To Whom It May Concern:
February 27, 2014

Listed Company Name

TOTO LTD.

Representative

Kunio Harimoto, President, Representative Director

Code No.

5332 (First Section of Tokyo/Nagoya Stock

Exchanges, Fukuoka Stock Exchange)

Contact Person

Masanori Akasaka,

General Manager of Public & Investors

Relations Dept.

(TEL: +81-3-6836-2024)

Reorganization and Appointments as of April 1, 2014 and Changes in Officers as of June 27, 2014

TOTO LTD. (the "Company") has been conducting business activities based on the TOTO V-Plan
2017 (hereinafter the "V-Plan") as the Company approaches its 100th anniversary in 2017. In order to ensure the achievement of the V-Plan and move the business on to a growth path, we will reorganize the Company and change executive officers in charge as of April 1, 2014 to establish a new management and administrative system.
We also would like to inform you that we have selected the candidates for directors and auditors, whose appointment will be proposed at the 148th Ordinary General Meeting of Shareholders to
be held on June 27, 2014. Such matters are expected to be formally approved at the 148th
Ordinary General Meeting of Shareholders as well as the Board of Directors Meeting and the
Board of Auditors Meeting, which will be held after the General Meeting of Shareholders.

1. Changes in Directors and Auditors

(1) Changes as of April 1, 2014

Name

New Title

Current Title

Shunji Yamada

Director,

Senior Managing Executive Officer

Director,

Managing Executive Officer

Noriaki Kiyota

Director,

Senior Managing Executive Officer

Director,

Managing Executive Officer

Hiromichi Tabata

Director

Director,

Senior Managing Executive Officer

(2) Changes as of June 27, 2014
(i) Candidates for Newly Appointed Directors

Name

New Title

Current Title

Soichi Abe

Director,

Managing Executive Officer

Executive Officer

Yuichi Narukiyo

Director,

Managing Executive Officer

Executive Officer

Kazuhiko Masuda

Outside Director

( Advisor, UACJ Corporation)

This notice has been translated from the original notice in Japanese. In the event of any discrepancy, the original in Japanese shall prevail.


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(ii) Retiring Directors

Name

New Title

Current Title

Hiromichi Tabata

(Retired)

Director (as of April 1)

Kazumoto Yamamoto

(Retired)

Outside Director

* Hiromichi Tabata will be appointed as an advisor after retiring.
(iii) Candidate for Newly Appointed Auditor

Name

New Title

Current Title

Satoshi Miyazaki

Audit & Supervisory Board Member, Standing

Senior Executive Officer

(iv) Resigning Auditor

Name

New Title

Current Title

Yozo Hirota

(Retired)

Audit & Supervisory Board

Member, Standing

* Yozo Hirota will be appointed as a special colleague after retiring.
* Regarding the changes in representative directors, please see the "Notice of Change of
Chairman, President, and Representative Directors" dated January 31, 2014.

This notice has been translated from the original notice in Japanese. In the event of any discrepancy, the original in Japanese shall prevail.


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2. Management and Administrative System as of April 1, 2014

Directors

Representative Director, Chairman of the Board

Kunio Harimoto (Promoted)

President, Representative Director

Madoka Kitamura (Promoted)

In Charge of New-Domain Business Group, Management Planning Division and Secretary's Office, and in Charge of V-Plan New-Domain Business

Representative Director, Executive Vice President

Tatsuhiko Saruwatari

In Charge of Business Divisions and Internal Audit Office, and in Charge of V-Plan Supply Chain Innovation

Representative Director, Executive Vice President

Kiyoshi Furube

(Promoted)

In Charge of Sales Groups and Cultural Promotion Department, in Charge of V-Plan Domestic Housing Equipment Business and V-Plan Marketing Innovation

Director,

Senior Managing Executive Officer

Shunji Yamada

(Promoted)

In Charge of Business Promotion Group, Customer Service Division and Information System Planning Division

Director,

Senior Managing Executive Officer

Noriaki Kiyota

(Promoted)

In Charge of Restroom Business Group and Faucets &Appliances Division

Director,

Senior Managing Executive Officer

Yuji Ebisumoto

In Charge of System Product Group and Production Technology Business Group, and in Charge of V-Plan Manufacturing Innovation

Director,

Senior Managing Executive Officer

Nozomu Morimura

In Charge of Sales Promotion Group and Marketing

Group

Director,

Senior Advisor

Teruo Kise

Director

Akio Hasunuma

Director

Hiromichi Tabata

Outside Director

Kazumoto Yamamoto

Outside Director

Hiroki Ogawa

Auditors

Audit & Supervisory Board Member, Standing

Yozo Hirota

Audit & Supervisory Board Member, Standing

Motohiro Oniki

Audit & Supervisory Board Member, Outside

Masamichi Takemoto

Audit & Supervisory Board Member, Outside

Akira Katayanagi

This notice has been translated from the original notice in Japanese. In the event of any discrepancy, the original in Japanese shall prevail.


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Executive Officers

Senior Executive Officer

Eiji Takahashi

President and Representative Director of TOTO Engineering Ltd.

Senior Executive Officer

Toshihiro Ito

(Newly appointed)

General Manager of Retail Sales Division

Senior Executive Officer

Masayuki Kato

General Manager of Logistics Division, and President and

Representative Director of TOTO Logicom Ltd.

Senior Executive Officer

Satoshi Miyazaki *1

General Manager of Management Planning Division

Senior Executive Officer

Yoshimitsu Saeki

General Manager of Advanced Ceramics Division, and President and

Representative Director of TOTO Fine Ceramics Ltd.

Senior Executive Officer

Kenji Honma (Promoted)

General Manager of Chubu Branch Office

Senior Executive Officer

Hirotoshi Naka

General Manager of Purchasing Division

Senior Executive Officer

Yukihiro Fukuda (Promoted)

General Manger of Research Institute

Senior Executive Officer

Seitaro Oyamada

(Promoted)

General Manager of Project Sales Division

Senior Executive Officer

Shoji Sakai

(Promoted)

President and Representative Director of TOTO Mtec Ltd.

Senior Executive Officer

Koichi Hirohata

General Manger of Tokyo Branch Office and in Charge of the administration of four Kanto Branch Offices

Senior Executive Officer

Naoki Kamohara

(Promoted)

President and Representative Director of TOTO Kansai Sales Ltd.

Senior Executive Officer

Takatoshi Oshibe

(Promoted)

General Manger of Kansai Branch Office

Senior Executive Officer

Shiro Fukumoto

General Manager of Faucets and Appliances Division, and President and Representative Director of TOTO Aquatechno Ltd.

Senior Executive Officer

Toru Oka

(Promoted)

General Manager of Kitchen & Lavatory Vanity Division, and

President and Representative Director of TOTO High Living Ltd.

Senior Executive Officer

Taiichi Aso

General Manager of Sanitary Ware Production Division, and

President and Representative Director of TOTO Sanitechno Ltd.

Executive Officer

Kazuhito Tanaka

Deputy General Manager of Customer Service Division, and

President and Representative Director of TOTO Maintenance Ltd.

Executive Officer

Masanori Hayashi

General Manger of Customer Service Division

Executive Officer

Fujio Edo

(Newly appointed)

General Manger of Sales Coordinating Division

Executive Officer

Kaoru Nogami

General Manager of Marketing Division

Executive Officer

Kazuo Sako

General Manager of Green Building Materials Division, and

President and Representative Director of TOTO Materia Ltd.

Executive Officer

Kazuo Watanabe

General Manger of Asia Oceania Division, and President of TOTO Asia Oceania Pte.LTD.

Executive Officer

Soichi Abe *2

In Charge of International Business Group, and in Charge of V-Plan

Overseas Housing Equipment Business

Executive Officer

Ablet Eri

General Manger of China Division, and President of TOTO (China) Co., Ltd.

Executive Officer

Ryosuke Hayashi

Deputy General Manger of Restroom Business Group, General Manger of Washlet Production Division, and President and Representative Director of TOTO Washlet Techno Ltd.

Executive Officer

Jun Hatakeyama

General Manger of Production Technology Division

Executive Officer

Toshiya Kuga (Newly appointed)

General Manger of Kyushu Branch Office

Executive Officer

Yuichi Narukiyo *2

In Charge of Corporate Administrative Group and Legal Affairs Division, General Manager of Human Resource Division,

and in Charge of V-Plan Management Resource Innovation and

President and Representative Director of TOTO Finance Ltd.

This notice has been translated from the original notice in Japanese. In the event of any discrepancy, the original in Japanese shall prevail.


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Executive Officer Takayuki Shimizu General Manager of Bathroom Division, and President and

Representative Director of TOTO Bath Create Ltd.

Executive Officer Daijiro Nogata General Manger of Americas Division, President of TOTO Americas

Holdings, Inc. and President of TOTO U.S.A., Inc.

* Changes are underlined.

*1: Senior Executive Officer Satoshi Miyazaki will be appointed as an Audit & Supervisory Board Member, Standing by the resolution adopted at the Ordinary General Meeting of Shareholders to be held on June 27,

2014 and the Board of Directors Meeting.

*2: Executive Officers Soichi Abe and Yuichi Narukiyo will be appointed as Directors, Managing Executive

Officers by the resolution adopted at the Ordinary General Meeting of Shareholders to be held on June 27,

2014 and the Board of Directors Meeting.

This notice has been translated from the original notice in Japanese. In the event of any discrepancy, the original in Japanese shall prevail.


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(Reference 1) New Organization Chart (as of April1,2014)

---IMarke-ting Group -li.

Customer Service Oivision

Cul tura!Promotion rtment

Marketing Oivision

Design Division

lnfonnation Svstem Planning Oivision

---1Sa'es Promot i on Group t-

- Shki oku BranchOffice

oS ci 58 1! ---1Kyushu BranchOffice

tl ..

!i!

llt

·;o " Pro·ect Sales Oivision

H (,)

e<>e..

RetailSales Oivision

.:! Americas Oivision

- - HChina Oivision

i!< '

lntemationalBusiness Grou Asia Oceania Oivision

c o li

Euro Division

(,) U) l........l lnte-rnationa.l Business Coordinating Oivision

Restroom Business Coordinati Oivision

Restroom Product Coordinatin Oivision

.&.

< F<&·" R......trnnom Ru"'i"""c;"' hrl"lou

as"' a; Washel t Oivision

'O, d,

., Bathroom Oivision

S stem Product Gro

New-Oomain Business Grou

---i roductionTechnoJogy

Business Grouo

Co< rate Al:tninistrative Grou

Business Promotion Grou

Kitchen & Lavat Van Oivision

Faucets & Appliances Oivision nAdvanced Ceramics Oivision uGreen Buildin Materials OivisiCI'l

FuelCeli Division

r l Eronics Technology Oivisior,

r ProductionTechnolo Oivision

Research lnstitute

lAffairs Oivision

Management Planning Oivision

r-tHuman Resource Oivision

Accountin & Fni ance Oivision

GeneraiAffairs Oivision

L........ITokyo Corporate Administrative Division

Logistics Oivision

Purchasin Oivision

En ineerin Works Oivision

I.McrnJudit Offioc

This nolice has be en translated from the original notice in Japane se. In the event of any discrepancy, the originai in Japanese shall prevail.

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(Officers in Charge of V-Plan)

Domestic Housing Equipment Business
Overseas Housing Equipment Business
New-Domain
Business
Kiyoshi Furube Soichi Abe Madoka
Kitamura
Kiyoshi Furube
Tatsuhiko Saruwatari
Yuji Ebisumoto
Yuichi Narukiyo

This notice has been translated from the original notice in Japanese. In the event of any discrepancy, the original in Japanese shall prevail.


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(Reference 2) Brief History of Candidates for Newly Appointed Directors and Auditor

(Director)

Name

Soichi Abe

Place of Birth

Fukuoka Prefecture

Date of Birth

August 22, 1961

Education

Mar. 1985 Graduated from the Chinese Studies Department, School of

Language and Culture Studies, Tokyo University of Foreign Studies

Brief Career

History

Apr. 1985 Joined the Company

Mar. 1993 General Manager of Beijing Branch Office, Overseas Sales

Department 1, International Business Group of the Company

Apr. 2000 Vice President of TOTO (China) Co., Ltd.

Feb. 2001 General Manager of International Sales Department, International

Sales Group of the Company

Apr. 2004 General Manger of China Division of the Company and President of

TOTO (China) Co., Ltd.

Apr. 2009 Deputy General Manger of International Business Group of the

Company

Apr. 2011 Executive Officer and General Manger of International Business

Group of the Company (Current position)

Name

Yuichi Narukiyo

Place of Birth

Fukuoka Prefecture

Date of Birth

March 18, 1962

Education

Mar. 1987 Completed Master's Degree, Department of Science and

Engineering, Waseda University Graduate School

Mar. 1999 Acquired Doctor of Engineering, Waseda University

Brief Career

History

Apr. 1987 Joined the Company.

Apr. 2000 Manager of Health and Safety Section, Human Resource Division of the Company

Feb. 2003 Manager of International Business Promotion Section, International

Business Coordination Division of the Company

Apr. 2004 Vice President of SIAM SANITARY WARE CO.,LTD. (Thailand) Jun. 2007 General Manager of Tokyo Corporate Administrative Division of the

Company

Apr. 2010 General Manager of Human Resource Development Division of the

Company

Apr. 2011 Executive Officer and General Manager of Human Resource

Division of the Company (Current position)

This notice has been translated from the original notice in Japanese. In the event of any discrepancy, the original in Japanese shall prevail.


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(Outside Director)

Name

Kazuhiko Masuda

Place of Birth

Hyogo Prefecture

Date of Birth

April 24, 1942

Education

Mar. 1965 Graduated from the Faculty of Business and Commerce, Keio

University

Brief Career

History

Apr. 1965 Joined Sumitomo Light Metal Industries Ltd.

Jun. 1992 General Manager of Planning and Research Department of

Sumitomo Light Metal Industries Ltd.

Jun. 1993 General Manager of Light Metal Department 1 of Sumitomo Light

Metal Industries Ltd.

Jun. 1996 Director and General Manager of Light Metal Department 1 of

Sumitomo Light Metal Industries Ltd.

Apr. 1997 Director and Manager of Sumitomo Light Metal Industries Ltd. Oct. 1997 Director and Deputy General Manager of Board Business

Department of Sumitomo Light Metal Industries Ltd.

Oct. 1998 Director and Deputy General Manager of Memory Disc Business, Department of Sumitomo Light Metal Industries Ltd.

Jun. 1999 Managing Director and General Manager of Memory Disc Business

Department of Sumitomo Light Metal Industries Ltd.

Apr. 2001 Managing Director of Sumitomo Light Metal Industries Ltd.

Jun. 2001 Senior Managing Director of Sumitomo Light Metal Industries Ltd. Jun. 2004 Member of the Board and President of Sumitomo Light Metal

Industries Ltd.

Jun. 2009 Chairman of the Board of Sumitomo Light Metal Industries Ltd. Jun. 2013 Advisor of Sumitomo Light Metal Industries Ltd.

Oct. 2013 Advisor of UACJ Corporation (formed on October 2013 by merging the businesses of Furukawa-Sky Aluminum Corp. and Sumitomo Light Metal Industries Ltd.) (Current position)

(Auditor)

Name

Satoshi Miyazaki

Place of Birth

Saitama Prefecture

Date of Birth

November 10, 1955

Education

Mar. 1978 Graduated from School of Political Science and Economics, Waseda University

Brief Career

History

Apr. 1978 Joined the Company

Apr. 1998 General Manager of Water and Electricity Planning Department, Water and Electricity Business Division of the Company

Apr. 2002 General Manager of International Business Coordinating Division of the Company

Apr. 2004 General Manager of Restroom Business Planning Department, Restroom Business Group of the Company

Apr. 2007 General Manager of Restroom Product Coordinating Division, Restroom Business Group of the Company

Apr. 2008 General Manager of Management Planning Division of the

Company

Apr. 2011 Executive Officer and General Manager of Management Planning

Division of the Company

Apr. 2012 Senior Executive Officer and General Manager of Management

Planning Division of the Company (Current position)

This notice has been translated from the original notice in Japanese. In the event of any discrepancy, the original in Japanese shall prevail.


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