Idemitsu Kosan : Announcement of Changes to the Representative Directors and Officers

October 16, 2018

Press Release

Company name: Idemitsu Kosan Co., Ltd.

Representative Director and CEO: Shunichi Kito

(Company Code: 5019, TSE 1st Section)

Contact person:

Koji Tokumitsu, General Manager, Investor

Relations Office, Treasury Department

(TEL: [phone])

Announcement of Changes to the Representative Directors and Officers

Idemitsu Kosan Co., Ltd. ("Idemitsu Kosan") hereby announces that, at the Meeting of the Board of Directors held October 16, 2018, it has resolved the changes regarding the representative directors and officers as follows. These changes are expected to be formalized at the extraordinary shareholders' meetings scheduled to be held on December 18,

• 2018 and at the Meeting of the Board of Directors scheduled to be held on April 1, 2019.

• 1. Reason for Changes

  As announced in today's press release titled "Announcement Regarding Execution of Share Exchange Agreement and Business Integration", Idemitsu Kosan and Showa Showa Shell Sekiyu K.K. ("Showa Shell") will, subject to the approvals from their extraordinary shareholders' meetings scheduled to be held on December 18, 2018, implement a business integration by way of share exchange on the effective date of April 1, 2019 (scheduled) (the "Business Integration").

  As a result of the implementation of the Business Integration, in order to achieve an optimal composition of the officers for the realization of Idemitsu Kosan's vison after the Business Integration, Idemitsu Kosan will change the representative directors and officers. The following appointments are subject to a condition precedent that the share exchange mentioned above becomes effective. After the Business Integration, (i) the business of each director will be commissioned, (ii) executive officers will be appointed; and (iii) the business of each executive officer will be commissioned. Idemitsu Kosan and Showa Shell are currently discussing these matters and will announce once they are determined.

  For more details of the Business Integration, please refer to today's press release titled "Announcement Regarding Execution of Share Exchange Agreement and Business Integration".

• 2. Changes to the Representative Directors

  (1) Appointment

  Vice Chairman and Representative Director, Executive Officer

Tsuyoshi Kameoka (currently,

Representative Director, President,

Executive Officer, CEO of Showa Shell)

Representative Director

(2) Retirement

Tomonori Okada (currently, Representative Director, Vice President, Executive Officer and Oil Business COO of Showa Shell)

Executive Vice President and Representative Director

Takashi Matsushita (new position: Director)

3.
Representative Director	Tomonori Okada
Director	Katsuaki Shindome (currently, Corporate Executive
Officer of Showa Shell)
Director (part-time)	Masakazu Idemitsu (currently, Representative Director
and President of Nissho Kosan K.K.)
Outside Director	Kazunari Kubohara (currently, lawyer of Kyuhodo Law
Firm)
Outside Director	Norio Otsuka (currently, Outside Director of Showa
Shell)
Outside Director	Yuko Yasuda (currently, Outside Director of Showa
Shell)
Statutory Auditor	Kenji Takahashi (currently, Statutory Auditor of Showa
Shell)
Outside Statutory Auditor	Kenji Yamagishi (currently, Outside Statutory Auditor of
Showa Shell)
(2) Retirement
Managing Director	Susumu Nibuya
Director	Kazuo Maruyama
Director	Toshiaki Sagishima
Director	Kiyoshi Homma
Outside Director	Eri Yokota
Outside Director	Ryosuke Ito
Statutory Auditor	Sakae Hirano
Outside Statutory Auditor	Shoichiro Niwayama
4.	Schedule

Changes to the Officers

(1) New Officer Candidates

Vice Chairman and Representative Director, Executive Officer

Tsuyoshi Kameoka

Retirement date: Appointment date:March 31, 2019 (scheduled)

April 1, 2019 (scheduled)

End

(Attachment) Brief History, etc. of the Representative Directors

Chairman and Representative Director: Takashi Tsukioka

Date of Birth: May 15, 1951

Education: Faculty of Law, Keio University

Number of Shares Held by the Representative Director

Idemitsu Kosan Shares: 44,520 shares

Showa Shell Shares: 0 shares

Brief History:

1975

Joined Idemitsu Kosan

2001

2002

Deputy General Manager of Petroleum Marketing Department General Manager of Kobe Branch

2005

General Manager of Chubu Branch

2007

2008 2009 2010 2011 2012 2013 2018

Executive Officer and General Manager of Supply & Logistics Department Managing Executive Officer and General Manager of Supply & Logistics Department

Director and General Manager of Supply & Logistics Department Managing Director and Managing Executive Officer and General Manager of Corporate Planning Department

Managing Director

Executive Vice President and Director Representative Director and Chief Executive Officer Chairman and Representative Director (to date)Vice Chairman and Representative Director, Executive Officer: Tsuyoshi Kameoka Date of Birth: October 18, 1956

Education: Economics, Kansei Gakuin University School Number of Shares Held by the Representative Director

Idemitsu Kosan Shares: 0 shares

Showa Shell Shares: 23,900 shares Brief History:

1979 2002

Joined Shell Sekiyu K.K.

Oil Products Division Deputy Manager and Overseas Division No.1 Manager of Showa Shell

2003

Oil Products Division Manager

2005

2006

2008

2009

Senior Officer and Kinki Area Manager Executive Officer and Kinki Branch Manager Executive Officer and Sales Division Manager Corporate Executive Officer

2013

Executive Officer Vice President, Oil Business COO

2015 2016 2018

President & Representative Director, Group CEO, Energy Solution Business COO

President & Representative Director, Group CEO

Representative Director, President, Executive Officer, CEO (to date)Representative Director and Chief Executive Officer: Shunichi Kito Date of Birth: April 6, 1956

Education: Faculty of Law, Keio University

Number of Shares Held by the Representative Director

Idemitsu Kosan Shares: 17,023 shares

Showa Shell Shares: 0 shares

Brief History:

1980

Joined Idemitsu Kosan

2005

2008

Deputy General Manager of Personnel Department Deputy General Manager of Accounting Department

2011

2013 2014 2017 2018

Executive Officer and General Manager of Accounting Department Director, Managing Executive Officer and General Manager of Accounting Department

Managing Director

Executive Vice President and Director

Representative Director and Chief Executive Officer (to date)Representative Director: Tomonori Okada Date of Birth: May 12, 1954

Education: Engineering, Hiroshima University Graduate School Number of Shares Held by the Representative Director

Idemitsu Kosan Shares: 0 shares

Showa Shell Shares: 21,100 shares Brief History:

1980 2002

Joined Showa Sekiyu K.K.

Vice Head of Logistics Business Division and Planning Section Manager of Showa Shell

2003

2006

2007

Head of Logistics Business Division of Showa Shell Senior Officer & Keihin Vice Chief of TOA OILCo., Ltd. Director of TOA OIL Co.,Ltd.

2009

2011

2013

2014

2015

2016

2018

Managing Director of TOA OIL Co.,Ltd. Corporate Executive Officer of Showa Shell Senior Corporate Executive Officer of Showa Shell Director & Vice President of Seibu Oil Co., Ltd. Director & President of Seibu Oil Co., Ltd. Representative Director, Vice President of Showa Shell Representative Director, Vice President, Executive Officer and Oil Business COO of Showa Shell (to date)

End