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(TRANSLATION)

Code of Ethics of Makita Corporation

Exhibit 11.1

1. Honest and ethical conduct; no conflict of interest
2. Compliance with applicable laws and regulations
3. Full, fair, timely and understandable disclosure
4. Accountability for adhering to this Code

Explanation:

|1. |  | Honest and ethical conduct; no conflict of interest                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |  | Each officer and employee is required to act honestly and ethically in all
aspects of the Companys activities.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |  | The Company prohibits, as its policy, any kind of conflict of interest.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |  | Conflict of interest refers to a state when there exists an actual or apparent
conflict between the private interests of an individual and the interests of
the Company. A conflict of interest may arise when an officer or employee has
committed an act or holds an interest that prevents such officer or employee
from performing his or her duties objectively and effectively at the Company.
A conflict of interest may also arise when an officer or employee, or a family
member thereof, obtains any unauthorized personal gains by leveraging his or
her position with the Company.
|  
|   |  | Each officer and employee is responsible for avoiding any outside activity or
economic interest that may create an actual or apparent conflict of interest,
and shall promptly report any conflict of interest, upon its occurrence, to
the Internal Audit Department.                                                                                                                                                                                                                                                                                                                         
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|2. |  | Compliance with applicable laws and regulations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |  | The company engages in a wide range of business activities both in domestic
and overseas markets and is required to comply with the applicable laws and
regulations in each of the countries where it operates. Each officer and
employee is responsible for respecting and complying with all applicable laws
and regulations. In addition, each officer and employee is required to
maintain the confidentiality of any information acquired during the course of
his or her work.                                                                                                           
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|3. |  | Full, fair, timely and understandable disclosure                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |  | As a company listed on both domestic and overseas securities exchanges, the
Company has a large number of shareholders and is subject to various
securities related laws and regulations.                                                                                                                                                                                                                                                                                                                                                                                                      





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| |  | As such, the company is responsible
for providing full, fair, timely and understandable disclosures to
shareholders, investors, governments, securities exchanges and the general
public.
| |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|   |  | Each officer and employee is expected to proactively fulfill this
responsibility.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|-- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
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|4. |  | Accountability for adhering to this Code                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |  | Each officer and employee is personally responsible for thoroughly adhering to
this Code with respect to his or her conducts and for complying with any
Company regulations and applicable laws when performing his or her business
activities.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |  | The values and responsibilities embodied in this Code are very important to
the Company, and are to be taken seriously by every officer and employee.
Adherence to these values and responsibilities requires not only ones own
compliance with the Code but also the promotion of its compliance among
colleagues. Each officer and employee shall promptly report his or her own
violation and, when wrongdoings of a colleague come to his or her attention,
shall take appropriate action such as informing internally with due
consideration paid. Each officer
and employee shall fully understand that the values and responsibilities
outlined in this Code are of utmost importance to the Company, and acknowledge
that he or she shall be subject to disciplinary action that the Company
considers appropriate for any violation of the Code.