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Ajinomoto Co., Inc. IR Day An Opportunity for Dialogue between Investors and Directors Director Chair of the Board Kimie Iwata April 4, 2025 George Nakayama Scott Davis Director Chair of the Nomination Committee Director Chair of the Compensation Committee Mami Indo Director Chair of the Audit Committee
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Kimie Iwata Introduction of the Presenters 1947 Born 1971 Joined the Ministry of Labour (currently Ministry of Health, Labour and Welfare) 2001 Director-General of Equal Employment, Children and Families Bureau, Ministry of Health, Labour and Welfare 2004 Director, Corporate Officer, Shiseido Company, Limited 2008 Representative Director, Executive Vice President, Shiseido Company, Limited 2012 Outside Audit & Supervisory Board Member, Kirin Holdings Company, Limited Director, Shiseido Company, Limited Outside Director, Japan Airlines Co., Ltd. 2015 Audit and Inspection Commissioner, the Tokyo Metropolitan Government 2016 Outside Director, Kirin Holdings Company, Limited 2018 Outside Director, Sumitomo Corporation 2019 Outside Director, Resona Holdings, Inc. (current position) Outside Director, Ajinomoto Co., Inc. (current position) 2Copyright © 2025 Ajinomoto Co., Inc. All rights reserved Ajinomoto Co., Inc. Director (Outside) Chair of the Board Member of the Nomination Committee and the Compensation Committee
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George Nakayama 3 Introduction of the Presenters Copyright © 2025 Ajinomoto Co., Inc. All rights reserved 1950 Born 1979 Joined Suntory Limited 2000 Director, Suntory Limited 2002 President, CEO, Daiichi Suntory Pharma Co., Ltd. 2003 Director, Daiichi Pharmaceutical Co., Ltd. 2010 Representative Director, President, CEO, Daiichi Sankyo Co., Ltd. 2017 Representative Director, Chairman, CEO, Daiichi Sankyo Co., Ltd. 2019 Representative Director, Chairman, Daiichi Sankyo Co., Ltd. 2020 Full-time Advisor, Daiichi Sankyo Co., Ltd. (current position) 2021 Outside Director, Ajinomoto Co., Inc. (current position)Ajinomoto Co., Inc. Director (Outside) Chair of the Nomination Committee Member of the Compensation Committee and the Audit Committee
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Scott Davis 4 Introduction of the Presenters Copyright © 2025 Ajinomoto Co., Inc. All rights reserved 1960 Born 2001 Professor, Department of International Economics, Reitaku University 2004 Outside Director, Ito-Yokado Co., Ltd. 2005 Outside Director, Seven & i Holdings Co., Ltd. 2006 Outside Corporate Auditor, Nissen Co., Ltd. Professor, Department of Global Business, College of Business, Rikkyo University (current position) 2011 Outside Director, Bridgestone Corporation (current position) 2014 Outside Director, Sompo Holdings, Inc. (current position) 2021 Chair, Sustainability Advisory Council, Ajinomoto Co., Inc. 2023 Outside Director, Ajinomoto Co., Inc. (current position) Ajinomoto Co., Inc. Director (Outside) Chair of the Compensation Committee Member of the Nomination Committee
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Mami Indo 5 Introduction of the Presenters Copyright © 2025 Ajinomoto Co., Inc. All rights reserved Ajinomoto Co., Inc. Director (Outside) Chair of the Audit Committee Member of the Nomination Committee 1962 Born 1985 Joined Daiwa Securities Co. Ltd. 1989 Transferred to Daiwa Institute of Research Ltd. 2004 Transferred to Daiwa Securities SMBC Co. Ltd. 2006 External Director, Daiwa Investor Relations Co., Ltd. 2007 Transferred to Daiwa Institute of Research Ltd. 2016 Senior Executive Director, Daiwa Institute of Research Ltd. Commissioner, Securities and Exchange Surveillance Commission 2020 Audit & Supervisory Board Member (External), Ajinomoto Co., Inc. (current position) Outside Director, Tokyo Gas Co., Ltd. (current position) 2021 Outside Director, Fujitec Co., Ltd. Outside Director, Ajinomoto Co., Inc. (current position) 2023 Outside Director, Mitsui Fudosan Co., Ltd. (current position)
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Defining Our Vision Analysis of future external environment and long-term vision Researching future external environmental factors and scenario planning Long-term vision Achieving med- to long- term growth and creating future value Portfolio and Resource Allocation, and Intangible Assets Financial and Capital Policy PF strategy (business, region, function) to promote metabolism and redistribution of resources HR strategies, technology and IP strategies, etc., that are the source of competitive advantage Sustainability Med- to Long-Term Sustainability Strategy Stakeholder Engagement Strengthening the foundation of corporate activities Governance Corporate Governance System Improving the Effectiveness of Board Meetings Establishment of New Seven Important Management Matters framework New Seven Important Management Matters Organizational Execution Capabilities (Speed up & Scale up) Examples of management themes Corporate value Capital Policy Decision-making Process, Governance Medium-term ASV Management, Roadmap Business Portfolio Large-scale M&A Large-scale capital investment Seven Important Management Matters Old Corporate Culture Transformation Optimal capital structure Cash Allocation Optimal shareholder structure and shareholder returns 4R (IR-PR, ER-SusR) Strategy Improving corporate brand value Cash Conversion etc. etc. etc. etc. IT Strategy / DX Strategy Standardization and systematization for growth etc. Copyright © 2025 Ajinomoto Co., Inc. All rights reserved 6
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The Skills Matrix of the Board (from late June onwards) Manage ment Strategy Global Sustaina bility Digital R&D/Pro duction Sales/M arketing Finance/ Accounti ng HR/HR Develop ment Legal Affairs/ Risk Manage ment Kimie Iwata 〇 〇 〇 George Nakayama 〇 〇 〇 〇 Mami Indo 〇 〇 〇 Yoko Hatta 〇 〇 〇 Scott Davis 〇 〇 〇 〇 Yukako Wagatsuma 〇 〇 Shigeo Nakamura 〇 〇 〇 〇 Hiroshi Shiragami 〇 〇 〇 〇 Tatsuya Sasaki 〇 〇 〇 〇 Takeshi Saito 〇 〇 〇 〇 Takumi Matsuzawa 〇 〇 〇 * Up to four skills held by each Director candidate are listed, and this table does not represent all skills held. Copyright © 2025 Ajinomoto Co., Inc. All rights reserved 7
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Basic Policy ・Compensation should lead to medium- to long-term expansion of corporate value. ・The level of compensation should be competitive with market standards. ・It should be explainable and decided in a transparent process. The Compensation Committee will deliberate and decide based on the following policy. 50 30 30 25 20 45 0% 20% 40% 60% 80% 100% Executive officers Representative Director, President & Chief Executive Officer Compensation Components and Composition (at standard valuation) Basic compensation Short-term incentives Medium-term stock-based incentives Basic compensation (monthly) Fixed compensation for adequate demonstration of qualities and abilities as well as for meeting their responsibilities. the Short-term Incentives (annually) To encourage appropriate management and achievement of performance targets over a single fiscal year. the Medium-term Stock- based Incentives（MTI） (once every three years) To be paid after the end of three fiscal years starting in April 2023, with the aim of increasing corporate value and achieving sustainable improvements to performance in the medium to long term. 8 Basic Policy on Determining Officer Compensation Copyright © 2025 Ajinomoto Co., Inc. All rights reserved
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Indicators for medium-term stock-based incentives (MTI) tied to the ASV indicators to increase usefulness in achieving the 2030 Roadmap. ASV indicators MTI Indicators Assessment criteria Indicators for economic value ROIC Relative TSR (compared to TOPIX) Indicators for social value GHG emission reduction rate Number of people whose healthy life expectancy has been extended Indicators for strengthening intangible assets Employee engagement score Percentage of female line mangers, globally Corporate brand value Usefulness of Incentives 9Copyright © 2025 Ajinomoto Co., Inc. All rights reserved
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1. Evaluation of effectiveness ・The Compensation Committee conducted its own evaluation based on the Board of Directors’ evaluation of its effectiveness. ・Based on the Committee's evaluation results, it selected issues to be considered and put them in the next fiscal year’s initiatives and deliberation plans. 2. Communication with executive officers (payees) ・Worked with top management to encourage all executive officers to understand and accept the Company's policies and approach. ・Gave a detailed presentation of compensation design and structure at the beginning of the fiscal year when compensation is determined. Key Initiatives in Recent Years 10Copyright © 2025 Ajinomoto Co., Inc. All rights reserved
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Audit Committee (Whistle-blowing System) Copyright © 2025 Ajinomoto Co., Inc. All rights reserved 11 Hotline Uses 1. Group company hotlines in Japan and overseas Violation of laws and regulations, AGP* deviations, fraud, etc. 2. Internal call reception Violation of laws and regulations, AGP deviations, fraud, etc. 3. External call reception Violation of laws and regulations, AGP deviations, fraud, etc. 4. Audit Committee Hotline If any officers are directly involved in any of the above Ajinomoto Group Whistle-blowing Hotline To ensure compliance-based management, Ajinomoto Group companies in Japan and overseas have a framework for whistle-blowing and strive to prevent illegal or inappropriate conduct and quickly discover and rectify any such conduct. We have the following four hotlines. In addition to the above, the Ajinomoto Group also has a whistle-blower hotline for suppliers who do business with the Ajinomoto Group. * AGP (Ajinomoto Group Policies) stipulate the approach and actions to be taken by each Ajinomoto Group company and each individual working for those companies.
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Whistle-blowing System Copyright © 2025 Ajinomoto Co., Inc. All rights reserved 12 Hotline reports are reported to the Audit Committee via the Business Conduct Committee, the Executive Committee, and the Board of Directors. * Hotline reports involving serious misconduct or issues involving management are shared directly with the Audit Committee without delay. Hotlines (Internal reporting channels ) (*)Audit Committee Ajinomoto Group Hotlines Group company employees in Japan and overseas