Tosoh Abolishes Takeover Defense Policy

Tokyo, Japan—In the board meeting held on May 11, 2015, Tosoh Corporation’s Board of Directors decided to abolish a defense policy against large-scale purchases of Tosoh’s shares effective immediately.

On February 28, 2006, the Board of Directors adopted a resolution titled “Defense Policy Against Large-Scale Purchases of the Company’s Shares.” (hereinafter referred to as the “Defense Policy”). Aimed at preventing inappropriate entities acquiring control of the company or its finances (in accordance with Article 118, Item 3 , of the Ordinance for Enforcement of the Companies Act), that resolution was subsequently approved at the General Meeting of Shareholders of the company on June 29, 2006. It has remained in force ever since because of continuing approvals by shareholders at the general meetings.

Recently, however, a review of the policy made clear that business and other conditions have changed since the Defense Policy was adopted. And it was determined that the importance of continuing the Defense Policy has declined. To further increase the corporate value of the Tosoh Group, the Board of Directors therefore decided to abolish the Defense Policy, effective May 11, 2015.

Going forward, the Tosoh Group remains committed to maintaining and increasing its corporate value and the profits it shares with shareholders in the medium to long term.

Despite the abolition of the Defense Policy, should a large-scale purchase emerge the company is prepared to take appropriate measures within the scope of Japan’s Financial Instruments and Exchange Act, Companies Act, and related ordinances. The company also plans to provide shareholders with necessary information to allow them to decide whether a large-scale purchase of company shares, etc., is in their best interests. At the same time, the Board of Directors will express its opinion on the purchase and endeavor to give shareholders adequate time to examine their options.


TOSOH CORPORATION

WHO WE ARE

Tosoh Corporation is the parent of the Tosoh Group, which comprises 130 companies worldwide and a multiethnic workforce of over 11,000 people and generated net sales of ¥809.7 billion (US$6.7 billion at the year-end rate of ¥120.17 to the US dollar) in fiscal 2015, ended March 31, 2015.

WHAT WE DO

Tosoh is one of the largest chlor-alkali manufacturers in Asia. The company supplies the plastic resins and an array of the basic chemicals that support modern life. Tosoh’s petrochemical operations supply ethylene, polyethylene, and functional polymers, while its advanced materials business serves the global semiconductor, display, and solar industries. Tosoh has also pioneered sophisticated bioscience systems that are used for the monitoring of life-threatening diseases. In addition, Tosoh demonstrates its commitment to a sustainable future in part by manufacturing a variety of eco-products.

Stock Exchange Ticker Symbol: 4042

DISCLAIMER

This document may contain forward-looking statements, including, without limitation, statements concerning product development, objectives, goals, and commercial introductions, which involve certain risks and uncertainties. Forward-looking statements are identified through the use of the word anticipates and other words of similar meaning. Actual results may differ significantly from the results expressed in forward-looking statements.

For more information, please contact

 

Gina Lau
International Public Relations
Tosoh Corporation

[email protected]
Tel: +81 3 5427 5118
Fax: +81 3 5427 5198