News Release

2015.3.19Notification concerning plans for transition to a holding company structure through company split

A meeting of the board of directors of Fuji Oil Co., Ltd. held on this day determined transition to a holding company structure effective October 1, 2015 (tentative date).
Notification will be made of details such as the transition method and post-transition Group management setup as they are decided at subsequent board meetings.
It should be added that the transition is conditioned on approval at the annual shareholders’ meeting slated to be held in late June 2015 and by the competent official authorities.

Notification



1. Background
We at Fuji Oil Co., Ltd. have taken contributing to healthier and happier living through the creation of contemporary eating habits as well as fine foods as its corporate philosophy. We are developing business in oils and fats, confectionery and baking ingredients, and soy protein in Japan, Asia, China, the Americas, Europe, and other regions as well as cultivating new markets. The business environment surrounding our company is entering a period of immense upheaval along with the globalization of competition and reorganization of the industry amid the maturation of the domestic market. In this climate, we formulated “Renaissance Fuji 2016,” our midterm management plan, in April 2014, for promotion / acceleration of global management, technological management, and sustainable management. The plan targets our emergence as a global firm with net sales of at least 500 billion yen and operating profit on the order of 10 percent by 2030. To achieve this Group growth strategy, we realized that we must construct a management setup that will heighten our powers for creation of value adapted to the needs in each region and maximize corporate value throughout the whole Group. With this realization, we decided to make the transition to a holding company structure.


2. Objectives
The objectives of transition to a holding company structure as a management system to support the future growth strategy of the Fuji Oil Group are as follows.

(1). Reinforcement of Group strategy functions
By making the transition to a holding company structure, we shall bolster our capabilities for drafting Group management strategy including new business and M&A, and optimize our intra-Group allocation of management resources.
(2). Exercise of powers for creation of value adapted to each region
In accordance with the Group management strategy, we shall expedite decision-making through delegation of authority and responsibility to Group companies in Japan, Asia, China, the Americas, and Europe. By so doing, we shall heighten our powers for creation of goods and services tailored to the needs in each region.
(3). Recruitment and development of managerial human resources
We shall recruit managerial human resources to execute our Group strategy for future growth from the entire Group and outside the company, and continuously develop next-generation leaders to drive innovation on a Group-wide level.

3. Method of transition to a holding company structure

(1). We intend to apply a method based on splitting off the domestic businesses we are currently operating in the fields of oils and fats, confectionery and baking ingredients, and soy protein, and setting them up as new business companies.
(2). Fuji Oil Co., Ltd. will become a holding company for all subsidiaries and serve as the seat of functions for Group strategy and general management of regional headquarters.
(3). We also intend to remain listed as a holding company and to have our current subsidiaries basically become subsidiaries of the holding company. We shall provide notification of details about the Group management setup as they are subsequently determined.

4. Future schedule (tentative)
Late May 2015: meeting of the board of directors to determine the company split
Late June 2015: general meeting of shareholders for approval of the company split
October 1, 2015: company split effectuation and registry

End of report

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