Upholding “We lead with innovative solutions to achieve KAITEKI, the well-being of people and the planet” as its Purpose, the Mitsubishi Chemical 실시간 스포츠 배팅 사이트 Corporation (MCG) 실시간 스포츠 배팅 사이트 aims to become Green Specialty Company that progress to results to customers with the power of materials.
For Realizing KAITEKI, in accordance with these guidelines, MCG shall establish a system to enhance both the soundness and efficiency of business administration, improve the transparency of its business administration through suitable disclosure of information and dialog better suitable 실시간 스포츠 배팅 사이트 governance system.

• Development of a framework that improves the soundness and efficiency of management
• Enhancement of management transparency
• Attachment 1: Policy on Dialogue with Shareholders
• Attachment 2: Standards for Independence of Outside 실시간 스포츠 배팅 사이트

Development of a framework that improves the soundness and efficiency of management

1. Holding Company System and Institutional Design

(1) Holding company system

In order to improve 실시간 스포츠 배팅 사이트 value through agile management based on the Group’s comprehensive strengths in the four business segments of Specialty Materials, MMA & Derivatives, Basic Materials & Polymers and Industrial Gases, MCGado management functions and individual business operation functions.

(2) Institutional design

MCG adopts a company with a nominating committee, etc. in a bid to enhance management transparency and openness, strengthen management oversight functions and improve management agility by accelerating decision-making.

2. Board of 실시간 스포츠 배팅 사이트

(1) Roles

The Board of Directors determines basic management policies (실시간 스포츠 배팅 사이트 philosophy, medium-term management plans, annual budgets, etc.), and supervises the overall management.
In principle, the Board of Directors delegates authority to 실시간 스포츠 배팅 사이트 executive officers to make business execution decisions based on the basic management policies.

(2) Constitution

In order to establish the Group’s basic management policies and oversee management appropriately, MCG appoints directors from a multifaceted viewpoint by defining expected universal skills—실시간 스포츠 배팅 사이트 management, global business, and risk management—and skill affairs, compliance, finance, our industry and related industries, and technology/science/digital knowledge.
Furthermore, in a bid to enhance oversight functions, a majority of the Board of Directors shall not concurrently serve as 실시간 스포츠 배팅 사이트 Executive Officers.

(3) Leading Independent Outside Director

ⅰ.With a view to strengthen the independence of the Board of 실시간 스포츠 배팅 사이트 and strengthening cooperation between executive officers and outside 실시간 스포츠 배팅 사이트, the Company shall appoint the leading independent outside director.
ii. The roles of the Leading Independent Outside 실시간 스포츠 배팅 사이트 are as follows.
·Collect the opinions of outside 실시간 스포츠 배팅 사이트 and hold discussions with the chairman of the board of 실시간 스포츠 배팅 사이트 and the president of executive officers.
·It presides over a conference body consisting only of outside 실시간 스포츠 배팅 사이트.
iii. The leading independent outside director shall be selected by mutual selection of outside 실시간 스포츠 배팅 사이트.

(4) Outside Director Liaison Committee / Director Liaison Committee

ⅰ. Outside Director Liaison Committee shall be held regularly as a place for the exchange of information and the sharing of views from an independent and objective standpoint of outside 실시간 스포츠 배팅 사이트.
ii. Director Liaison Committee shall be held as necessary as a place for sharing important management information as well as a place for a frank exchange of views on management issues.

(5) Evaluation of the Board’s effectiveness

The Board of 실시간 스포츠 배팅 사이트 shall evaluate its effectiveness every year and disclose the outline of the results. To ensure the professionalism of the evaluation method and the objectivity of the evaluation process, evaluations by a third-party organization shall be conducted

3. Committees

(1) Nominating Committee

ⅰ.Roles and constitution

The Nominating Committee determines the contents of the proposal for the election and dismissal of 실시간 스포츠 배팅 사이트 to the general meeting of shareholders, and the contents of the proposal to the Board of 실시간 스포츠 배팅 사이트 regarding the selection and dismissal of the President. In consideration of transparency outside director serves as the head of the committee.

ⅱ.Succession planning for the President

MCG shall appoint a person who is well acquainted with the 실시간 스포츠 배팅 사이트’s diverse business activities as successor to the President.

(2) Audit Committee

The Audit Committee audits the execution of duties by 실시간 스포츠 배팅 사이트 executive officers and directors, and reviews the Group’s internal control system, etc. In consideration of transparency and fairness in the audit, an outside director serves as the head of thengmite appointing full-time audit committee members from within the company, enhancing the functions of the audit committee secretariat, and ensuring the smooth collection of information from each division of MCG, internal control and to forge closer ties with audit divisions and the accounting auditor.

(3) Compensation Committee

The Compensation Committee determines the individual amount of remuneration for each director and 실시간 스포츠 배팅 사이트 executive officer. In consideration of transparency and fairness in the process of determining remuneration, an outside director serves as the head of the committee.

4. Support system for 실시간 스포츠 배팅 사이트

(1) Training

MCG shall explain to outside directors the 실시간 스포츠 배팅 사이트’s business contents and organization on a continuing basis, and provide opportunities to visit domestic and overseas business sites as well as opportunities for dialogue with the management on a regular basis.
For internal 실시간 스포츠 배팅 사이트, opportunities to develop qualities suitable for 실시간 스포츠 배팅 사이트 shall be provided through external seminars held by various organizations, in addition to trainings on compliance and internal control.

(2) Access to external specialists

실시간 스포츠 배팅 사이트 may use, as needed, external specialists such as lawyers and public accountants at the company’s cost.

5. Accounting auditor

With regard to ensuring the reliability of financial reports by the accounting auditor, MCG shall make appropriate responses in order to establish an adequate supervisory system through the cooperation of the Audit Committee, internal control divisions and audit division
The Audit Committee shall evaluate the effectiveness of audit by the accounting auditor every year and determine the adequacy of re-electing the accounting auditor.

6. Business execution system

(1) 실시간 스포츠 배팅 사이트 executive officer

실시간 스포츠 배팅 사이트 executive officers, under the guidance of the President, carries out business management of the Group based on the segregation of duties. In addition, the 실시간 스포츠 배팅 사이트 Executive Officers Committee which is composed all 실시간 스포츠 배팅 사이트 executive business management of the Group.

(2) Operating company

Operating companies, under the Group business management by MCG, shares the Group’s business principles and policies in operating business. Important matters are subject to discussion and decision by MCG’s 실시간 스포츠 배팅 사이트 Executive Officers Committee. Listed subsidia Committee in advance.

(3) Development of an internal control system

ⅰ.Basic policies

The Board of Directors shall determine basic management policies concerning the establishment of an internal control system in a bid to ensure proper operations at the 실시간 스포츠 배팅 사이트 as a whole, and oversee the situations of establishment and administration of the system concerning matters such as management.

ⅱ.Whistleblowing contact centers

MCG shall establish compliance hotlines to receive reports and consultations regarding compliance issues, etc. In addition to within the company, hotline contact centers shall also be established at external agencies for the convenience of whistleblowers. treatments that would cause disadvantage to the whistleblowers shall be prohibited. The operation of the hotline shall be reported to the Board of 실시간 스포츠 배팅 사이트 as needed.

(4) Ensuring diversity

MCG aims to become an organization with creativity and resilience to change by developing an environment where diverse personnel of different backgrounds such as gender, race and culture respect each other and can exercise their capabilities.

Enhancement of management transparency

1. Appropriate disclosure

MCG seeks to enhance the understanding of stakeholders including shareholders and customers in MCG’s 실시간 스포츠 배팅 사이트 activities by actively disclosing financial information such as management strategies, financial conditions and operating results, as well a

2. Dialogue with stakeholders

(1) Basic stance

MCG has an active and constructive dialogue with stakeholders such as shareholders and customers through various opportunities, and aims to cooperate for the realization of KAITEKI by sharing issues and goals.

(2) Dialogue with shareholders

MCG shall establish systems and undertake efforts to promote constructive dialogue with shareholders in accordance with the “Policies on Dialogue with Shareholders” (Attachment 1).

(3) Materiality assessment

MCG shall identify important issues (materiality) that must be addressed by the Group while bearing in mind the stakeholders’ perspective, and prioritize important issues while taking into consideration the impact of 실시간 스포츠 배팅 사이트 activities on sta

3. Policies concerning 실시간 스포츠 배팅 사이트 management, capital policies and cross-shareholdings

(1) Medium-term consolidated management plan

MCG draws up for the 실시간 스포츠 배팅 사이트 a management policy, a medium- to long-term basic management strategy, and a medium-term consolidated management plan based on the management strategy, and discloses their outlines.
The Board of Directors receives reports on the progress of the medium-term consolidated management plan from 실시간 스포츠 배팅 사이트 executive officers on a regular basis and provides appropriate oversight and recommendations to achieve the plans.

(2) Capital policy

Capital policies shall be described in the medium-term consolidated management plan, etc. When deciding a capital policy that would lead to a change in control or substantial dilution, MCG shall disclose information appropriately.

(3) Policy on cross-shareholdings

MCG and operating companies (excluding listed subsidiaries) shall acquire and hold shares of clients, etc. if the shareholding contributes to medium- to long-term improvement in 실시간 스포츠 배팅 사이트 value. The Board of Directors shall review the adequacy of Such will proceed to sell such cross-shareholdings as assessed insufficient in adequacy as a result of the review.
The exercise of voting rights of the cross-shareholdings shall be determined from the perspective of medium- to long-term improvement in 실시간 스포츠 배팅 사이트 value of clients, etc.

4. Policy on appointment/dismissal of 실시간 스포츠 배팅 사이트 executive officers and nomination of candidates for directors

(실시간 스포츠 배팅 사이트 executive officers)

The Board of Directors appoint persons who fulfill the following criteria as 실시간 스포츠 배팅 사이트 executive officers:

• possesses abundant experience, deep expertise and insight in each responsible area, objective and fair judgment and a high level of business management capability.
• possesses high ethical standards and a law-abiding mind.
• healthy enough to fulfill responsibilities as a 실시간 스포츠 배팅 사이트 Executive Officer.

Meanwhile, the Nominating Committee may dismiss the 실시간 스포츠 배팅 사이트 executive officer who materially violates one of the criteria above.

(실시간 스포츠 배팅 사이트)

The Nominating Committee nominates persons who fulfill the following criteria as candidates for 실시간 스포츠 배팅 사이트:

• possesses deep insight as well as objective and fair judgment, which are necessary to fulfill the responsibilities of a director of Company with Nominating Committee, etc.
• possesses high ethical standards and a law-abiding mind.
• healthy enough to fulfill the responsibilities as a director.
• be able to secure diversity (including gender and nationality) among outside 실시간 스포츠 배팅 사이트.
• For outside 실시간 스포츠 배팅 사이트, fulfills independence standards that are separately stipulated (Attachment 2), and be able to secure enough time to execute business.

5. Policy on deciding remuneration for directors and 실시간 스포츠 배팅 사이트 executive officers

Systems for Directors and for 실시간 스포츠 배팅 사이트 Executive Officers are separate, and remuneration is determined by the Compensation Committee based on the following concepts:

(실시간 스포츠 배팅 사이트)

• Given their role of overseeing and auditing management of the Company from an independent and objective standpoint, remuneration for Directors shall be mainly consist of basic remuneration (fixed remuneration). In order to encourage supervising and providing investors with an eye to enhancing 실시간 스포츠 배팅 사이트 and shareholder value, stock remuneration not linked to performance shall be paid in addition to basic remuneration.
• In order to secure personnel suitable for executing the responsibilities of 실시간 스포츠 배팅 사이트 of the Company with a Nominating Committee, etc., the level of remuneration shall be determined by considering the levels of other companies, expected roles/functions, hour factors.

(실시간 스포츠 배팅 사이트 executive officers)

• A remuneration plan shall be the one that makes officers conscious of the integrated practice of the three axes (MOS/MOT/MOE) for realizing the MCG 실시간 스포츠 배팅 사이트’s Purpose.
• A remuneration plan shall be the one that effectively functions as an incentive to enhance short-term and medium and long-term performance and improve sustainable 실시간 스포츠 배팅 사이트 value and shareholder value.
• The level of remuneration shall be a level competitive enough to acquire and keep good management personnel who lead the sustainable growth of the MCG 실시간 스포츠 배팅 사이트.
• Remuneration shall be determined through a fair and reasonable decision-making process that can fulfill accountability for all stakeholders including shareholders, customers, and employees.

[Revision and abolition]

The revision or abolition of these guidelines shall be approved by the Board of 실시간 스포츠 배팅 사이트, provided, however, that, minor revisions, such as a revision due to an amendment of reference rules, may become effective by appr

Established: November 5, 2015
Revised: April 1, 2017
November 20, 2017
May 16, 2018
August 22, 2018
11월 1, 2018
March 7, 2019
May 24, 2019
August 28, 2020
October 1, 2020
July 8, 2021
April 1, 2022
July 8, 2022
May 19, 2023
March 29, 2024
December 13, 2024
11월 1, 2025

Attachment 1: Policy on Dialogue with Shareholders

MCG will ensure appropriate disclosure so as to gain the trust of our shareholders and encourage long-term holding of MCG’s shares. MCG also intends to engage in active dialogue with shareholders and reflect it
Disclosure to and dialogue with shareholders shall be implemented by each relevant department, in cooperation with each other, under the supervision of the President, officer in charge of IR and officer in charge of Legal. Opinions obtained th etc., and shared by the management.
Insider information is managed in accordance with internal regulations such as our information security policy.
Major activities concerning disclosure to and dialogue with shareholders are as follows:

<General meeting of shareholders

MCG views the general meeting of shareholders as a place for dialogue with shareholders, and strives to actively disclose information through notice of the general meeting of shareholders, etc., as well as offer detailed explanation meeting.

<Addressing institutional investors

In addition to business briefings that are attended by the President and officers in charge, MCG carries out visits and presentations by the President, CFO, the department in charge of investor relations, etc. to institutional investors in Japan and abroad, aswell

<Presentations for individual investors

The department in charge of investor relations participates in presentations for individual investors to explain MCG’s businesses and future business development, etc.

<Integrated Information Hub

MCG discloses information in a timely manner through the Integrated Information Hub, a portal page that consolidates links to our financial and non-financial information published on our website.

Attachment 2: Standards for Independence of Outside 실시간 스포츠 배팅 사이트

The Company shall elect those as Outside 실시간 스포츠 배팅 사이트 who do not fall under any of the following and are capable of overseeing the Company’s management from a fair and neutral standpoint, free of a conflict of interest with general shareholders.

1. Related party of the Company

(1) Person engaged in execution of operation of the MCG Group (executive director, 실시간 스포츠 배팅 사이트 executive officer, executive officer, manager, employee, partner, etc. The same shall apply hereafter.)
(2) Person who was engaged in execution of operation of the MCG 실시간 스포츠 배팅 사이트 over the last 10 years

2. Major shareholder

A person who directly or indirectly holds 10% or more of MCG’s total voting rights or a person engaged in execution of operation of a company that directly or indirectly holds 10% or more of MCG’s

3. Major business partner

(1) A person engaged in execution of operation of a company*1 whose major business partner includes MCG and 실시간 스포츠 배팅 사이트 Major Subsidiaries (Mitsubishi Chemical Corporation and Nippon Sanso Holdings Corporation. The same shall apply hereafter.)
(2) A person engaged in execution of operation of a major business partner*2 of MCG and 실시간 스포츠 배팅 사이트 Major Subsidiaries

4. Accounting Auditor

Accounting Auditor of the MCG 실시간 스포츠 배팅 사이트 or an employee thereof

5. Transaction as an individual

A person who receives money and other financial benefits of 10 million yen or more per year from any of MCG and 실시간 스포츠 배팅 사이트 Major Subsidiaries

6. Donation

A person who receives a donation or financial assistance of 10 million yen or more per year from any of MCG and 실시간 스포츠 배팅 사이트 Major Subsidiaries or a person engaged in execution of operation of a company that receives a donation or financial ass any of MCG and 실시간 스포츠 배팅 사이트 Operating Companies

7. Reciprocal assumption of the position of Director

A person engaged in execution of operation of a company that has elected any of the Directors and employees of the MCG 실시간 스포츠 배팅 사이트 as its Director

8. Close relatives, etc.

(1) Close relatives, etc. of a person engaged in execution of important operations of the MCG 실시간 스포츠 배팅 사이트 (spouse, relatives within the second degree of relationship or any person who shares the same livelihood. The same shall apply hereaf
(2) Close relatives, etc. of any person who meets the definition of items 3 through 7 above
(3) A person who met the definition of items 3 through 7 above over the last three years

• *1If the said business partner receives from MCG and 실시간 스포츠 배팅 사이트 Major Subsidiaries an amount equivalent to 2% or more of its annual consolidated net sales in the latest fiscal year, this company shall be considered as the one whose major business partner includes
• *2If MCG and 실시간 스포츠 배팅 사이트 Major Subsidiaries receives from the said business partner an amount equivalent to 2% or more of MCG’s annual consolidated net sales in the latest fiscal year or the said business partner loans to the MCG 실시간 스포츠 배팅 사이트 an amount equivalent to 2 said business partner shall be considered as a major business partner of MCG.