１．Appointment of Directors and Corporate Auditors

The information herein outlines Mitsubishi Corporation’s approach to appointing its Directors and Corporate Auditors.

Each appointment is discussed separately by the Governance & Compensation Committee, whose members consist mainly of Independent Directors and Independent Corporate Auditors^*. The final decisions are made by Mitsubishi Corporation’s Board of Directors.

*All independent directors or independent corporate auditors fulfill the conditions of an independent director or an independent corporate auditor, as specified by the Tokyo Stock Exchange and other exchange in Japan.

(1) Directors

Mitsubishi Corporation’s Directors are experienced and knowledgeable specialists who are appointed from both within and outside the company. Their combined expertise is needed to ensure that the company’s decision making and management oversight are appropriate for a sogo shosha involved in diverse businesses and industries.

In addition to the Chairman of the Board and the President & CEO, Mitsubishi Corporation’s In-house Directors are elected from Executive Officers responsible for companywide management, Corporate Staff operations, and other areas. Outside Directors are elected from highly experienced corporate managers. They possess specialized expertise and objectivity on global developments and socio-economic trends.

(2) Corporate Auditors

Mitsubishi Corporation’s Corporate Auditors are highly experienced specialists who are also appointed from both within and outside the company. Their combined expertise is needed to ensure thorough audits that promote healthy development of the company’s management practices, enhance its reputation, and grow the trust that society places in it.      

In-house full-time Corporate Auditors possess knowledge and experience in companywide management, finance, accounting, risk management, and other areas. Outside Corporate Auditors possess extensive expertise and experience in a wide variety of business fields.

 

２．Appointment of Directors for FY2015
(at the June 19 Ordinary General Meeting of Shareholders)

（１）   Director to be Appointed as of June 19, 2015：

Name	New	Present
NISHIYAMA, Akihiko	Member of the Board (External)	―

（Note）Biography for Mr. NISHIYAMA is attached.

（２）   Director to Retire as of June 19, 2015：

Name	New	Present
ITO, Kunio	Retiring	Member of the Board (External)

 

３．Reasons for Director and Corporate Auditor Nominations (including Re-nominations)

(1)       Director Nominations

	Name	Reasons for Nomination
In-House	KOJIMA, Yorihiko (Re-nominated)	Mr. Kojima joined Mitsubishi Corporation (MC) in 1965. His career has been spent primarily in machinery business, during which he has held the following posts (among others): Managing Director, Administration [A] Chief Business Development & Coordination Officer Group CEO, New Business Initiative Group President & CEO (2004 – 2010) Chairman of the Board (2010 – present) MC has re-nominated Mr. Kojima as a Director. He possesses a wealth of experience at MC covering business and general sogo-shosha management, as well as global business experience and expertise in management and administrative operations.
	KOBAYASHI, Ken (Re-nominated)	Mr. Kobayashi joined MC in 1971. His career has been spent primarily in machinery business, during which he has held the following posts (among others): General Manager, Singapore Branch Division COO, Plant Project Division Division COO, Ship, Aerospace & Transportation Systems Division Group CEO, Industrial Finance, Logistics & Development Group President & CEO (2010 – present) MC has re-nominated Mr. Kobayashi as a Director. He possesses a wealth of experience at MC covering business and general sogo-shosha management, as well as global business experience and expertise in management and administrative operations.
	NAKAHARA, Hideto (Re-nominated)	Mr. Nakahara joined MC in 1973. His career has been spent primarily in metals business, during which he has held the following posts (among others): Regional CEO for Europe Chief Representative for China SEVP (Global Strategy & Business Development, Global Relations, International Economic Cooperation, Logistics Management) (2014 – present) MC has re-nominated Mr. Nakahara as a Director. He possesses a wealth of business and general sogo-shosha experience at the company, as well as expertise in regional management and operations.

 

 

	Name	Reasons for Nomination
In-house	YANAI, Jun (Re-nominated)	Mr. Yanai joined MC in 1973. His career has been spent primarily in energy business, during which he has held the following posts (among others): Division COO, Petroleum Business Division Group COO, Energy Business Group SEVP; Group CEO, Energy Business Group (2014 – present) MC has re-nominated Mr. Yanai as a Director. He possesses a wealth of business and general sogo-shosha experience at the company, as well as expertise in global business management.
	KINUKAWA, Jun (Re-nominated)	Mr. Kinukawa joined MC in 1975. His career has been spent primarily in metals business, during which he has held the following posts (among others): Division COO, Ferrous Raw Materials Division Group COO, Metals Group SEVP; Group CEO, Metals Group (2013 – present) MC has re-nominated Mr. Kinukawa as a Director. He possesses a wealth of business and general sogo-shosha experience at the company, as well as expertise in global business management.
	MIYAUCHI, Takahisa (Re-nominated)	Mr. Miyauchi joined MC in 1975. His career has been spent primarily in chemicals business, during which he has held the following posts (among others): Division COO, Commodity Chemicals Division SEVP; Group CEO, Chemicals Group (2013 – present) MC has re-nominated Mr. Miyauchi as a Director. He possesses a wealth of business and general sogo-shosha experience at the company, as well as expertise in global business management.
	UCHINO, Shuma (Re-nominated)	Mr. Uchino joined MC in 1978. His career has been spent primarily in finance and accounting operations, during which he has held the following posts (among others): GM, Corporate Accounting Department EVP; CFO (2013 – present) MC has re-nominated Mr. Uchino as a Director. He possesses a wealth of business and general sogo-shosha experience at the company, as well as expertise in management and administrative operations.
	MORI, Kazuyuki (Re-nominated)	Mr. Mori joined MC in 1977. His career has been spent primarily in energy business, during which he has held the following positions (among others): Division COO, Natural Gas Business Division EVP, Regional Strategy (Japan); GM, Kansai Branch (2014 – present) MC has re-nominated Mr. Mori as a Director. He possesses a wealth of business and general sogo-shosha experience at the company, as well as expertise in regional management and operations. Furthermore, Mr. Mori occupies a critical position as GM of the Kansai Branch, which functions as an alternate headquarters during major disasters and other times of emergency.

 

 

	Name	Reasons for Nomination
In-house	HIROTA, Yasuhito (Re-nominated)	Mr. Hirota joined MC in 1980. His career has been spent primarily in corporate administration, HR, and corporate communications, during which he has held the following posts (among others): GM, Corporate Administration Department EVP (Corporate Communications, Corporate Administration, CSR & Environmental Affairs, Legal, HR) (2014 – present) MC has re-nominated Mr. Hirota as a Director. He possesses a wealth of business and general sogo-shosha experience at the company, as well as expertise in management and administrative operations.
Outside	TSUKUDA, Kazuo (Re-nominated)	MC has re-nominated Mr. Tsukuda as an Outside Director. He offers practical advice to MC’s Board based on his wealth of experience as Chairman and President of Mitsubishi Heavy Industries, a Japanese manufacturer with a strong global presence.
	KATO, Ryozo (Re-nominated)	MC has re-nominated Mr. Kato as an Outside Director. He offers advice to MC’s upper management and objectively oversees the company’s business execution. Mr. Kato possesses sensitive insight into global circumstances, and having held key positions at the Ministry of Foreign Affairs of Japan, he brings extensive experience in foreign diplomacy to MC’s Board.
	KONNO, Hidehiro (Re-nominated)	MC has re-nominated Mr. Konno as an Outside Director. He offers advice to MC’s Board and objectively oversees the company’s business execution. Having held key positions at the Ministry of Economy, Trade and Industry and Nippon Export and Investment Insurance, Mr. Konno possesses keen insight into economic trends, both in Japan and around the world.
	TACHIBANA, FUKUSHIMA, Sakie (Re-nominated)	MC has re-nominated Ms. Fukushima as an Outside Director. Based on her many years of consulting experience and her time spent as an outside director for a number of companies, Ms. Fukushima offers widespread practical advice to MC’s Board.
	NISHIYAMA, Akihiko (Nominated)	MC has nominated Mr. Nishiyama as an Outside Director. With a background in university research on corporate management, HRD, and other matters of economic interest, Mr. Nishiyama has many years of experience in the business community. MC feels that his experience can be leveraged to provide its Board with objective, specialized advice and careful oversight of its business operations.

 

 

(2) Corporate Auditor Nomination

	Name	Reasons for Nomination
In-House	KIZAKI, Hiroshi (Nominated)	Mr. Kizaki joined MC in 1981. His career has been spent primarily in finance and accounting operations, during which he has held the following post (among others): General Manager, Global Environmental & Infrastructure Business Group Administration Department MC has nominated Mr. Kizaki as a Corporate Auditor. He possesses a wealth of business experience at the company, as well as corporate management expertise in finance, accounting, and other areas.