TOTO LTD. : Reorganization and Appointments as of April 1, 2013 and Changes in Officers as of June 27, 2013

To Whom It May Concern:
February 27, 2013

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: [phone])

Reorganization and Appointments as of April 1, 2013 and Changes in Officers as of June 27, 2013

TOTO LTD.(the "Company") will establish a new management and administrative system as of April 1, 2013 in order to further accelerate the TOTO V-Plan 2017 (hereinafter the "V-Plan") as the company approaches its 100th anniversary in 2017.
This notice is to inform you of the reorganization and appointments to be carried out in association with the establishment of such a system.
We also would like to inform you that we have selected the candidates for officers, whose appointment will be proposed at the 147th Ordinary General Meeting of Shareholders to be
held on June 27, 2013, and determined the officer structure effective after the General Meeting
of Shareholders. Such matters are expected to be formally approved at the 147th Ordinary General Meeting of Shareholders and the Board of Directors Meeting held after the General Meeting of Shareholders.

1. Reorganization as of April 1, 2013

(Major Changes)

(1) The reorganization of manufacturing group companies in order to further develop the manufacturing prowess the TOTO Group has cultivated from the time of its
establishment and to ensure the succession of this strength to the next generation.
(i) The establishment of a manufacturing group company, TOTO Aquatechno Ltd., for the Faucets and Appliances Division
(ii) The transfer of the Sanitary Ware Production Department at Kokura to TOTO Sanitechno Ltd.
(iii) The merger of TOTO Enpla Ltd. and TOTO Platec Ltd. (New company name is
"TOTO Platechno Ltd.")
(2) The reorganization and merger of sales companies in Japan in order to strengthen the sales force

New Company (After Merger)	Former Companies (Before Merger)
TOTO Mtec Ltd.	TOTO Mtec Ltd. TOTO Shinshu Sales Ltd. TOTO Niigata Sales Ltd.

2. Changes in Directors and Auditors

(1) Changes as of April 1, 2013

Name	New Title	Current Title
Shinichirou Nakazato	Director	Director, Managing Executive Officer
Nobuyasu Kariu	Director	Director, Managing Executive Officer
	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) Changes as of June 27, 2013
(i) Candidates for Newly Appointed Directors

Name	New Title	Current Title
Yuji Ebisumoto	Director, Managing Executive Officer	Senior Executive Officer
Nozomu Morimura	Director, Managing Executive Officer	Executive Officer (Promoted to Senior Executive Officer as of April 1)
Hiroki Ogawa	Outside Director	(Representative Director and Chairman of SAIBUGAS Co., Ltd.)

(ii) Promoted Directors

Name	New Title	Current Title
Tatsuhiko Saruwatari	Representative Director, Executive Vice President	Director, Senior Managing Executive Officer
Madoka Kitamura	Director, Senior Managing Executive Officer	Director, Managing Executive Officer

(iii) Retiring Directors

Name	New Title	Current Title
Kenji Ito	(Retired)	Representative Director, Executive Vice President
Shinichirou Nakazato	(Retired)	Director (as of April 1)
Nobuyasu Kariu	(Retired)	Director (as of April 1)

* The above three directors will be appointed as advisers after retiring.

(iv) Candidate for Newly Appointed Auditor

Name	New Title	Current Title
Akira Katayanagi	Audit & Supervisory Board Member, Outside	(Special Adviser of Mitsubishi UFJ NICOS Co., Ltd.)

(v) Resigning Auditor

Name	New Title	Current Title
Junichi Minegishi	(Retired)	Audit & Supervisory Board Member, Outside

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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3. Management and Administrative System as of April 1, 2013

Directors

Representative Director, Chairman of the Board	Teruo Kise
President, Representative Director	Kunio Harimoto	In Charge of New-Domain Business Group, Management Planning Division, Internal Audit Office, Cultural Promotion Department and Secretary's Office, and in Charge of V-Plan New-Domain Business
Representative Director, Executive Vice President	Kenji Ito
Representative Director, Executive Vice President	Akio Hasunuma	In Charge of Sales Groups, and in Charge of V-Plan Domestic Housing Equipment Business and V-Plan Marketing Innovation
Director, Senior Managing Executive Officer	Tatsuhiko Saruwatari	In Charge of Corporate Administrative Group, Business Promotion Group and Legal Affairs Division, and in Charge of V-Plan Supply Chain Innovation
Director, Senior Managing Executive Officer	Hiromichi Tabata	In Charge of International Business Group and Faucet & Appliances Division, and in Charge of V-Plan Overseas Housing Equipment Business and V-Plan Management Resource Innovation
Director, Senior Managing Executive Officer	Kiyoshi Furube	In Charge of Sales Promotion Group and Marketing Group
Director, Managing Executive Officer	Shunji Yamada	In Charge of Corporate Administrative Group, Business Promotion Group, Customer Service Division and Information System Planning Division
Director, Managing Executive Officer	Madoka Kitamura	In Charge of System Product Group
Director, Managing Executive Officer	Noriaki Kiyota	In Charge of Restroom Business Group
Director	Shinichirou Nakazato
Director	Nobuyasu Kariu
Outside Director	Kazumoto Yamamoto

Auditors

Audit & Supervisory Board Member, Standing	Yozo Hirota
Audit & Supervisory Board Member, Standing	Motohiro Oniki
Audit & Supervisory Board Member, Outside	Junichi Minegishi
Audit & Supervisory Board Member, Outside	Masamichi Takemoto

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

* Changes are underlined.

* Directors Kenji Ito, Shinichirou Nakazato, and Nobuyasu Kariu will be appointed as advisers after retiring as directors.

* This is also to inform you of the appointment of a representative for the company formed from a company spin-off, who had not yet been determined at the time of the Notice of Establishment of Subsidiary through Demergerdated

October 31, 2012.

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 April 1, 2013)

Marketing Group Customer Service Division Cultural Promotion Department Marketing Division Design Division Information System Planning Division Sales Coordinating Division Hokkaido Branch Office Tohoku Branch Office Kita-Kanto Branch Office Higashi-Kanto Branch Office Tokyo Branch Office Yokohama Branch Office Sales Promotion Group Shinetsu Branch Office Chubu Branch Office Hokuriku Branch Office Kansai Branch Office Chugoku Branch Office Shikoku Branch Office Kyushu Branch Office Project Sales Division Retail Sales Division Americas Division China Division International Business Group Asia Oceania Division Europe Division International Business Coordinating Division Restroom Business Coordination Division Restroom Product Coordination Division Restroom Business Group System Product Group Sanitary Ware Division Washlet Division Bathroom Division Kitchen & Lavatory Vanity Division Faucets & Appliances Division Ceramic Division New-Domain Business Group Green Building Materials Division Fuel Cell Division Electronics Technology Division Production Technology Business Group Corporate Administrative Group Production Technology Division Research Institute Legal Affairs Division Management Planning Division Human Resource Development Division Accounting & Finance Division General Affairs Division Tokyo Corporate Administrative Division Logistics Division Business Promotion Group Purchasing Division Engineering Works Division Internal Audit Office

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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(Officers in Charge of V-Plan)

Domestic Housing Equipment Business
Overseas Housing Equipment Business
New-Domain
Business
Akio Hasunuma Hiromichi Tabata Kunio
Harimoto
Akio Hasunuma
Tatsuhiko Saruwatari
Yuji Ebisumoto
Hiromichi Tabata

* Management Information Innovation is to be incorporated into the regular administrative system because a system to develop IT-related infrastructure has already been established.

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 Candidate for Newly Appointed Directors and Auditor

(Director)

Name	Yuji Ebisumoto
Place of Birth	Fukuoka Prefecture
Date of Birth	February 7, 1955
Education	Mar. 1978 Graduated from the Faculty of Engineering of Hiroshima University
Brief Career History	Apr. 1978 Joined Takada Corporation Mar. 1983 Left Takada Corporation Sep. 1983 Joined the Company Jun. 1998 General Manager of Washlet Production Department of the Company Apr. 2003 General Manager of Ibaraki Plant of Panwashlet Ltd. (currently TOTO Washlet Techno Ltd.) Oct. 2005 Managing Director and General Manager of Production Division of Panwashlet Ltd. Apr. 2008 General Manager of Restroom Production Division of the Company Apr. 2009 General Manager of Production Technology Development Center of the Company Apr. 2010 Executive Officer and General Manager of Production Technology Development Center of the Company Apr. 2012 Senior Executive Officer and General Manager of Production Technology Center of the Company (Current position)

Name	Nozomu Morimura
Place of Birth	Tokyo
Date of Birth	July 10, 1957
Education	Mar. 1980 Graduated from the Faculty of Law of Gakushuin University
Brief Career History	Apr. 1980 Joined the Company Apr. 2001 Eastern Japan Sales Manager in Housing Company Sales Division of the Company Apr. 2007 General Manager of Higashi Kanto Branch Office of the Company Apr. 2010 Executive Officer and General Manager of Nagoya Branch Office (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	Hiroki Ogawa
Place of Birth	Fukuoka Prefecture
Date of Birth	September 21, 1941
Education	Mar. 1964 Graduated from the Faculty of Political Science and Economics of Meiji University
Brief Career History	Mar. 1964 Joined SAIBUGAS Co., Ltd. Jun. 1994 Director of SAIBUGAS Co., Ltd. Jun. 1998 Managing Director of SAIBUGAS Co., Ltd. Jun. 2000 Senior Managing Director of SAIBUGAS Co., Ltd. Jun. 2002 Representative Director, Executive Vice President of SAIBUGAS Co., Ltd. Jun. 2003 President and Representative Director of SAIBUGAS Co., Ltd. Apr. 2008 Chairman and Representative Director of SAIBUGAS Co., Ltd. (Current position)

(Outside Auditor)

Name	Akira Katayanagi
Place of Birth	Tokyo
Date of Birth	February 4, 1946
Education	Mar. 1968 Graduated from the Faculty of Law of Keio University
Brief Career History	Apr. 1968 Joined Mitsubishi Bank, Ltd. Jun. 1995 Director of Mitsubishi Bank, Ltd. Apr. 1996 Director of the Bank of Tokyo-Mitsubishi, Ltd. Feb. 2000 Managing Director of the Bank of Tokyo-Mitsubishi, Ltd. Jun. 2001 Managing Executive Officer of the Bank of Tokyo-Mitsubishi, Ltd. Jun. 2003 Resigned from the position of Managing Executive Officer of the Bank of Tokyo-Mitsubishi, Ltd. Jun. 2003 President and Representative Director of DC Card Co., Ltd. Apr. 2007 Representative Director, Executive Vice President, and Executive Officer of Mitsubishi UFJ NICOS Co., Ltd. Jun. 2008 Chairman and Representative Director of Mitsubishi UFJ NICOS Co., Ltd. Apr. 2011 Director of Mitsubishi UFJ NICOS Co., Ltd. Jun. 2011 Special Adviser of Mitsubishi UFJ NICOS Co., Ltd. (Currently holds this 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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