Basic Agreement on Integration of Corporations andUniversities

October 14, 2022

Tokyo Medical and Dental University
Tokyo Institute of Technology

Basic Agreement on Integration of Corporations and Universities
National University Corporation Tokyo Medical and Dental University andNational University Corporation Tokyo Institute of Technology (hereinafterreferred to as "both corporations") agree to integrate the two corporations(hereinafter referred to as the "corporate integration"). Tokyo Medical andDental University and Tokyo Institute of Technology (hereinafter referred to as“both universities”), which were established by each corporation respectively,
will also be integrated (hereinafter referred to as the "university integration").
The details of this “Basic Agreement on Integration of Corporations andUniversities” (hereinafter referred to as the “Basic Agreement”) are as follows.
As Designated National University Corporations selected by the Ministry ofEducation, Culture, Sports, Science and Technology, both corporations areexpected not only to lead university reform efforts, but also to develop worldclass educational and research activities in an internationally competitiveenvironment, outside the framework of the domestic competitive environment,and thereby contribute to the growth of society and creation of innovation.
Based on the roles played by both corporations, both corporations aim to forge
a vibrant future together with society as a center of international excellence ineducation and research through an unparalleled integration of DesignatedNational University Corporations and the establishment of a new university(hereinafter referred to as the "integration").
1. Integration and Timing(1) Both corporations agree to integrate the two corporations and the twouniversities. (The integrated corporation shall hereinafter be referred to as the"integrated corporation" and the integrated university shall hereinafter bereferred to as the "New University".)(2) Both corporations aim to complete the corporate integration and theuniversity integration as soon as possible, with the goal of doing so by the endof the fiscal year 2024.
(3) In the university integration following the corporate integration, the degrees,
curricula, and admission capacity of the two universities shall remainunchanged, and any reorganization involving changes in these matters shall be
carried out promptly after the university integration.
2. Purpose of the Integration
The purpose of the university integration is to create a new type of university,
which no other university has been able to achieve, by taking advantage of thetraditions and innovations of both universities.
Until now, both universities have led the development of industry and theprogress of medicine through the cultivation of human resources who canskillfully apply knowledge and technology related to science, engineering,
medicine, and dentistry in a wide range of fields. On the other hand, humanity isfacing a variety of challenges such as the deterioration of the global
environment, emerging and re-emerging infectious diseases, and an aging
society with a declining birthrate, all of which were unimaginable in the past. It
has also been pointed out that further unknown problems may occur in thefuture. Society expects universities to play a greater role in bringing together
their knowledge to solve these global issues.
Therefore, in order to forge a vibrant future together with society, bothcorporations will be integrated and a New University established as a center ofinternational excellence in education and research.
Under pioneering governance, the integrated corporation and the New
University will further acquire external resources, and integrate and utilize theexpanded resources at a high level to dramatically enhance the educational andresearch environment as well as the training environment for students andfaculty members.
The New University has the following goals:(1) It is essential that both universities continue to strengthen their priority fields
and strategic areas that are highly regarded by society. To this end, the New
University will respect research that answers fundamental questions, and while
academically deepening the traditional science and engineering and medical

and dental sciences of both universities, it will create a free-spirited educationaland research environment in which researchers can conduct research rooted intheir interests.
(2) On the other hand, there are limits to what each academic field can do on its
own to address diverse social issues, and it is not enough for academic fields
and departments to work together. Therefore, the New University will establish
a mechanism for collaboration that transcends the boundaries of fields anddepartments. In other words, it will combine the wisdom of science andengineering and medicine and dentistry, which are the strengths of both
universities, respectively. It will also utilize ideas from a wide range ofperspectives, including the liberal arts, humanities, and social sciences, as wellas the fine arts, all of which both universities emphasize, and combine various
academic fields with unconventional thinking. The synergistic effects of these
efforts will lead to the development of convergence science 1, which will lead tochanges in people's behavior and society. As a starting point, a new
educational and research organization will be established as soon as possible.
The fruits of this convergence science will be widely disseminated through joint
development with society and reflect the new comprehensive knowledge
obtained in the process of next-generation educational and research activities,
thereby contributing to decarbonization and total healthcare, and contributing to
the realization of a prosperous and sustainable society in which each individual
can feel a sense of diverse well-being.
(3) Through an educational system that organically links liberal arts education
with specialized education and continuously cultivates knowledge and abilities,
the New University will provide students with advanced expertise in various
fields of natural science, cultivate advanced problem-solving skills throughresearch activities, and develop highly specialized human resources, especially
doctoral students, who will help identify and lead the way to solutions to issues
facing modern society that truly need to be addressed.
(4) The New University will achieve a high degree of diversity, inclusiveness,and equity for all constituents, building a place for the creation of knowledge
and the development of human resources that is open to the world.

Science that develops based on comprehensive knowledge acquired through theconvergence of science and engineering, medicine and dentistry, informatics, liberal arts,humanities, and social sciences.

13. Target Organizational Culture of the New UniversityTo achieve the above objectives, the New University will completely do awaywith the closed organizational culture that Japanese universities have tended tofall into in the past and build a creative space that is open to society at large,
with diverse members who have a renewed sense of equanimity throughworking in an environment emphasizing "free and equal human relationships,"
which should be fundamental to academia. To serve as the cornerstone of sucha new university organizational culture, this integration aims to create
mechanisms and systems in order to realize the following environment.
(1) All members respect each other's expertise and different roles, and takepride in their duties and tasks. In addition, regardless of position or status, allmembers can freely exchange opinions, engage in lively discussions, and work
together to promote better learning, education, research, and socialcontributions.
(2) Members can tackle research goals that are long-term or short-term, basic
or applied, concerning breakthroughs or improvements; work toward thecreation of new academic fields and innovation; take on challenges without fearof failure; and create new knowledge through collaboration and mastery of theirspecialties.
(3) Members will be able to maintain a balance between their own lives and theactivities of the university, and take on new challenges and contribute to society
with a sense of freedom and spontaneity based on their own sense of wellbeing.
4. Name and Location of the Main Office of the Integrated Corporation and theNew University(1) The name of the integrated corporation and the New University shall bedecided promptly.
(2) The location of the main office of the integrated corporation will bedetermined to be in Tokyo.
5. Preparation for the Integration

(1) An "Integration Preparatory Committee" will be established to discussmatters necessary for the integration.
(2) The Integration Preparatory Committee shall have joint chairpersons, whoshall be the heads of both corporations.
(3) The details of the preparatory structure for the integration, including theIntegration Preparatory Committee, shall be determined separately under theheads of both corporations.
6. Selection of the Head of the Integrated Corporation(1) The head of the integrated corporation shall be selected from among
persons of high character and academic excellence, who have the necessary
leadership skills and organizational management experience and skills topreside over the integrated corporation.
(2) The selection of the head of the integrated corporation at the time ofcorporate integration will be conducted according to the following procedures,the details of which will be worked out in the future.
・The selection of the head of the integrated corporation shall be made at thenewly established joint meeting of both corporations (hereinafter referred to as"Joint Meeting"). The members of the Joint Meeting shall be selected in equal
numbers from the members of the President Selection and Supervisory
Councils of both corporations (so that there will be an equal number of external
members). The chairperson of the Joint Meeting shall be elected by themembers from among themselves.
(3) Other details, such as the selection method of the head of the integrated
corporation after the corporate integration, will be worked out in the future.
7. Executive Directors of the Integrated Corporation at the time of Corporate
Integration
The Executive Directors of the integrated corporation at the time of theintegration will be determined in the future.
8. Finance and Budget Execution of the Integrated Corporation

The budget amount allocated to each educational and research organization in
the budget compilation of the integrated corporation during the 4th Mid-term
Target Period will be based on the budget amount allocated to each educationaland research organization in both corporations before the integration.
9. Employment of Faculty Members and Staff
All faculty members and staff who are currently employed by both corporations
at the time of the corporate integration shall become faculty members and staffof the integrated corporation as of the effective date of the corporate integration
unless they are issued a separate personnel announcement.
10. Existing Business Plans of Both Corporations
The integrated corporation will respect to the maximum extent any importantcampus plans and business plans that have already been decided by bothcorporations and that involve large capital investments, etc.
11. For the Future(1) Both corporations shall cooperate on an equal footing and work in good faith
to consider the implementation of the integration.
(2) Except for the treatment stipulated in this Basic Agreement to ensure asmooth transition after the integration, the consideration of the integration shallbe conducted with due care so as not to make any agreement that merely binds
the future generations who will be responsible for the management anddecisions of the integrated corporation and the New University under theirauthority and responsibility (including agreements aiming at the coexistence
and maintenance of the organizations and systems, etc. of the two universities
beyond the 5th Mid-term Target Period).
(3) If any doubt arises in the future regarding the interpretation of the contentsof this Basic Agreement, or if any difference of opinion or an unforeseen
situation arises between both corporations regarding any matter to beconsidered under this Basic Agreement, both corporations shall consult witheach other in good faith and endeavor to resolve the matter.

As evidence of the execution of this Basic Agreement, two (2) copies of thisagreement shall be prepared, each signed by the presidents of bothcorporations, and one copy shall be retained by each corporation.

October 14, 2022―――――――――――――――――――――――

Yujiro TANAKA
President
National University Corporation
Tokyo Medical and Dental University

Kazuya MASUPresident
National University Corporation
Tokyo Institute of Technology