.

8,000 million yen

80.0

Ryoko Sangyo Corp.

393 million yen

100.0

Mitsubishi Cable
Industries, Ltd.

Robertson’s
Ready Mix, Ltd.

32 million U.S. dollars1) 2)

100.0 4)

Production and sales of polycrystalline
silicon for semiconductors in the U.S.
Financing the Company and its
affiliates
Production and sales of rolled andprocessed aluminum products
Processing and sales of copper andcopper alloy
Production and sales of optical andelectronic components, cables forelectricity and communication

Production and sales of aluminum
beverage cans
Sales of the Company’s products andother non-ferrous metal products
Production and sales of ready-mixed
concrete and aggregate in thesouth-west area of the U.S.

Note 1: Paid-up capital is shown.
Note 2: As both MCC Development Corp. and Robertson's Ready Mix, Ltd. close accounts in December, the paid-in capital for thetwo companies is given as of December 31, 2012.
Note 3: MCC Development Corp. made a capital increase as of January 10, 2013 increasing its paid-in capital from 498 million U.S.
dollars to 811 million U.S. dollars.
Note 4: The Company's subsidiary MCC Development Corp. made Robertson's Ready Mix, Ltd. its wholly owned subsidiary throughadditional acquisition of shares on December 31, 2012.

13

2. The State of Major Affiliates
Name of the Company

Percentage ofOwnership

Capital Stock

Ube-Mitsubishi Cement
Corp.

8,000

50.0

NM Cement Co., Ltd

7,001

30.0

Kobelco & Materials
Copper Tube, Ltd.

6,000

45.0

136,607 Note)

27.8

P.S. Mitsubishi
Construction Co., Ltd

4,218

35.8

Mitsubishi Nuclear FuelCo., Ltd.

11,400

30.0

SUMCO Corp.

Line of Business(including indirectownership) (%)(Million Yen)

Sales of cement and cement
related products
Investment in construction andmanagement of Nghi Son Cement
Corp.(Vietnam)
Production and sales of copper
tubes and fabricated copper tubes
Production and sales of siliconwafers for semiconductors
Pre-stressed concrete works, civilengineering and sales of concrete
products
Production and sales of nuclear
Fuels

Note: As of May 11, 2012, the capital stock of SUMCO Corp. increased from ¥114,107 million to ¥136,607 million, due to thethird-party allocation of new shares, which were purchased by the Company and others.

(10) Business transfer, absorption-type split or incorporation-type split
The Company transferred to Tokyo Seimitsu Co., Ltd. a business related to precision blade products of the
diamond tool business owned by Advanced Materials & Tools Company as of August 1, 2012 by resolutionof the Board of Directors held on June 28, 2012.
(11) Acquisition or disposal of shares, other interest or stock acquisition rights of other companies
1. The Company acquired preferred shares issued by SUMCO Corp. through third-party share issuance as of
May 11, 2012 by resolution of the Board of Directors held on March 8, 2012.
2. The Company's subsidiary MCC Development Corp. made Robertson’s Ready Mix, Ltd. its wholly owned
subsidiary through additional acquisition on December 31, 2012.
(12) The Group’s Major Lenders (as of March 31, 2013)
Company Shares held by the Lender
Borrowed
Major Lenders
AmountNumber of Shares Held
Percentage of(Million Yen)

The Bank of Tokyo-Mitsubishi
UFJ, Ltd.
Mitsubishi UFJ Trust andBanking Corp.
Development Bank of Japan Inc.
Mizuho Corporate Bank, Ltd.
The Hachijuni Bank, Ltd.

(Thousand)Shareholding (％)

144,023

24,651

1.9

73,49911,5940.9

41,79539,262
17,221

1,570
2,238

0.1
0.2

Note: Percentages of shareholding were calculated after deducting treasury stock (4,170,327 shares).

14

2. Articles Concerning Stock (as of March 31, 2013)(1) Total number of shares authorized: 3,400,000,000 (no change from the previous fiscal year-end)(2) Total number of shares issued: 1,314,895,351 (no change from the previous fiscal year-end)(3) Number of shareholders: 138,571 (decreased by 11,026 from the previous fiscal year-end)
This includes 102,917 shareholders with voting rights (decreased by 5,069 from the previous fiscal
year-end).
(4) Major Shareholders
Investment in the Company
Name of Shareholders
Number of Shares Held
Percentage of(Thousand)Japan Trustee Services Bank, Ltd. (Trust account)
The Master Trust Bank of Japan, Ltd. (Trust account)
National Mutual Insurance Federation of Agricultural
Cooperatives
Meiji Yasuda Life Insurance Company
SSBT OD05 OMNIBUS ACCOUNT – TREATY
CLIENTS
The Bank of Tokyo-Mitsubishi UFJ, Ltd.
Nippon Life Insurance Company
Mitsubishi Heavy Industries, Ltd.
Japan Trustee Services Bank, Ltd. (Trust account 9)
Mitsubishi Estate Co., Ltd.

77,291
54,206

5.9
4.1

33,961

2.6

31,0182.4

24,7681.9

24,651
19,68819,20918,286
17,397

1.9
1.5
1.5
1.4
1.3

Note: Percentages of shareholding were calculated after deducting treasury stock (4,170,327 shares).

15

Shareholding (％)

3. Articles Concerning the Company’s Executives(1) Directors and Corporate Auditors (as of March 31, 2013)
Title

Name

Representative Director
Chairman
Representative Director
President

Akihiko Ide

Representative Director
Vice President

Toshinori
Kato

Representative Director
Managing Director

Akira
TakeuchiRepresentative Director
Managing Director

Toshimichi
Fujii

Representative Director
2)Managing Director

Masatoshi
Hanzawa

Representative Director
2)Managing Director

Toshikazu
Murai

Representative Director
2)Managing Director

Akio Hamaji

Director

Corporate Auditor(Standing)Corporate Auditor(Standing)Corporate Auditor(Standing)Corporate Auditor

Hiroshi Yao

Important Positions of
Other Organizations

Position and Responsibilities

Director, Sakai Chemical Industry
Co., Ltd.
Responsible for:
General Operations of the Company
Assistant to the President
Responsible for:Business Portfolio Strategy;
System Strategy; Mineral Resources;
Precious Metal Business; Aluminum
1)
Business
Assistant to the President
Responsible for:
General Affairs; Human Resources;
Affiliated Corporations Business
Assistant to the President
President, Cement Company
Responsible for:
Civil Engineering & Construction
Business;
Procurement & Logistics
Assistant to the President
General Manager, Mineral Resources& Recycling Business Unit
Responsible for:Sustainable Development
Assistant to the President
President, Advanced Materials & Tools
Company
Responsible for:
Corporate Production Engineering;
Corporate Research & Development
Assistant to the President
Responsible for:
Corporate Communications & IR;
Internal Audit; Finance & Accounting

Outside Director, P.S. Mitsubishi
Construction Co., Ltd.

3)

President, Materials’ Finance Co.,
Ltd.
Representative Director, Okamoto
Associates, Inc.5);
Outside Director, Nippon Yusen
Kabushiki Kaisha (NYK LINE)6);
Outside Corporate Auditor,
Mitsubishi Motors Corp.7)

Yukio
Okamoto4) 15)

HiroshiKanemoto
8)

Keisuke
Yamanobe 8)
Akihiko
Minato9) 10) 15)

Outside Corporate Auditor,
SUMCO Corp.
Outside Corporate Auditor, The
Nanto Bank, Ltd.11)
Senior Advisor, Mitsubishi UFJ
Trust and Banking Corp.13)
Outside Corporate Auditor,
Mitsubishi Estate Co., Ltd.14)

Akio Utsumi9) 12) 15)

16

Note 1: Director Mr. Toshinori Kato was removed from responsibility for system planning as of April 1, 2013.
Note 2: Directors Mr. Masatoshi Hanzawa and Mr. Toshikazu Murai resigned as Representative Director and Managing Director,
respectively, as of March 31, 2013. They became directors without representative rights and titles and were removed fromall responsibilities as of April 1, 2013.
Note 3: Director Mr. Masatoshi Hanzawa took office as the president and director of Mitsubishi Aluminum Co., Ltd. as of April 1,
2013.
Note 4: Director Mr. Yukio Okamoto is an Outside Director as defined in Article 2, Paragraph 15 of the Companies Act.
Note 5: There is no business relationship between the Company and Okamoto Associates, Inc.
Note 6: There is a business relationship for the transportation of coal between the Company and NYK Line.
Note 7: There is a business relationship for the sale and purchase of goods between the Company and Mitsubishi Motors
Corporation.
Note 8: Corporate Auditors Mr. Hiroshi Kanemoto and Keisuke Yamanobe have experience as Director of the Company, responsible
for accounting and finance, and have extensive knowledge of finance and accounting.
Note 9: Corporate Auditors Mr. Akihiko Minato and Mr. Akio Utsumi are Outside Corporate Auditors as defined in Article 2,
Paragraph 16 of the Companies Act.
Note 10: Corporate Auditor Mr. Akihiko Minato has experience in think-tank management and has extensive knowledge of financeand accounting.
Note 11: There is a business relationship for the borrowing of funds between the Company and The Nanto Bank, Ltd.
Note 12: Corporate Auditor Mr. Akio Utsumi has experience in bank management and has extensive knowledge of finance andaccounting.
Note 13: There is a business relationship between the Company and Mitsubishi UFJ Trust and Banking Corp. for borrowing funds
from it, providing debt guarantee to it, and entrusting the Company's pension funds to it.
Note 14: There is a business relationship for real estate rental and leasing between the Company and Mitsubishi Estate Co., Ltd.
Note 15: The Company has notified Tokyo Stock Exchange, Inc. and Osaka Securities Exchange Co., Ltd. that Director Mr. Yukio
Okamoto and Corporate Auditors Mr. Akihiko Minato and Mr. Akio Utsumi are Independent Director and Independent
Auditors (Outside Director or Outside Auditors with no conflict of interest with general shareholders) in accordance with
their regulations, respectively.
Note 16: The following Director and Corporate Auditor resigned during the fiscal year under review.
Director Mr. Mayuki Hashimoto (As of April 26, 2012)
Corporate Auditor Mr. Takao Wada (As of June 28, 2012)17

(Reference) The following Executive Officers had assumed office as of April 1, 2013:
Title
Name
Position and Responsibilities
Senior Executive
Officer

Kimball McCloud

President, Mitsubishi Cement Corp.
President, MCC Development Corp.
Chairman, Robertson’s Ready Mix, Ltd.
Vice President, Cement Company

Senior Executive
Officer
Senior Executive
Officer
Senior Executive
Officer

Masaru Aramaki

President, Electronic Materials & Components Company

Teruhiko Masuda

President, Advanced Materials & Tools Company

Hiroshi Kondo

General Manager, Mineral Resources & Recycling Business Unit

Senior Executive
Officer

Osamu Iida

President, Metals Company;
Responsible for:
Corporate Production Engineering

Senior Executive
Officer

Chitoshi Mori

General Manager, Corporate Strategy Div.

Senior Executive
Officer

Yoshihiko Kimura

Executive Officer

Yasuhiko Noguchi

Executive Officer

Hironori Miyahara

Vice President, Electric Materials & Components Company

Executive Officer

Nobuo Shibano

Vice President, Electric Materials & Components Company

Executive Officer

Yasunobu Suzuki

Vice President, Metals Company

Executive Officer

Hiroaki Anzai

General Manager, Corporate Production Engineering Dept.

Executive Officer

Kozo Saeki

Vice President, Cement Company

Executive Officer

Hisamaru Yamamoto

Chairman and President, Yantai Mitsubishi Cement Co., Ltd.

Executive Officer

Naoki Ono

Vice-chairman, Mitsubishi Cement Corp.
Vice-chairman, MCC Development Corp.

Executive Officer

Hikaru Kimura

General Manager, Human Resources Dept.

Executive Officer

Kenichiro Ishizuka

General Manager, Finance & Accounting Dept.

Executive Officer

Fumio Tsurumaki

Vice President, Advanced Materials & Tools Company

Executive Officer

Kenichi Watase

General Manager, Corporate Marketing & Overseas Business
Development Dept., Corporate Strategy Div.

Executive Officer

Yoshikazu Okada

General Manager, Corporate Research & Development Dept.

Executive Officer

Naoyuki Shimoda

General Manager, Kyushu Plant

Executive Officer

Tairiku Matsumoto

General Manager, Tsukuba Plant

Executive Officer

Soichi Fukui

General Manager, Advanced Materials Div., Electronic Materials &Components Company

Executive Officer

Masato Koide

General Manager, Naoshima Smelter & Refinery

Executive Officer

Kenji Shimamura

General Manager, General Affairs Dept.

Responsible for:
System Strategy;
Corporate Research & Development
Assistant to the General Manager, Mineral Resources & Recycling
Business Unit;
Responsible for:Sustainable Development

18

(2) Directors and Corporate Auditors’ Remuneration
Position

Total Amount of
Remuneration(Millions of yen)

Remuneration by Type (Millions of yen)
Basic 4)

Directors (of which

467 2)

376

Outside Directors)

(20)

(20)

Corporate Auditors(of which Outside
Corporate Auditors)

3)

125

125

(50)

Bonus 5)
91

(50)

-

Number of Directors/
Corporate Auditors

1)

11 Directors(1 Outside Director)
6 Corporate Auditors (3Outside Corporate
Auditors)

Note 1: The number of Directors/Corporate Auditors includes two Directors and two Corporate Auditors whose terms ended during
the fiscal year under review. There are nine Directors and four Corporate Auditors as of the end of the fiscal year underreview.
Note 2: It was resolved at the 82nd Ordinary General Meeting of Shareholders held on June 28, 2007 that the amount of
remuneration to Directors should not exceed ¥49 million per month (excluding salaries as employees for Directors who also
serve as employees), including remuneration not exceeding ¥4 million for Outside Directors.
Note 3: It was resolved at the 82nd Ordinary General Meeting of Shareholders held on June 28, 2007 that the amount of
remuneration to Corporate Auditors should not exceed ¥17 million per month.
Note 4: Of the basic remuneration for Directors, stock-based remuneration is ¥39 million.
Note 5: It was resolved at the 81st Ordinary General Meeting of Shareholders held on June 29, 2006 that the amount of bonuses for
Directors other than Outside Directors should not exceed ¥170 million per annum.

(3) Policy regarding the determination of remuneration
1. Directors
We make it a basic policy to appropriately link the remuneration for Directors to corporate performance andperformance of individual Directors. The remuneration for Directors is comprised of basic remuneration andbonuses (not paid to part-time Directors).
Firstly, the amount of basic remuneration is determined in accordance with the title andperformance of each Director.
The portion of basic remuneration is paid as stock-based remuneration (not paid to Outside
Directors) and used for purchasing the Company's shares through the Company's director shareholding
association. The Company's shares acquired based on the remuneration cannot be sold at least during each
Director's term of office. This aims to link the remuneration to medium- and long-term corporate
performance.
Secondly, the amount of bonuses, as remuneration linked to short-term corporate performance, isdetermined after the end of the fiscal year by making as indicators consolidated net income and ordinary
income during the fiscal year and taking into consideration performance of individual Directors. The bonuses
can be reduced or removed entirely depending on business conditions and the amount of dividends for the
fiscal year.

2. Auditors
The remuneration for Corporate Auditors is set at an appropriate level based on discussions among them andis not linked to corporate performance in light of the fact that they assume the responsibility for auditing theexecution of duties by Directors as an independent body entrusted by shareholders.

19(4) Major Activities of Outside Directors and Auditors
StatusClassification

Name

Outside Director

Yukio Okamoto

OutsideCorporate
AuditorAkihiko Minato

OutsideCorporate
AuditorAkio Utsumi

Major Activities
Mr. Yukio Okamoto participated in all 16 meetings of the Board of Directors
held during the fiscal year under review. Mr. Okamoto provides
well-informed opinions concerning general management as a Director andwell-informed opinions on international affairs as an informed specialist on
such fields, when necessary.
Mr. Akihiko Minato participated in all 13 meetings of the Board of Directors
and all 12 meetings of the Board of Corporate Auditors held after taking
office in June 28, 2012. Mr. Minato provides well-informed opinions as a
Corporate Auditor, based on abundant experience as a top executive andcorporate auditor in a think-tank, etc. and extensive knowledge concerningbusiness management, when necessary.
Mr. Akio Utsumi participated in all 16 meetings of the Board of Directors
and all 15 meetings of the Board of Corporate Auditors held during the fiscal
year under review. Mr. Utsumi provides well-informed opinions as a
Corporate Auditor, based on abundant experience as a top executive in afinancial institution and extensive knowledge concerning business
management, when necessary.

(5) Outline of the Content of Limited Liability Agreement
For the purpose of facilitating the appointment of valuable human resources, provisions of the Articles ofIncorporation allow the Company to execute with Outside Directors and Outside Corporate Auditors
agreements limiting liability for damages in accordance with Article 427, Paragraph 1 of the Companies Act.
In accordance with the provisions, the Company has concluded Limited Liability Agreements with one
Outside Director and two Outside Corporate Auditors. The outline of the Agreements is as follows:
1. Limited Liability Agreement with the Outside Director
With respect to liability as described in Article 423, Paragraph 1 of the Companies Act, if the Outside
Director performs his duty in good faith and without gross negligence, the Outside Director shall be liable to
the Company for damages only to the extent of minimum liability as set out in Article 425, Paragraph 1 of
the Companies Act. The Company shall indemnify the Outside Director for damages in excess of the amountof the liability.
2. Limited Liability Agreement with the Outside Corporate Auditors
With respect to liability as described in Article 423, Paragraph 1 of the Companies Act, if the Outside
Corporate Auditors perform their duty in good faith and without gross negligence, the Outside Corporate
Auditors shall be liable to the Company for damages only to the extent of minimum liability as set out in
Article 425, Paragraph 1 of the Companies Act. The Company shall indemnify the Outside Corporate
Auditors for damages in excess of the amount of the liability.

20

4. Articles Concerning Accounting Auditor(1) Name of the Accounting Auditor: KPMG AZSA LLC(2) Remuneration of Accounting Auditor for the Year Ended March 31, 2013
Content of the Remuneration(a) Remuneration that the Company should pay to Accounting Auditors(b) Total amount of monetary and other property benefits that theCompany and its subsidiaries should pay (including the above-mentioned)

Amount
146 million yen 1)
401 million yen

Note 1: The Company has not subdivided the amount of remuneration for auditing based on the Financial Instruments and Exchange
Act and the amount of remuneration for auditing based on the Companies Act. In the Auditing Agreement entered with the
Accounting Auditor it is not possible to substantially subdivide the two. The amount in (a) thus includes auditing
remuneration based on the Financial Instruments and Exchange Act.
Note 2: Among the major subsidiaries of the Company, PT Smelting, MCC Development Corp., Mitsubishi Polycrystalline SiliconAmerica Corp., and Robertson’s Ready Mix, Ltd. use the services of auditing corporations (including auditors who have theappropriate auditing qualifications abroad) other than the services of KPMG AZSA LLC., to audit accounting related
documents (in accordance with the Companies Act and the Financial Instruments and Exchange Act and the applicable lawsof the concerned foreign countries’ own legislations).

(3) Content of Non-Auditing Duties
The Company subcontracts “Advisory Services Related to Introduction of International Financial ReportingStandards” and other duties (non-auditing duties) to the Accounting Auditor that are other than the duties of
Article 2, Paragraph 1 of the Certified Public Accountants Act.
(4) Policy on Dismissal or Non-reappointment of the Accounting Auditor
The Company, as a general rule, other than dismissals of Accounting Auditor by with the Board of Corporate
Auditors as stipulated in Article 340 of the Companies Act, shall place on the agenda an item concerning thedecision not to reappoint or to dismiss the Accounting Auditor to the General Meeting of Shareholders basedon the agreement or the request of the Board of Corporate Auditors in the event it is recognized that it isdifficult for the Accounting Auditor to execute its duties suitably.

21

5. Systems to ensure Compliance with Laws and the Articles of Incorporation in the
Execution of Duties by Directors, and Other Systems to Secure Appropriate Business
Operations(1) Systems to Ensure Execution of Duties by Directors and Employees in Conformity with Laws andArticles of Incorporation
1. The Company shall determine the Code of Conduct and internal regulations that should be observed by the
directors and employees and establish corporate ethics and a compliance system.
2. The Company shall determine execution of duties through the Board of Directors, Corporate Strategy
Committee and other committees in accordance with laws, Articles of Incorporation, and internal
regulations and others. In addition, the legal department and the relative department shall carry out the
preliminary review of specific significant matters.
3. The Company shall determine the general policies and plans, etc., concerning compliance at the Meetingsof the Board of Directors. In addition, the Company shall appoint a Director in charge of compliance andestablish a committee related to CSR (corporate social responsibility) and a division responsible forcompliance. The Company shall also enforce cross-divisional compliance promotion activities (includinginternal education) for the whole Company.
4. The Company shall establish a reporting desk to deal with particulars related to problems that may arise
over compliance.
5. The Company shall enforce periodical auditing concerning the state of compliance in each division by thedivision in charge of internal audits.
6. In accordance with its Code of Conduct, the Company shall establish internal structures to ensure
appropriate actions under its policy of resolutely rejecting any involvement whatsoever with anti-social
forces.
(2) Systems for Preservation and Management of Information Related to the Execution of Duties of
Directors
The Company shall properly preserve and manage the minutes of the Meetings of Board of Directors,
meetings of Corporate Strategy Committee and other significant information, based on legislation, Articles
of Incorporation and internal regulations and policies.
(3) Regulations and Other Systems Concerning Risk Management
1. The Company shall deliberate carefully on significant matters through the Board of Directors, Corporate
Strategy Committee, and other decision-making bodies based on legislations, Articles of Incorporation,internal regulations and others. In addition, the Company shall carry out preliminary review of significant
matters by legal and other related departments based on the internal regulations and others in order to
identify risks and prevent risk elicitation and manifestation.
2. The Company shall determine the general regulations, policies, and plans related to risk management at
the Meetings of the Board of Directors. In addition, the Company shall appoint the Director in charge ofrisk management and establish a committee related to CSR and a division responsible for risk
management, and shall enforce cross-divisional risk management promotion activities for the whole
Company.
3. The Company shall determine the various internal regulations and others and enforce suitable management
concerning individual risks, including financial transaction risk, credit transaction risk and information
leakage risk.
4. The Company shall enforce suitable management based on the legislation and ordinances concerning
work-related accidents.
5. The Company shall build a communication system with the aim of preventing damage from accidents on a
massive scale, natural disasters or terrorism, and establish an organization to respond to such events.
6. The Company shall enforce periodical auditing concerning the state of risk management in each division22

by the division in charge of internal audit.
(4) Systems to Ensure Efficient Execution of Duties by Directors
1. The Company shall determine rationally the areas of responsibility of each of the Directors and let the
Executive Officers assist the Directors in their execution of duties in accordance with the executive
officers system. In addition, the Company shall determine the areas of responsibility and authority of each
body and division in accordance with the internal regulations and others.
2. The Company shall determine the management plan, allocate suitable management resources and authority
among the various divisions to achieve the plan, and require those divisions to formulate their own
specific plans. In addition, the Directors shall suitably verify the progress state of the plan of each divisionand take appropriate measures when necessary.
3. The Company shall enforce periodic inspection concerning the efficiency of the execution of duties ofeach division by the division in charge of internal audit.
(5) Systems to Ensure Appropriate Operations of the Group consisting of the Company and its Parent
Company and Subsidiaries
1. The Company shall aim to establish corporate ethics and build a compliance system and risk management
system of the Group (including an internal education system) by letting each subsidiary formulate a Codeof Conduct and internal regulations identical to those of the Company.
2. Concerning each subsidiary, the Company shall aim to improve the soundness and efficiency ofmanagement of the subsidiary, and by extension the whole Group, by determining a response liaison
division within the Company. The concerned division shall consult and exchange information with thesubsidiary concerning specific significant matters.
3. Concerning subsidiaries listed on the Stock Exchange, the Company shall exchange the necessary
information with such subsidiaries in order to ensure the efficiency of consolidated management of theGroup. The Company shall also establish an internal control system while respecting the autonomy andindependence of the subsidiaries.
4. The Company shall establish various regulations related to internal controls concerning financial reporting.
The Company shall also establish assessment mechanisms for those internal controls and build a system toensure the accuracy of the Group’s financial reports.
5. In addition to the above-mentioned 1, 2, 3 and 4, the Company shall enforce periodic inspection
concerning compliance, risk management and the efficiency of management of subsidiaries by thedivision in charge of internal audit of the Company.
(6) Particulars Concerning Employees assigned to assist Corporate Auditors and such Employees’
Independence from Directors
The Company shall establish a division and assign full-time employees to support the operations of the
Corporate Auditors. In addition, the Company shall obtain the consent of the Board of Auditors concerningtransfer of such employees and consult with the Board of Auditors concerning assessment and evaluation of
them.

23

(7) Systems for Directors’ and Employees’ Reporting to Corporate Auditors
The Directors and employees shall swiftly report appropriate information to the Corporate Auditors or to theBoard of Corporate Auditors in accordance with the method stipulated in legislations and the internal
regulations of the Company, in the case where there is considerable damage to the Company’s operations inareas for which they are responsible or the possibility of significant impact on the Company. In addition, thesame shall apply in the event that Corporate Auditors request a report about business operations.
(8) Other Systems to Ensure Effective Auditing by Corporate Auditors
1. Corporate Auditors and Representative Directors shall exchange their opinions periodically and when
deemed necessary.
2. Corporate Auditors shall be provided with the opportunity to attend Board of Directors Meetings and othersignificant meetings of the Company.
(Reference) Status of Corporate Governance<Fundamental Policy>
The Company seeks to maintain sustainable development and maximize corporate value through fairbusiness activities. With the aim of complying with relevant laws and regulations and conducting soundbusiness activities sensibly, the Company established corporate behavioral guidelines as the supreme norm
which all employees should comply with and implement in 1997, and positioned this as the supreme norm
for the Group as a whole in 2003. For this purpose, the Group recognizes the importance of efficient andtransparent management and is steadily undertaking measures that fully realize its corporate governance. The
figure below shows the corporate governance structure regarding management decision-making andoversight, and operational execution and audit in the Company.

General Meeting of Shareholders
Appointment/
Dismissal

Appointment/
Dismissal

Board of Corporate Auditors
Operational and financial audits

Board of Directors
Management decision-making
and oversightAppointment/
Dismissal
Oversight

Corporate Strategy
Committee
Deliberation on
important matters

Appointment/
Dismissal

Corporate Auditors
Assistance
Department
Independent Accountants
Accounting audit
CSR Committee
Deliberation on CSR activities

Representative Directors
and Executive Officers
Operational execution

Internal Audit
Department
Internal audit

Headquarters and
In-House Companies

24

CSR Department

6. Fundamental Policy Concerning the Control of the Company(1) Fundamental Policy on Parties in Control of Decisions Concerning the Company’s Finance andOperating Policies
As a general rule, the Company believes that its shareholders should be decided through free market
transactions in Company stocks on the Stock Exchanges, since the Company’s shares are publicly listed. The
Board of Directors would not categorically deny an acquisition of shares, even in the case of a unilateral andlarge acquisition without due discussion with the Board or following agreements and other processes, as longas the acquiring party does not clearly harm the Company’s corporate value and the common interests of theshareholders. As a matter of course, the Company believes that the decision to accept or decline a proposal
for a Large-Scale Acquisition of shares should be ultimately left to the individual shareholders of theCompany.
However, there are some Large-Scale Acquisitions that do not contribute to the corporate value of atarget company or the common interests of the shareholders, including those that obviously harm thecorporate value and the common interests of the shareholders and those that essentially force shareholders tosell their shares. In addition, unless the party carrying out a Large-Scale Acquisition of the Company’s
shares is properly aware of the Company’s management environment, understands the sources of its
corporate value, and aims to ensure and enhance these factors in the medium and long terms, the Company’s
corporate value and the common interests of the shareholders may possibly be harmed.
According to this assessment, the Company believes that parties undertaking Large-Scale
Acquisitions that may possibly harm its corporate value and the common interests of shareholders as outlined
above as not suitable to be in control of decisions about the Company’s financial and operating policies.
Therefore, the Company believes that it is necessary to maintain a framework to secure the necessary timeand information for its shareholders to assess whether or not the acquisition is appropriate, in order to deter
acquisitions that conflict with the Company's corporate value and the common interests of shareholders.
Such an arrangement will enable the management to negotiate with potential Acquirers on behalf of theshareholders.
(2) Overview of Special Measures to Ensure the Implementation of the Fundamental Policy
The Company has been developing its various businesses by utilizing technologies accumulated through its
origin, metal and coal mining operations, to form an integrated business entity involved in Cement, Metals,
Advanced Materials & Tools, and Electronic Materials & Components, the Mineral Resources & Recycling,
Aluminum and Precious Metals businesses. The Company has a fundamental corporate philosophy ofcontribution to society through its various business activities, and has made consistent efforts to create anaffluent society, not only through the supply of basic materials indispensable to people’s lives as acomprehensive basic materials manufacturer, but also by helping reduce environmental impact andestablishing a resource-recycling social system. Moreover, the Company will continue striving to underpin
and enhance corporate value and the common interests of shareholders. In addition to advancing its businessactivities, the Company will achieve this by earning the further trust of all stakeholders—including
shareholders, employees, customers, local communities, suppliers and many other related parties—while
maintaining a harmonious coexistence with society.
In this environment, the Group has been implemented various measures based on "Simultaneously
implementing growth strategies and financial improvements," which is a basic concept of the medium-term
management plan (FY 2012-2014), entitled "Materials Premium 2013 – Aiming for New Value Creation," aswell as two initiatives stated as growth strategies: "Advancement into overseas markets, especially emerging
markets" and "Generation of distinctive synergies as an integrated business entity." We will continue tostrengthen management bases to achieve the target stated in the medium-term management plan.

25

(3) Overview of Efforts to Prevent Inappropriate Parties from Assuming Control of Decisions Relating
to the Company’s Financial and Operating Policies
The Company, in conformity with its corporate philosophy and various policies outlined in (2) above, shallcontinue pursuing maximization of corporate value and the common interests of the shareholders in the
future. At the same time, however, it may not be possible to ignore the potential of Large-Scale Acquisitions
by third parties that may harm corporate value and the common interests of shareholders, as described in (1)above. Therefore, at its meeting held on May 12, 2010, the Board of Directors passed a resolution entitled“Countermeasures to Large-Scale Acquisition of the Company’s Shares (Takeover Defense Measures),”(hereinafter called the “Plan”), which is a modified version of a plan previously in place. The Plan received
approval at the 85th Ordinary General Meeting of Shareholders held on June 29, 2010.
An outline of the Plan is given below. For more details, please refer to the May 12, 2010 press
release entitled “Countermeasures to Large-Scale Acquisition of the Company’s Shares (Takeover Defense
Measures)” posted on the Company’s website (Japanese language only):
http://www.mmc.co.jp/corporate/ja/01/01/10-0512c.pdf
1. Fundamental Policy of the Plan
For the purpose of preserving and enhancing its corporate value and the common interests of shareholders,the Company has set out takeover defense measures incorporating procedures to be observed by a party
carrying out or who plans to carry out a Large-Scale Acquisition of the Company’s shares. The Company
shall warn such parties in advance that there are procedures with which they will be required to comply, andthat the Company may, in certain circumstances, take protective measures against the acquisition.
2. Plan Details(i) Targeted Large-Scale Acquisitions
The Plan shall apply in cases where there is an acquisition of share certificates, or the like of the Company
that falls under a. or b. below or any similar action (hereinafter referred to as a “Large-Scale Acquisition”).
Any party carrying out or proposing a Large-Scale Acquisition (the “Acquirer”) must comply withprocedures predetermined in the Plan.
a. An acquisition that would result in the holding ratio of share certificates, etc., of a holder amounting to
20% of more of the share certificates, etc., issued by the Company
b. A tender offer that would result in the ownership ratio of share certificates, etc., of the share certificate
relating to the tender offer, and the owning ratio of share certificates, etc., of a person having a special
relationship totaling at least 20% of the share certificates, etc., issued by the Company.
(ii) Prior Submission of Letter of Intent to the Company
Before effecting a Large-Scale Acquisition, the Company shall require any Acquirer conducting aLarge-Scale Acquisition to submit to the Board of Directors a document written in Japanese language that
the Acquirer will, upon the Large-Scale Acquisition, comply with the procedures set out in the Plan (the“Letter of Intent”).

26

(iii) Provision of Information
When the Acquirer submits the Letter of Intent, the Company shall require the Acquirer to also submit
information that complies with the Information List sent by the Company to the Acquirer specifying theinformation to be submitted in the first instance that is necessary and appropriate for the Company’s
shareholders to consider the Large-Scale Acquisition in accordance with procedures predetermined by theCompany.
The Board of Directors shall require the Acquirer to submit the information within the period set by
the Board (the “Information Provision Requirement Period”), which is 60 days following the sending of theabove-mentioned Information List, and the Board of Directors’ Evaluation Period as described in (iv) below
shall commence immediately upon the expiration of the Information Provision Requirement Period.
However, if a request for an extension based on a plausible reason is received from the Acquirer, theInformation Provision Requirement Period may be extended as needed up to a maximum of 30 days.
Alternatively, if the Board of Directors determines objectively that the provision of information has been
completed for the reason that the information submitted by the Acquirer is sufficient, then the Information
Provision Requirement Period will be ended forthwith and the Board of Directors’ Evaluation Period as
described in (iv) below will commence, even if it is before the expiration of the Information Provision
Requirement Period.
(iv) Establishment of Board of Directors’ Evaluation Period
Following the completion of the provision of information, or the expiration of the Information Provision
Requirement Period, the Board of Directors shall set a period of a maximum of 60 days, or a maximum of 90days, depending on the form of the Large-Scale Acquisition, for the Board of Directors to evaluate, examine,negotiate, form opinions, and prepare an alternative plan.
However, the said period may be extended by a maximum of 30 days when deemed necessary by
the Board of Directors, or when recommended by an Independent Committee.
(v) Recommendation by Independent Committee Concerning the Invocation of Countermeasures
With regard to the invocation of countermeasures, under the Plan an Independent Committee comprising
only of persons who are independent from the Company’s management responsible for business execution
will be established to eliminate arbitrary judgments by the Board of Directors.
If, on the appearance of an Acquirer, the Independent Committee is consulted by the Board of
Directors as to whether it should invoke countermeasures or not, the Independent Committee shall make a
recommendation to the Board of Directors on whether or not to invoke countermeasures.
(vi) Resolution by the Board of Directors
If the Acquirer does not comply with the procedures stipulated in the Plan, or if a Large-Scale Acquisition is
judged to seriously harm the Company’s corporate value or the common interests of shareholders, and it istherefore deemed appropriate to invoke countermeasures, the Board of Directors may resolve to invoke thecountermeasures while granting utmost respect for the recommendation of the Independent Committee.
(vii) Holding a Shareholders Meeting to Confirm Their Intent
When the Independent Committee makes a recommendation concerning the invocation of countermeasuresthat is conditional upon receiving prior approval at a general meeting of shareholders, or the Board of
Directors deems that it is appropriate to confirm the intent of all shareholders, a general meeting ofshareholders shall be held at which an item will be submitted concerning the invocation of countermeasures(the “Shareholders Meeting to Confirm Their Intent”). The Board of Directors shall pass a resolution either
to invoke countermeasures or not invoke countermeasures in compliance with the resolution passed at the
Shareholders Meeting to Confirm Their Intent.

27

(viii) Outline of Countermeasure
As a countermeasure invoked in accordance with the Plan, the Company shall, in principle, exercise thegratis allotment of stock acquisition rights. Such stock acquisition rights shall be allotted to shareholders asof the allotment date. One right will be allotted per common stock of the Company. Under the Plan, theCompany intends to attach conditions that the Acquirer or other ineligible parties that meet criteria specified
separately may not exercise the stock acquisition rights. Further, the Company plans to attach conditions thatenable the Company to acquire the stock acquisition rights allotted to persons other than ineligible parties
and, in exchange, issue one common stock of the Company per such stock acquisition right.
(ix) Effective Period, Abolition, or Amendment of the Plan
The Plan shall be effective until the closing of the 88th Ordinary General Meeting of Shareholders of theCompany, to be held in June 2013.
However, even before the expiration of the effective period, the plan shall be abolished
immediately if (a) a general meeting of shareholders of the Company passes a resolution to abolish the Plan,or (b) the Board of Directors passes a resolution to abolish the Plan.
(4) Determination by the Board of Directors, and the Reasons thereof, that the Measures in (2) above
are in Accordance with the Basic Policy in (1) above and as such do not Harm the Common Interestsof Shareholders or Aim to Maintain the Status of the Company’s Officers
The Board of Directors has determined that the measures in (2) above are in accordance with the basic policyin (1) above. Such reason is that, by securing and enhancing the Company’s corporate value and the common
interests of shareholders through the measures in (2) above, and appropriately reflecting it in the value of theCompany’s shares, it will become difficult to conduct a Large-Scale Acquisition that adversely affects theCompany’s corporate value and the common interests of shareholders.
Accordingly, the Board of Directors has determined that the measures in (2) above do not harm thecommon interests of the Company’s shareholders and are not aimed to maintain the status of the Company’s
officers.

28

(5) Determination by the Board of Directors, and the Reasons thereof, that the Measures in (3) above
are in Accordance with the Basic Policy in (1) above and as such do not Harm the Common Interestsof Shareholders or Aim to Maintain the Status of the Company’s Officers
The measures in (3) above prevent inappropriate parties, in the context of the basic policy in (1) above, fromcontrolling decisions on policies relating to the Company’s finances and operations. Such reason is that, byenabling the Company to invoke countermeasures against an Acquirer who does not provide sufficient
information or does not accede to a request for securing a sufficient period for their examination etc., theCompany may prevent a Large-Scale Acquisition that will significantly harm the Company’s corporate value
and the common interests of shareholders. Additionally, the measures in (3) above are implemented with theobjective of securing and enhancing the Company’s corporate value and the common interests ofshareholders, and in line with such objective, to have the Acquirer provide the necessary information
beforehand concerning the Large-Scale Acquisition that said Acquirer intends to make so that the required
period of time is secured for evaluating and examining, etc., the details thereof. Furthermore, a variety ofsystems and procedures are in place to ensure the reasonableness and fairness of the measures in (3) above
for the reason that these measures contain a procedure for confirming the intent of all shareholders, establish
an Independent Committee comprising highly independent members, give utmost respect to the Committee’s
recommendation, establish reasonable and objective criteria for the invocation of countermeasures, andeliminate arbitrary judgments by the Board of Directors by basing the invocation of countermeasures on a
resolution passed at a Shareholders Meeting to Confirm Their Intent.
Accordingly, the Board of Directors determines that the measures in (3) above are in accordancewith the basic policy in (1) above, and do not harm the common interests of the Company’s shareholders andare not aimed at maintaining the status of the Company’s officers.
The Plan was supposed to be effective until the closing of the 88th Ordinary General Meeting of
Shareholders to be held on June 27, 2013 (hereinafter called the "Ordinary General Meeting of
Shareholders"). After reviewing the renewal of the Plan, the Company judged that measures continue to beneeded to secure and increase the corporate value and the shareholders' common interests, and thus mediumand long-term shareholder value. As a result, it was resolved at the Board of Directors held on May 10, 2013that the Company would renew the Plan with a partial revision subject to shareholders' approval at theOrdinary General Meeting of Shareholders.
In this Business Report, the figures for financial amounts and number of shares are rounded down to thenearest stated unit. Figures for ratios have been rounded up or down to the nearest stated decimal place.

29

FINANCIAL STATEMENTS
Consolidated Balance Sheet[As of March 31, 2013](Millions of yen)
Item

AmountItem

Amount[LIABILITIES][ASSETS]
Current Assets:

778,931

Current Liabilities:

796,337

Cash and deposits

64,416

Notes and accounts payable-trade105,889

Notes and accounts receivable-trade211,748

Short-term loans payable

287,942

Merchandise and finished goods

79,941

Commercial papers

26,000Work in process

98,948

Income taxes payable

6,653

Raw materials and supplies

103,463

Deferred tax liabilities

734

Deferred tax assets

15,622

Accrued bonuses

12,097

Gold bullion loaned

99,548Gold payable

232,002

Other

107,171

Allowance for loss on disposal of inventories

Allowance for doubtful accounts(1,929)

Other

Noncurrent Assets:

1,557
123,460

Noncurrent Liabilities:

549,198

Bonds payable

110,040

Long-term loans payable

268,998
59,601

1,032,835

Property, Plant and Equipment:

658,974

Provision for retirement benefits

Building and structures, net

156,929

Reserve for directors’ retirement benefits

1,470

Machinery, equipment and vehicles, net

198,220

Reserve for loss on subsidiaries and affiliates

2,035

Land, net

271,517

Reserve for environmental measures

4,238

Construction in progress

18,968Deferred tax liabilities

32,771Other, net

13,337

Deferred tax liabilities for revaluation

33,68348,281

Other

Intangible Assets:

36,358Goodwill

38,760Total Liabilities

Other

9,520

[NET ASSETS]

1,345,535

Shareholders’ Equity:

368,495

Investments and Other Assets:

325,579

Capital stock

119,457

Investment securities

271,754

Capital surplus

92,272

Deferred tax assets

29,183Retained earnings

158,456

Other

32,061

Treasury stock(1,692)

Allowance for investment loss

(1,748)

Accumulated Other Comprehensive Income:

36,735(5,672)

Valuation difference on available for sale40,516

Allowance for doubtful accounts

securities

Total Assets

Deferred gains or losses on hedges(1,189)

Revaluation reserve for land

34,830Foreign currency translation adjustment(37,422)

Minority Interests

61,001

Total Net Assets

466,231

Total Liabilities and Net Assets

1,811,767

Note: All amounts less than one million yen are rounded down.

30

1,811,767

Consolidated Statements of Operations[For the year ended March 31, 2013](Millions of yen)
Item

AmountNet Sales

1,287,251

Cost of Sales

1,094,588

Gross Profit

192,663

Selling, general and administrative expenses

140,163

Operating Profit

52,500Non-Operating Profit:

43,304

Interest income

597

Dividends income

29,399Equity in earnings of affiliates

5,193

Rent income on noncurrent assets

4,705

Other

3,408

Non-Operating Expenses:

21,389Interest expenses

10,453

Rent expenses on noncurrent assets

3,300

Loss on disposal of property, plant and equipment

2,941

Mine liquidation expense

2,370

Other

2,323

Ordinary Income

74,414Extraordinary Income:

9,423

Insurance income

3,305

Gain on sales of noncurrent assets

3,061

Gain on sales of marketable securities and investments in securities

2,457

Other

599

Extraordinary Losses:

26,063

Impairment loss

10,551

Loss on valuation of investment securities

4,524

Loss on termination of operations

3,246

Expenses for disaster prevention construction

3,189

Other

4,551

Income before Income Taxes

57,774

Corporate income taxes, resident taxes and business tax

16,481

Income taxes adjustments(5,690)

Income before minority interests

46,983

Minority interests in income

10,035Net Income

36,948

Note: All amounts less than one million yen are rounded down.

31

Statement of Changes in Consolidated Shareholders’ Equity[Year ended March 31, 2013 (From April 1, 2012 to March 31, 2013)](Millions of yen)
Shareholders’ Equity

Balance as of April 1, 2012
Change during the fiscal year
Dividends from retained earnings
Net income
Decrease from write-downs of land
revaluation excess
Increase from change of fiscal year
end of consolidated subsidiaries
Increase from change of fiscal year
end of equity method affiliates
Increase in number of consolidated
subsidiaries
Increase in number of equity method
affiliates
Increase from merger of
non-consolidated subsidiaries
Purchase of treasury stock
Disposal of treasury stock
Cancellation of treasury stock
Decrease of capital surplus fromacquisition of non-controlling interest
Net change in items other thanshareholders’ equity
Total change during the fiscal year
Balance as of March 31, 2013

Total
shareholders’equityCapital stock

Capital surplus

Retained earnings

Treasury stock

119,457

113,566

116,890(1,443)

348,471(2,623)36,948(2,623)36,948

1,177

1,177

122

122

44

44

1,070

1,070

4,698

4,698

135

135

(0)

(0)
(8)

(251)
2

(251)
1
(8)

(21,292)(21,293)
92,272

119,457(21,292)

41,565
158,456(248)(1,692)

20,023
368,495

Other Comprehensive Income

Balance as of April 1, 2012
Change during the fiscal year
Dividends from retained earnings
Net income
Decrease from write-downs of land
revaluation excess
Increase from change of fiscal year
end of subsidiaries
Increase from change of fiscal year
end of equity method affiliates
Increase in number of consolidated
subsidiaries
Increase in number of equity
method affiliates
Increase from merger of
non-consolidated subsidiaries
Purchase of treasury stock
Disposal of treasury stock
Cancellation of treasury stock
Decrease of capital surplus fromacquisition of non controllinginterest
Net change in items other thanshareholders’ equity
Total change during the fiscal year
Balance as of March 31, 2013

Valuationdifferenceonavailable
for salesecurities

Deferred
gains orlosses on
hedge

Revaluation
reserve forland

Foreigncurrencytranslation
adjustments

Total othercomprehensive
incomeMinority
Interests

Total
Net
Assets31,316(768)

36,008(63,945)

2,611

57,991

409,074(2,623)36,948
1,177
122
44
1,070
4,698
135
(251)
1
(8)
(21,292)

9,199

(421)

(1,177)

26,52334,1233,009

37,133

9,199
40,516(421)(1,189)(1,177)
34,83026,523(37,422)

34,12336,735

3,009
61,001

57,157466,231

Note: All amounts less than one million yen are rounded down.

32Balance Sheet[As of March 31, 2013](Millions of yen)
Item

[ASSETS]

Amount

Current Assets:
Cash and deposits
Notes receivable
Accounts receivable
Merchandise and finished goods
Work in process
Raw materials and supplies
Advanced payment
Prepaid expenses
Short-term loans receivables
Other receivables
Refundable income tax
Gold bullion loaned
Deferred tax assets
Other
Allowance for doubtful accounts
Noncurrent Assets:
Property, Plant and Equipment:
Buildings
Structures
Machinery and equipment
Vessels
Vehicles and delivery equipment
Tools, furniture and fixtures
Land
Lease assets
Construction in progress
TimberIntangible Assets:
Mining rights
SoftwareLease assets
Other

407,552
3,329
3,138
74,87436,21041,86545,69817,027769
1,020
16,183
3,166
99,5488,142
57,558(982)
848,485
308,280
56,62325,92270,7623
82
1,560
143,527
1,046
7,648
1,103
1,644
502
734
44
362

Investments and Other Assets:
Investment securities
Securities of affiliates
Bonds of affiliates
Investments
Investments in affiliates
Long-term loans receivable
Long-term loans to affiliates
Other
Allowance for investment loss
Allowance for doubtful accounts

538,560
140,074
385,486
4
87
6,797
40
3,797
7,603
(906)
(4,425)

Total Assets

1,256,038

Item

Amount[LIABILITIES]Current Liabilities:
Notes payable
Accounts payable
Short-term loans payable
Commercial papers
Lease obligation
Other payables
Accrued expenses
Income taxes payable
Advance received
Progress payment received
Unearned income
Accrued bonuses
Employee deposits
Facilities related notes payable
Other facilities related payables
Assets removal liabilities
Gold payable
Other
Noncurrent Liabilities:
Bonds payable
Long-term loans payable
Lease obligation
Deferred tax liabilities
Deferred tax liabilities for revaluation
Provision for retirement benefits
Reserve for loss on subsidiaries and affiliates
Reserve for environmental measures
Assets removal liabilities
Guarantee deposits received
Other
Total Liabilities

510,975704
37,485155,026
26,000392
2,903
19,461
552
9,176
1,528
81
4,739
8,323
196
8,692
57
232,002
3,651
371,379
110,000
164,275
1,071
21,63429,003
27,239
2,073
4,238
358
4,257
7,226
882,355[NET ASSETS]
Shareholders’ Equity:
Capital stock
Capital surplus
Capital reserve
Other capital surplus
Retained earnings
Other retained earnings
Deposit for mining search
Earned surplus carried forward
Treasury stock
Valuation and Translation Adjustments:
Valuation difference on available for salesecurities
Deferred gains or losses on hedges
Revaluation reserve for land
Total Net Assets
Total Liabilities and Net Assets

Note: All amounts less than one million yen are rounded down.

33

305,139
119,457
113,165
85,65427,511
74,20074,200410
73,790(1,685)68,54339,774(86)
28,855
373,683
1,256,038

Statements of Operations[For the year ended March 31, 2013](Millions of yen)
Item

AmountNet Sales

673,632

Cost of Sales

610,377

Gross Profit

63,254

Selling, general and administrative expenses

44,973Operating Profit

18,281

Non-Operating Profit:

52,027

Interest income

381

Dividends income

43,925

Rent income on noncurrent assets

4,629

Miscellaneous revenue

3,091

Non-Operating Expenses:

15,975Interest expenses

6,161

Expenses for rent in undertaking

3,131Mine liquidation expense

2,343

Loss on disposal of property, plant and equipment

1,835

Miscellaneous losses

2,503

Ordinary Income

54,332Extraordinary Income:

3,582

Gain on sales of noncurrent assets

2,288

Gain on sales of securities of affiliates

582

Gain on transfer of business

442

Other

270

Extraordinary Losses:

15,997

Impairment loss

8,914

Loss on valuation of investment securities

3,629

Loss on termination of operations

3,246

Other

206

Income before Income Taxes

41,918

Corporate income taxes, resident taxes and business tax

1,132

Income taxes adjustments(3,952)Net Income

44,738

Note: All amounts less than one million yen are rounded down.

34

Statement of Changes in Shareholders’ Equity[Year ended March 31, 2013 (From April 1, 2012 to March 31, 2013)](Millions of yen)
Shareholders’ Equity
Capital surplus
Capitalstock

Balance as of April 1, 2012
Change during the fiscalyear

119,457

Retained earnings
Other retained
earnings
Total
EarnedDepositretained
surplusforearnings
carriedminingforwardsearchCapitalreserve

Other
capitalsurplus

Total
Capitalsurplus85,65427,512

113,166

Optional deposit-

30,97930,979410

Treasury
stock

Total
shareholders’equity(1,435)

262,168(410)-

Dividends fromretained earnings(2,623)(2,623)(2,623)

Net income

44,73844,73844,738

1,106

1,106

1,106

Decrease fromwrite-downs of land
revaluation excess
Purchase of treasury
stock
Disposal of treasurystock
Net change in items
other than shareholders’equityTotal change during the
fiscal year
Balance as of March 31,
2013

(0)

(0)

(251)

(251)

1

1

-

-

(0)

(0)

410

42,81043,221(249)

42,971

119,457

85,65427,511

113,165410

73,79074,200(1,685)305,139

Note: All amounts less than one million yen are rounded down.
(Millions of yen)
Valuation and Translation Adjustments

Balance as of April 1, 2012

Valuationdifference on
available for salesecurities

Deferred gains orlosses on hedges

Revaluation
reserve for land

Total valuation andtranslation
adjustments

Total Net Assets

31,930(816)

29,962

61,076323,245

Change during the fiscal year
Voluntary retained earnings-

Dividends from retained earnings(2,623)

Net income
Decrease from write-downs ofland revaluation excess
Purchase of treasury stock

44,738

Disposal of treasury stock
Net change in items other thanshareholders’ equity
Total change during the fiscal year

1
7,844

729

(1,106)

7,466

7,466

7,844

729

(1,106)

7,466

50,437

Balance as of March 31, 2013

39,774(86)

28,85568,543

373,683

1,106
(251)

Note: All amounts less than one million yen are rounded down.

35