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REG-Mitsui & Co Ltd Reappointment of Directors and Audit & Supervisory Board Member - Replacement

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Reappointment of Directors and Audit & Supervisory Board Member -
Replacement

 

The following amendment should be made to the Mitsui & Co Ltd
Miscellaneous - Medium Priority announcement released at 08:53 GMT today.

The headline has been amended to 'Reappointment of Directors and Audit &
Supervisory Board Member'

All other details remain unchanged.

The full corrected version is shown below.

This announcement is for our U.S.$5,000,000,000 Euro Medium Term Note
Programme.

To whom it may concern

March 24, 2021

Mitsui & Co., Ltd.

Reappointment of Directors and Audit & Supervisory Board Member

We hereby inform the following reappointment of External Directors and Audit
& Supervisory Board Member, which were approved at our Board of Directors'
meeting today.

Content list

Ⅰ. Directors;

1) External Directors*

Ⅱ. Audit & Supervisory Board Member;

1) External Audit & Supervisory Board Member**

* Appointment of Director is subject to approval at the upcoming General
Meeting of Shareholders to be held on June 18, 2021.

** Appointment of Audit & Supervisory Board Member is subject to approval
at the upcoming General Meeting of Shareholders to be held on June 18, 2021.

 Attachment 


 1. Structure of Board of Directors and Audit & Supervisory Board after the
General Meeting of Shareholders to be held on June 18, 2021


 1. Number of Directors and Audit & Supervisory Board Members after the
General Meeting of Shareholders to be held on June 18, 2021


 1. Reasons for Reappointment of Directors and Audit & Supervisory Board
Member

 


 1. Directors- RelatedPersonnel Informations

1) External Directors - 5 Directors*

*Subject to approval at the upcoming General Meeting of Shareholders to be
held on June 18, 2021
 Name                New                Present            
 Izumi Kobayashi     External Director  External Director  
 Jenifer Rogers      External Director  External Director  
 Samuel Walsh        External Director  External Director  
 Takeshi Uchiyamada  External Director  External Director  
 Masako Egawa        External Director  External Director  



 1. Audit & Supervisory Board Member- Related Personnel Informations

1) External Audit & Supervisory Board Member- 1 Member**

**Subject to approval at the upcoming General Meeting of Shareholders to be
held on June 18, 2021
 Name           New                                            Present                                        
 Kimitaka Mori  External Audit & Supervisory Board Member      External Audit & Supervisory Board Member      


End

Attachment (1)

Structure of Board of Directors and Audit & Supervisory Board after the
General Meeting of Shareholders to be held on June 18, 2021;

Representative Director,

Chairman of the Board of Directors Tatsuo Yasunaga

Representative Director, President and CEO Kenichi Hori

Representative Director Takakazu Uchida

Representative Director Hirotatsu Fujiwara

Representative Director Shinichiro Omachi

Representative Director Yoshio Kometani

Representative Director Miki Yoshikawa

Representative Director Motoaki Uno

Representative Director Yoshiaki Takemasu

* Director Izumi Kobayashi

* Director Jenifer Rogers

* Director Samuel Walsh

* Director Takeshi Uchiyamada

* Director Masako Egawa

Audit & Supervisory Board Member Makoto Suzuki

Audit & Supervisory Board Member Kimiro Shiotani

* Audit & Supervisory Board Member Haruka Matsuyama

* Audit & Supervisory Board Member Hiroshi Ozu

* Audit & Supervisory Board Member Kimitaka Mori

*External Directors/Audit & Supervisory Board Members

Attachment (2)

Number of Directors and Audit & Supervisory Board Members after the
General Meeting of Shareholders to be held on June 18, 2021;

I. Directors;
 Representative Director, Chairman of the Board of Directors  1 person    
 Representative Director, President and CEO                   1 person    
 Representative Directors                                     7 persons   
 External Directors                                           5 persons   
 Total numbers of Directors                                   14 Persons  



 1. Audit & Supervisory Board Members;
 Full-time Audit & Supervisory Board Members             2 persons  
 External Audit & Supervisory Board Members              3 persons  
 Total numbers of Audit & Supervisory Board Members      5 persons  



 1. Directors and Audit & Supervisory Board Members;
                                                                        19 persons                       
 
                                                                      
                                
 Total numbers of Directors and Audit & Supervisory Board Members       (including 8 External Members)   
                                                                        
                                
                                                                                                         


Attachment (3)

Reasons for Reappointment of Directors and Audit & Supervisory Board
Member
 Name                 Reasons for Reappointment of Directors and Audit & Supervisory Board             
                      Member                                                                           
                                                                                                       
 
                    
                                                                                
                      Mr. Yasunaga served as General Manager of Corporate Planning & Strategy          
 
                    Division and COO of Integrated Transportation Systems Business Unit, etc. and    
                      then spent about six (6) years from April 2015 to date as President of the       
 
                    Company. During this time, he showed outstanding managerial skills and made a    
                      significant contribution to the Company’s growth. After his appointment as       
 
                    Chairman of the Board of Directors in April 2021, he will focus his efforts on   
                      external activities and on supervision of management, and contribute to the      
 
                    operation of a highly effective Board of Directors. We have selected Mr.         
 Tatsuo Yasunaga      Yasunaga as a candidate for another term as Director so that he may utilize      
                      his wide-ranging management experience and deep knowledge of corporate           
                      governance to strengthen the Company’s governance.                               
                      
                                                                                
                      Mr. Yasunaga’s role as Chairman of the Board of Directors of the Company         
                      chiefly involves carrying out supervision of management. He will not             
                      concurrently serve as an executive officer and will not be involved in the       
                      execution of day-to-day business operations.                                     
                                                                                                       
 
                    
                                                                                
                      Mr. Hori has superior expertise and an excellent track record in the Chemicals   
 
                    area and Innovation & Corporate Development area and also possesses a            
                      character suitable for the executive management of the Company. Mr. Hori was     
 
                    appointed Director in June 2018 to exercise his excellent managerial skills      
                      accumulated through his experience in roles including secondment to Novus        
 
                    International Inc., General Manager of Investor Relations Division, General      
                      Manager of Corporate Planning & Strategy Division, and COO of Nutrition          
 
                    & Agriculture Business Unit and appointed to be CEO as from April 2021.          
 Kenichi Hori         
                                                                                
                      Mr. Hori is expected to adequately fulfill his roles in both decision-making     
                      and supervision of business execution as CEO and Director. We expect that Mr.    
                      Hori will demonstrate clear leadership for continuing our drive to increase      
                      corporate value by pursuing "Transform and Grow" amid the dramatic changes in    
                      the business environment, and therefore selected him as a candidate for          
                      another term as Director.                                                        
                                                                                                       
 
                    
                                                                                
                      Mr. Uchida has superior specialist knowledge and an excellent track record in    
 
                    accounting and finance-related operations and also possesses a character         
                      suitable for being a part of the Company’s management. Mr. Uchida was            
 
                    appointed Director in June 2018 to exercise his accumulated excellent            
                      managerial skills through his experience in roles including General Manager of   
 
                    Market Risk Management Division, General Manager of Finance Division.            
 Takakazu Uchida      Currently, Mr. Uchida is supervising finance related Corporate Staff Unit as     
                      CFO, and showing outstanding managerial skills based on his advanced expertise   
                      in the Company’s businesses. We have selected Mr. Uchida as a candidate for      
                      another term as Director so that he may utilize this experience and expertise    
                      in decision-making and supervision of business execution by the Board of         
                      Directors.                                                                       
                                                                                                       
 
                    
                                                                                
                      Mr. Fujiwara has superior expertise and an excellent track record in the         
 
                    Energy area and also possesses a character suitable for being a part of the      
                      Company’s management. Mr. Fujiwara was appointed Director in June 2019 to        
 
                    exercise his accumulated excellent managerial skills through his experience in   
                      roles including General Manager of Planning and Administrative Division          
 
                    (Energy) and COO of Energy Business Unit II. Currently, Mr. Fujiwara is          
 Hirotatsu Fujiwara   supervising human resources & general affairs, legal, and logistics, etc.        
                      related Corporate Staff Unit as CHRO and CCO, and showing outstanding            
                      managerial skills based on his advanced expertise in the Company’s               
                      businesses. We have selected Mr. Fujiwara as a candidate for another term as     
                      Director so that he may utilize this experience and expertise in                 
                      decision-making and supervision of business execution by the Board of            
                      Directors.                                                                       
                                                                                                       
 
                    
                                                                                
                      Mr. Omachi has superior expertise and an excellent track record in the Mineral   
 
                    & Metal Resources area and also possesses a character suitable for being a       
                      part of the Company’s management. Mr. Omachi was appointed Director in June      
 
                    2020 to exercise his accumulated excellent managerial skills through his         
                      experience in roles including General Manager of the Investment Administrative   
 
                    Division, COO of Mineral & Metal Resources Business Unit, and the                
                      president of Mitsui & Co., India Pvt. Ltd. Currently, Mr. Omachi is              
 
                    supervising the Corporate Planning & Strategy Div., the Investment               
 Shinichiro Omachi    Administrative Div., and other corporate staff units as CSO, and showing         
                      outstanding managerial skills based on his advanced expertise in the             
                      Company’s businesses. We have selected Mr. Omachi as a candidate for another     
                      term as Director so that he may utilize this experience and expertise in         
                      decision-making and supervision of business execution by the Board of            
                      Directors.                                                                       
                                                                                                       
 
                    
                                                                                
                      Mr. Kometani has superior expertise and an excellent track record in the         
 
                    Machinery & Infrastructure area and also possesses a character suitable          
                      for being a part of the Company’s management. Mr. Kometani was appointed         
 
                    Director in June 2019 to exercise his accumulated excellent managerial skills    
                      through his experience in roles including General Manager of Planning &          
 
                    Administrative Division (Infrastructure Projects Business Unit), Deputy COO of   
                      Asia Pacific Business Unit and COO of Infrastructure Projects Business Unit.     
 
                    Currently, Mr. Kometani is supervising Infrastructure Projects Business Unit,    
 Yoshio Kometani      Mobility Business Unit I and II, Energy Solution Business Unit, and ICT          
                      Business Unit and Integrated Digital Strategy Div. as CDIO, showing              
                      outstanding managerial skills based on his advanced expertise in the             
                      Company’s businesses. We have selected Mr. Kometani as a candidate for           
                      another term as Director so that he may utilize this experience and expertise    
                      in decision-making and supervision of business execution by the Board of         
                      Directors.                                                                       
                                                                                                       
 
                    
                                                                                
                      Mr. Yoshikawa has superior expertise and an excellent track record in Food       
 
                    & Retail business area and also possesses a character suitable for being a       
                      part of the Company’s management. Mr. Yoshikawa was appointed Director in        
 
                    June 2020 to exercise his accumulated excellent managerial skills through his    
                      experience in roles including the president of an affiliated company in Japan,   
 
                    the COO of the Food Business Unit, as well as in the development of retail       
                      systems, and exiting from unsuccessful businesses. Currently, Mr. Yoshikawa is   
 
                    supervising Food Business Unit, Retail Business Unit, and Healthcare &           
 Miki Yoshikawa       Service Business Unit, and showing outstanding managerial skills based on his    
                      advanced expertise in the Company’s businesses. We have selected Mr.             
                      Yoshikawa as a candidate for another term as Director so that he may utilize     
                      this experience and expertise in decision-making and supervision of business     
                      execution by the Board of Directors.                                             
                                                                                                       
 
                    
                                                                                
                      Ms. Kobayashi has deep insight in organizational management and risk             
 
                    management for generating innovation, which she has accumulated through her      
                      experience working as the representative of private sector financial             
 
                    institutions and a multilateral development bank. She speaks out actively from   
                      diverse perspectives at the Board of Directors meetings, making a significant    
 
                    contribution to deepening the discussion. In the year ending March 31, 2021,     
                      she served as a member of the Remuneration Committee, and contributed to the     
 
                    discussions related to the design of a remuneration system for Officers and      
 Izumi Kobayashi      evaluation of Officers. In addition, as chair of the Nomination Committee, she   
                      exercised strong leadership in enhancing the transparency and efficiency of      
                      the procedures for the CEO succession plan. In view of these points we have      
                      selected Ms. Kobayashi as a candidate for another term as External Director so   
                      that she may continue to advise and supervise the Company’s management.          
                                                                                                       
 
                    
                                                                                
                      Ms. Rogers has a global perspective and deep insight in risk management          
 
                    cultivated through her experience working for international financial            
                      institutions and her experience in legal work as an in-house counsel. She        
 
                    makes many useful comments concerning risk control at the Board of Directors     
                      meetings, making a significant contribution to enhancing the supervision         
 
                    function of the Board of Directors. In the year ending March 31, 2021, she       
 Jenifer Rogers       served as a member of the Governance Committee, actively provided her opinions   
                      with the aim of creating a highly transparent governance system. In view of      
                      these points we have selected Ms. Rogers as a candidate for another term as      
                      External Director so that she may continue to advise and supervise the           
                      Company’s management.                                                            
                                                                                                       
 
                    
                                                                                
                      Mr. Walsh has global expertise and excellent management skills cultivated        
 
                    through his long years working in upper management within the automobile         
                      industry and as chief executive officer of an international natural resources    
 
                    company. At the Board of Directors meetings, he makes many proposals and         
                      suggestions from a broad-minded standpoint based on his abundant business        
 
                    management experience, and makes significant contributions to active             
                      discussions at the meetings of the Board of Directors, and to improving the      
 
                    effectiveness of said meetings. In the year ending March 31, 2021, he served     
 Samuel Walsh         as a member of the Governance Committee, actively provided his opinions with     
                      the aim of creating a highly transparent governance system. He has diverse       
                      perspectives based on global corporate management experience and expertise and   
                      knowledge related to capital policy and business investment. We have selected    
                      Mr. Walsh as a candidate for another term as External Director so that he may    
                      continue to advise and supervise the Company’s management.                       
                                                                                                       
 
                    
                                                                                
                      Mr. Uchiyamada has long been involved in research and development on             
 
                    environmental and safety technologies at Toyota Motor Corporation that could     
                      realize a mobility society called for by today’s society, as well as in the      
 
                    development of products demanded by consumers, and has been exercising his       
                      excellent managerial skills as an executive officer of Toyota Motor              
 
                    Corporation. At the Board of Directors meetings, he makes many proposals and     
                      suggestions from a broad-minded standpoint based on his management experience    
 
                    at a global company and his in-depth knowledge of society in general, and        
 Takeshi Uchiyamada   makes significant contributions to active discussions at the meetings of the     
                      Board of Directors, and to improving the effectiveness of said meetings. In      
                      the year ending March 31, 2021, he served as a member of the Nomination          
                      Committee, and contributed to the discussions with the aim of enhancing the      
                      transparency and efficiency of the procedures for the CEO succession plan. In    
                      view of these points we have selected Mr. Uchiyamada as a candidate for          
                      another term as External Director so that he may continue to advise and          
                      supervise the Company’s management.                                              
                                                                                                       
 
                    
                                                                                
                      Ms. Egawa has been selected as a candidate for the Board of Directors to         
 
                    capitalize on her excellent judgment encompassing financing and corporate        
                      management acquired through experience at international financial                
 
                    organizations and by her research in corporate governance. She demonstrated      
                      her organizational management capabilities as the Executive Vice President of    
 
                    The University of Tokyo and a member of the Japan Advisory Board of Harvard      
                      Business School. Her broad range of public contributions includes the            
 
                    activities at the Japan-United States Conference on Cultural and Educational     
                      Interchange and councils of the Ministry of Finance. In the year ending March    
 
                    31, 2021, she served as a member of the Governance Committee, actively           
                      provided her opinions with the aim of creating a highly transparent governance   
 
                    system. In addition, as a member of the Remuneration Committee, she              
 Masako Egawa         contributed to the discussions related to the design of a remuneration system    
                      for Officers and evaluation of Officers. In view of these points we have         
                      selected Ms. Egawa as a candidate for another term as External Director so       
                      that she may continue to advise and supervise the Company’s management.          
                      Although Ms. Egawa has not been directly involved in corporate management, the   
                      company holds high expectations with respect to her providing advice and         
                      supervision over the company's activities.                                       
                                                                                                       
 
                    
                                                                                
                      Mr. Mori has advanced expertise in corporate accounting, accounting audit        
 
                    activities and risk management through his many years of experience as a         
                      certified public accountant. Since being first appointed as Audit &              
 
                    Supervisory Board Member in June 2017, he has contributed to the supervisory     
                      function of the Audit & Supervisory Board and the Board of Directors by          
 
                    providing valuable advice and opinion from a neutral and objective perspective   
                      based on his advanced expertise. In addition, Mr. Mori has been serving as a     
 
                    member of the Remuneration Committee since his acceptance of the appointment     
 Kimitaka Mori        as Audit & Supervisory Board Member, and as a committee chair after June         
                      2020, he exercised strong leadership in deepening discussions for enhancing      
                      the transparency of a remuneration system for Officers and the effective         
                      operation of a performance review system for Officers. Although Mr. Mori has     
                      no direct experience participating in corporate management, in light of the      
                      above points, we have selected him as a candidate for another term as External   
                      Audit & Supervisory Board Member so that he may continue to audit and            
                      supervise the Company’s management.                                              


 



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