As part of its fundamental philosophy, Toyota Tsusho Group declares as its corporate philosophy “Living and prospering together with people, society, and the planet, we aim to be a value-generating corporation that contributes to the creation of prosperous societies” As a good corporate citizen, the group has also established behavioral guidelines as a fundamental code of conduct for realizing this philosophy in a legally compliant and appropriate manner

In keeping with its fundamental philosophy, the company has set forth the Basic Policies on Establishing Internal Control Systems to pass on and add depth to the Toyota Tsusho DNA, which articulates the unique values, beliefs, and principles of day-to-day conduct タイカジノ Toyota Tsusho Group, implementing value creation from a customer perspective, and fulfilling our social mission by establishing systems that ensure proper business processes are followed

Reflecting these basic policies, the company is actively driving forward with efforts to further improve its management efficiency and transparency, ensure full-fledged compliance, and enhance the soundness of its financial position Moreover, while we are in full compliance with the various principles of Japan’s タイカジノ Code, we also earnestly seek to achieve further enhancement to make the content of our actions more substantive, as well-rounded タイカジノ is essential for continued corporate growth and a medium- to long-term increase in corporate value

We believe that providing all our stakeholders with satisfactory added value and contributing to society through our businesses will accelerate the sustainable growth タイカジノ Toyota Tsusho Group and thereby lead to corporate value enhancement

タイカジノ Structure Organizational Chart (As of June 2025)

Toyota Tsusho has adopted the system of a company with an Audit & Supervisory Board to ensure transparent and sound management and has also introduced an executive officer system to improve management efficiency and strengthen internal control

The company carries out consolidated management based on a divisional organization that comprises eight sales divisions under the leadership of divisional chief executive officers (CEOs) supplemented by the Administrative Unit

To enhance independence from the execution タイカジノ company’s operations, a non-executive director serves as chairman タイカジノ board At least one-third タイカジノ members タイカジノ board are independent outside members to strengthen the soundness of management and the functioning and quality タイカジノ board, which makes decisions on top-priority management issues and monitors the execution of business The four outside members タイカジノ board (outside directors) include an overseas national and a business entrepreneur, ensuring a continued high level of specialized knowledge, while the inclusion of two female members also contributes to enhancing its diversity

The division CEOs and the heads タイカジノ various Administrative Unit functions are appointed from among the senior executive officers to enable fast-paced management that is in close contact with frontline operations To boost expertise, we have established the positions of chief financial officer (CFO), chief strategy officer (CSO), chief human resources officer (CHRO), chief technology officer (CTO), and Chief Safety & KAIZEN Officer (CSKO), who bear ultimate responsibility for their respective functions By reinforcing governance functions and clarifying roles and responsibilities, this facilitates the exercise of high levels of specialization and expedites decision-making

Toyota Tsusho expressed its support for the "Challenge for 30 percent by 2030" promoted by the Japan Business Federation (Keidanren) This challenge sets a target of filling at least 30% of positions on the Board of Directors, a key corporate decision-making body, with women by 2030

Number of Meetings in FY2024：14

The Board of Directors meeting, which comprises nine members, including four outside members, makes decisions on top-priority management issues and monitors the execution of business The company has submitted notification that three タイカジノ four outside members タイカジノ board satisfy the criteria for independence as specified by Japanese stock exchanges Moreover, the independence タイカジノ Board of Directors meeting is enhanced by having a non-executive director serve as chairman Members タイカジノ board are appointed for a one-year term, and the Board of Directors meeting in principle meets once a month

Number of Meetings in FY2024: 3 (Executive Appointment Committee), 4 (Executive Compensation Committee)

Toyota Tsusho has established the Executive Appointment Committee and the Executive Compensation Committee as advisory bodies to the Board of Directors meeting Both committees are chaired by the chairman タイカジノ board, who does not hold representative rights and has no involvement in operational execution Each committee comprises five members—three independent outside members タイカジノ board and two internal members タイカジノ board The majority of each committee being made up of independent outside members タイカジノ board enhances the objectivity and transparency of each committee

The Executive Appointment Committee deliberates on the appointment and dismissal of members タイカジノ board and, Audit & Supervisory Board members and senior executive officers It also discusses proposed executive personnel plans, as well as the formulation and operation of CEO successor development plans and other important matters related to executive appointments The Executive Compensation Committee deliberates on the policy for determining the details of compensation for each member タイカジノ board, the compensation system, compensation proposals to be submitted to the General Meeting of Shareholders, and other important matters concerning the compensation of members タイカジノ board and Audit & Supervisory Board members

< Members of Both Committees > As of June 21, 2024

Number of Meetings in FY2024：14

The Audit & Supervisory Board, which comprises five members (three of whom are independent outside Audit & Supervisory Board members), provides a checking function from an external viewpoint All Audit & Supervisory Board members regularly exchange opinions with board members, including outside members タイカジノ board, executive officers, and an independent auditor, as well as with the Audit Department and other entities In this way, Audit & Supervisory Board members strive to ensure the legality, appropriateness, and efficiency of business execution The Audit & Supervisory Board meets in principle once a month Audits conducted by Audit & Supervisory Board members are carried out per the audit policies and plans approved by the Audit & Supervisory Board and reported to the Board of Directors meeting Audit & Supervisory Board members implement audits on the execution of duties by members タイカジノ board An audit is also conducted regarding the appropriateness タイカジノ results タイカジノ inspection by the independent auditor Dedicated staff members are assigned to assist with the duties of Audit & Supervisory Board members, including outside auditors

Toyota Tsusho will pursue its “Be the Right ONE” vision to shape the future By doing so it aims to create distinctive forms of value that contribute to society and protect the environment and thereby establish business domains linked to its unique strengths Toward this goal, the Board of Directors meeting has established a skill matrix covering the expertise required of members タイカジノ Board and Audit & Supervisory Board members to enable the Board of Directors meeting to make decisions and supervise management appropriately

The capabilities and experience of board and Audit & Supervisory Board members are as below

In addition to their expertise and wealth of experience, the Board of Directors meeting boasts a diverse composition in terms of gender, nationality, and other attributes, providing a structure that can flexibly adapt to various changes in the business environment

Toyota Tsusho has established a variety of committees and meetings to strengthen its タイカジノ

Maintaining and strengthening business and collaborative relationships with a variety of companies is necessary for the sustainable enhancement of Toyota Tsusho’s corporate value The company owns on a limited and strategic basis the stock of important suppliers and other partners where it believes that the ownership of this stock is beneficial and important from a medium- to long-term perspective (shareholding) Once every year, the Board of Directors meeting receives a report about the results of a reexamination of stock holdings and if stock should be retained or sold It reduces holdings of stocks where ownership is not beneficial

Toyota Tsusho uses an indicator of its own, which is based on the cost of capital, to determine comprehensive assessments of stock holdings Assessments incorporate profitability; building, preserving, and reinforcing business relationships; contributions and cooperation for regional and social progress; and other considerations This process is used to decide if the company should continue to hold a stock and to reexamine the number of shares held

As needed, constructive dialogues take place with companies in which stock is held from the standpoint of preserving and increasing corporate value and achieving sustainable growth These dialogues facilitate the sharing of information about management issues and making improvements

Striving to maintain and strengthen partnership with investee companies, Toyota Tsusho engages in communications with these companies that contribute to enhancement of their shareholder interests and corporate value over the medium and long term Toyota Tsusho’s departments that manage investments take that perspective and appropriately exercise voting rights on the basis of multifaceted and comprehensive consideration タイカジノ situation of each investee company

If cross-shareholders (ie shareholders who hold a share of Toyota Tsusho for the purpose of cross-shareholding) seek to sell the shares, Toyota Tsusho will not hinder the sale タイカジノ cross-held shares In such a case, if Toyota Tsusho has their shares for the purpose of cross-sharing, it will take appropriate measures to reduce those shares in accordance with the Company's policies on cross-shareholdings