Directors and their Skills Matrix

Governance

Directors and their Skills Matrix

As of June 20,2025

Directors and their Skills Matrix

Directors

Chairman and Representative Director
Toshio Imai
April 1982	Joined the Company
October 2006	General Manager, Styrene Div. of the Company
June 2011	General Manager, Corporate Planning Dept. of the Company
April 2013	Executive Officer, Assistant to General Manager, Elastomers & Performance Plastics of the Company
April 2015	General Manager, Elastomers & Performance Plastics of the Company
April 2017	Managing Executive Officer of the Company
April 2019	General Manager, Denka Value-Up Promotion Dept. of the Company
June 2019	Director and Managing Executive Officer of the Company
April 2020	Director and Senior Managing Executive Officer of the Company
April 2021	Representative Director, President and Chief Executive Officer of the Company
April 2025	Chairman and Representative Director of the Company (present)

Representative Director, President and Chief Executive Officer
Ikuo Ishida
April 1985	Joined the Company
April 2009	General Manager, Functional Films Dept., Electronics Materials Div. of Electronics Materials Business Group of the Company
October 2011	General Manager, Advanced Fillers Dept., Electronics Materials Business Group of the Company
October 2013	General Manager, Advanced Specialty Materials Dept., Electronics & Innovative Products of the Company
April 2017	Assistant General Manager, Electronics & Innovative Products of the Company
April 2019	Executive Officer and General Manager, Electronics & Innovative Products of the Company
April 2023	Managing Executive Officer of the Company
June 2023	Director and Managing Executive Officer of the Company
April 2025	Representative Director, President and Chief Executive Officer of the Company (present)

Director
Rimiru Hayashida
April 1985	Joined the Company
April 2009	General Manager, Accounting Dept. of the Company
April 2017	Executive Officer, General Manager, Accounting Dept. of the Company
April 2021	Executive Officer of the Company
April 2023	Managing Executive Officer of the Company
June 2024	Managing Executive Officer, Chief Financial Officer (CFO) of the Company
April 2025	Senior Managing Executive Officer of the Company (present)

Director
Masanobu Kosaka
April 1985	Joined the Company
April 2015	Deputy General Manager, Omi Plant of the Company
November 2015	Vice President of Denka Performance Elastomer LLC
June 2019	Vice General Manager, Omi Plant of the Company
April 2021	Executive Officer, General Manager, Omi Plant of the Company
April 2023	Executive Officer of the Company
April 2025	Managing Executive Officer of the Company (present)

Outside Director
Rumiko Nakata
April 1979	Joined Esso Sekiyu K.K.
April 1996	Center for Socio-Economic Research K.K.
June 2000	Joined Pfizer K.K.
February 2007	Manager, Pharmaceutical Development and Human Resources (Public Relations) Dept., Pfizer K.K.
May 2010	General Manager, Human Resources Group, Business Partners, Pfizer K.K.
December 2011	Head of HR and Global Operations, Pfizer K.K.
January 2014	Director of the Board, Corporate Officer, Pfizer K.K.
March 2018	Executive Officer, in charge of Diversity & Inclusion, Mitsubishi Chemical Corporation
April 2019	Managing Executive Officer, Supervising – Human Resources Dept., Mitsubishi Chemical Corporation
April 2020	Director of the Board, Managing Executive Officer, Supervising – Administration Dept., Public Relations Dept., Human Resources Dept., Mitsubishi Chemical Corporation
April 2021	Director of the Board, Managing Executive Officer, Supervising – Resources, Mitsubishi Chemical Corporation
April 2022	Director of the Board, Mitsubishi Chemical Corporation
March 2023	Outside Director of the Board, Kyowa Kirin Co., Ltd. (present)
June 2024	Outside Director of the Company (present)

Director (Full-time Audit Committee Member)
Mizuhiro Uchida
April 1984	Joined the Company
April 2008	General Manager, Business Planning Dept., Resin Process Div., Resin Process Business Group of the Company
April 2010	General Manager, Purchasing Dept. of the Company
April 2014	Deputy General Manager, Chiba Plant of the Company
July 2017	General Manager, Internal Auditing Dept. of the Company
April 2021	General Manager, Internal Control Dept. of the Company
April 2023	Assigned to the Audit Committee of the Company
June 2023	Director (Full-time Audit Committee Member) of the Company (present)

Outside Director (Audit Committee Member)
Toshio Kinoshita
July 1983	Registered as Certified Public Accountant
July 1989	Partner, U.S. Coopers & Lybrand L.L.P (current PricewaterhouseCoopers) (until June 1998)
June 1994	Representative employee of Chuo Audit Corporation (until July 2005)
July 1998	Senior Managing Partner for North America, New York Head Office, U.S. PricewaterhouseCoopers L.L.P. (until June 2005)
July 2005	Management Board Member for International Business of Tokyo Office of ChuoAoyama PricewaterhouseCoopers (until June 2007)
July 2007	Chief Executive of The Japanese Institute of Certified Public Accountants (JICPA) (until July 2013)
July 2013	Council Member of JICPA (until July 2016)
June 2014	Outside Audit & Supervisory Board Member of Panasonic Corporation (until June 2022)
July 2014	Representative Director of Global Professional Partners (until December 2024)
August 2014	Outside Corporate Auditor of Weathernews Inc. (until August 2018)
March 2015	Outside Director of Asatsu-DK Inc. (until December 2018)
June 2015	Outside Audit & Supervisory Board Member of the Company
June 2015	Outside Director of TACHI-S CO., LTD. (present)
July 2015	Outside Director of Mizuho Bank, Ltd. (until September 2019)
January 2018	Outside Director of ThreePro Group Inc. (current GiG Works Inc.) (until January 2022)
June 2019	Outside Director (Audit Committee Member) of the Company (present)
January 2025	Chairman and Director of Global Professional Partners Corp. (present)

Outside Director (Audit Committee Member)
Akio Yamamoto
April 1974	Joined Mitsui & Co., Ltd.
April 1999	President of Mitsui & Co., Benelux S.A./N.V.
April 2004	Vice President of Synthetic Resin & Inorganic Chemical Products Business Unit of Mitsui & Co., Ltd.
April 2007	Executive Officer of Mitsui & Co., Ltd. (until March 2010), President of Mitsui & Co. (Thailand) Ltd.
April 2009	Representative Director and President of Mitsui Bussan Plastic Trade Co., Ltd. (present Mitsui & Co. Plastics Ltd.) (until June 2014)
June 2014	Counselor of Mitsui & Co. Plastics Ltd. (until June 2015)
June 2015	Outside Director of the Company
June 2021	Outside Director (Audit Committee Member) of the Company (present)

Outside Director (Audit Committee Member)
Miyuki Matoba
April 2000	Registered as a lawyer (Tokyo Bar Association)
April 2013	Executive Governor of the Japan Federation of Bar Associations (until March 2014)
October 2015	Senior Leader, Management Support Division of MOS FOOD SERVICES, INC.
April 2018	Risk Management & Compliance Group Leader of MOS FOOD SERVICES, INC. (until March 2019)
April 2019	General Manager, Risk Management & Compliance Office of MOS FOOD SERVICES, INC. (until September 2020)
September 2020	Intellectual Property and Legal Div., General Affairs H.Q. of NITTO KOHKI CO., LTD.
April 2021	General Manager, Intellectual Property and Legal Div., General Affairs H.Q., and compliance supervisor of NITTO KOHKI CO., LTD. (present)
June 2021	Outside Director (Audit Committee Member) of the Company (present)
April 2025	Vice-President of Tokyo Bar Association (present)

Skills matrix of the Company's Board of Directors

			Attributes			Skills
			Independent Outside	Number of years in office	Gender	Corporate Managing / Corporate Planning	Human Resources Value Creation	Global Business	Finance Strategy / Accounting	Legal / Compliance	Sustainability / ESG			Business Value Creation and Marketing	R&D / Intellectual Property	Technology / Manufacturing	DX
											E(Environment)	S(Social)	G(Governance)
Chairman and Representative Director	Toshio Imai			6	M	○	○	○			○		○	○
Representative Director	Ikuo Ishida	President and Chief Executive Officer		2	M	○	○	○		○			○	○
Director	Rimiru Hayashida	Senior Managing Executive Officer		ー	M	〇			〇				〇
Director	Masanobu Kosaka	Managing Executive Officer		ー	M			〇			〇	〇			〇	〇	〇
Director	Rumiko Nakata		〇	1	F		〇					〇
Director	Mizuhiro Uchida	Full-time Audit Committee Member		2	M				○	○		○	○				○
Director	Toshio Kinoshita	Audit Committee Member	○	10	M			○	○				○
Director	Akio Yamamoto	Audit Committee Member	○	10	M	○	○	○						○
Director	Miyuki Matoba	Audit Committee Member	○	4	F					○		○	○		○

*The matrix above shows the skills that the Board of Directors expects from them among knowledge and experience they possess.
*Gender is represented as F (Female) and M (Male).

Necessary skills of the Company's Directors and the reasons they were selected

The skills considered necessary for the Company’s Board of Directors to make important decisions and supervise management under the new vision to reach the goals of the Company's eight-year management plan through fiscal 2030, and to promote ESG management through the priority management materiality issues are as follows.

Skills		Reason for the selection of skills
Corporate Management/Corporate Planning		Directors are needed who have extensive management experience and achievements to establish and review management plans aimed at realizing the Denka’s Vision and supervise the execution of duties to achieve these plans.
Human Resources Value Creation		Directors are needed who have extensive knowledge and experience related to human resources value creation in order to realize human resource investment and system reforms, aiming to become a company where each and every employee can gain experience self-realization and personal growth.
Global Business		Directors are needed who have extensive experience in global business to fulfill our Purpose to “making the world a better place as specialists in chemistry” with an awareness of global megatrends.
Financial Strategy/Accounting		Directors are needed who have extensive knowledge and experience in the financial strategy and the accounting field not only to ensure the accurate disclosure of financial information, but also to drive selection and concentration of businesses, pursue optimal capital structure and improve profitability and efficiency.
Legal/Compliance		Directors are needed who have robust knowledge and experience in the legal and compliance fields to ensure fair and trustworthy corporate activities appropriately responding to increasingly complex legal systems and regulations in Japan and abroad.
Sustainability/ESG	E (Environment)	Directors with extensive knowledge and experience in E (Environment) are needed to fulfill corporate social responsibility working on the precondition for continuation of business, “Achievement of carbon neutrality,” “Sustainable cities and fulfilling daily lives,” and “Environmental conservation and minimization of environmental footprint.”
	S (Society)	Directors with solid knowledge and experience in S (Society) are needed to fulfill corporate social responsibility through the provision of safe and high-quality products, respect for human rights, and participation in the effort to build a better community.
	G (Governance)	Directors with solid knowledge and experience in G (Governance) are needed to fulfill corporate social responsibility building a more advanced and effective corporate governance system that ensures transparency and fairness based on high ethical standards.
Business Value Creation and Marketing		Directors are needed who have market insight based on a broad perspective, as well as extensive business experience to ensure that all the three focus areas, ICT & Energy, Healthcare, and Sustainable Living, will be fully made up of “three-star businesses” that incorporate the three elements of specialty, megatrends, and sustainability, while promoting the transformation of business portfolio, considering also selling or exiting a business that is difficult to convert to a “three-star business.
R&D/Intellectual Property		Directors are needed who have a track record of promotion of innovation, as well as deep knowledge in science and technology and a wealth of experience in proprietary technologies and intellectual property, in order to create business value in the three focus areas of ICT & Energy, Healthcare, and Sustainable Living.
Technology/Manufacturing		Directors are needed who are deeply familiar with technology, and who have extensive practical experience and robust insight into manufacturing in order to create management values through process innovation to improve productivity, ensure trustworthiness in manufacturing, and establish a safe work environment.
DX		Directors are needed with a profound knowledge and extensive experience related to digital technologies and data utilization, as well as the ability to understand and analyze the nature of the Group’s business, and use this insight to transform it, in order to promote transformation of business model and organization through process innovation.

Standards of independence for Denka Outside Directors

The Company selects candidates for Outside Directors based mainly on practical considerations, such as whether we can expect the candidate to contribute to an increase in the corporate value of the Company as an independent officer. Specifically, the Company has defined the following standards, in accordance with the requirements for independence stipulated in the Companies Act, in addition to the standards for independence defined by the Tokyo Stock Exchange and other factors.

Standards of Independence for Outside Directors

The standard of independence for an Outside Director of the Company shall be persons that do not fall under any of the categories defined in items (1) through (5) below.

An executor of business^(*4) at a main customer^(*1), main supplier^(*2), or main lender^(*3) that is a main trading partner of the Company;
A consultant, accountant, lawyer, or other such person that has received money or other property exceeding ¥10 million in value per year from the Company, excluding officer compensation, in the most recent fiscal year;
A person belonging to a group for whom the amount paid by the Company makes up 2% or more of the group’s revenues or total income in the most recent fiscal year, in cases where the entity receiving property under item (2) above is a group;
A person that has fallen under any of the above categories (1) through (3) within the past year;
A spouse or relation within the second degree of a person falling under any of the categories below (excluding an insignificant person):

①

A person that falls under any of the above categories (1) through (4);

②

A person that is or was an executor of business at the Company or a subsidiary of the Company now or within the past year.

(*1)Main customer: A customer from whom the amount paid has made up 2% or more of the Company’s revenues in the most recent fiscal year
(*2)Main supplier: A supplier to whom the amount paid from the Company has made up 2% or more of the supplier’s revenues in the most recent fiscal year
(*3)Main lender: A lender that was essential for the Company’s funding, and that the Company relied on to the extent the lender was irreplaceable, as of the end of the most recent fiscal year
(*4)Executor of business: An executive director, executive, executive officer, or other employee, etc.

DFF Inc., デンカ株式会社, デンカ株式会社　IR室, 星和ビジネスリンク

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