February 3, 2016
To whom it may concern,
Company

Coca‐Cola West Co., Ltd.

Representative
Yoshimatsu,
Director President
Tamio(Code#:2579TokyoStockExchange1,FukuokaStockExchange)

Representative

Inquiry

Executive Officer, Manager Kinya
Matsudaira,ofGeneralAffairsDept.
(phone: (092)641‐8760)

Notice on partial revisions to the Article of Incorporation
Please be informed of the following decision made in the Board Meeting held today to propose anagenda of “Partial revisions to the Article of incorporation” to the 58th. General Meeting of theShareholders scheduled for March 23, 2016 as we shift to a company with "Audit and Supervisory
Committee“.
Details
1. Objective for the change to the Article of Incorporation(1) As disclosed in the “Notice on the shift to a company with "Audit and Supervisory Committee“”
dated today, "Act for Partial Amendment of the Companies Act"(No. 90; enacted in 2014)(Therevised Companies Act) enforced on May 1, 2015 made a way for a shift to a company with Audit
and Supervisory Committee in which the majority is made up of external board members. We
decided to do so in order to enhance corporate value by raising management health andefficiency through speedy decision‐making and execution of operations with delegated authority,
in addition to further enrichment of corporate governance through reinforced audit andsupervisions by directors.
This is to make necessary changes in shifting to a company with “Audit and SupervisoryCommittee” such as new settings of regulations on Audit and Supervisory Committee as well as
on directors who are Audit & supervisory committee members and deletions of regulations on
Audit & Supervisory Board Members & the Meeting along with this move.
(2) We also change those who will be subject to a liability limitation agreement as the scope ofdirectors allowed to do so has been amended to limit to non‐executive officers by the revisedCompanies Act and for us to be able to continue recruiting capable Directors not limited toexternal members even in the future. Note that we have already gained approval for thechanges to the regulations from Audit & Supervisory Board Members.
2. Description of changes to the Articles of Incorporation
As attached.
3. Schedule
Scheduled General Meeting of the Shareholders for changes to the Articles of Incorporation:
Wednesday, March 23, 2016
Effective date for changes to the Articles of Incorporation: Wednesday, March 23, 2016
Thank you,1

Attachment(Underline indicates changes)
Current Articles of Incorporation
Chapter 1 General Provisions
Article 1‐3 (Provisions omitted)(Organizations)
Article 4. Beside Shareholders Meeting andDirectors, we shall set up the following
organizational bodies.
(1) Board Meeting(2) Audit & Supervisory Board Members(3) Audit & Supervisory Board Meeting(4) Accounting Auditors
Article 5 (Provisions omitted)

Proposal for change
Chapter 1 General Provisions
Article 1‐3 (No change)(Organizations)
Article 4. Beside Shareholders Meeting andDirectors, we shall set up the following
organizational bodies.
(1) Board Meeting(2) Audit and Supervisory Committee(Delete)(3) Accounting Auditors
Article 5 (No change)

Chapter 2 Shares
Article 6‐12 (Provisions omitted)

Chapter 2
Article 6‐12 (No change)

Chapter 3 General Meeting of Shareholders
Article 13‐19 (Provisions omitted)

Chapter 3 General Meeting of Shareholders
Article 13‐19 (No change)

Chapter 4 Directors and the Board Meeting(Number of members)
Article 20 15 Directors shall be set in ourcompany.

Chapter 4 Directors and the Board Meeting(Number of members)
Article 20 We shall have up to 15 Directors(excluding those serve as Audit & supervisorycommittee members) in our company.
2. We shall have up to 7 Directors who serve asAudit & supervisory committee members inour company.
(Appointment)
Article 21 Directors shall be appointed in theShareholders Meeting by separating those
who serve as Audit & supervisory committee
members and other members.
2. (No change)
3. (No change)(Term)
Article 22 The term of office of directors(excluding those who also serve as Audit &supervisory committee member) shall expire
at the conclusion of the Ordinary General
Meeting of Shareholders on the last fiscal
year within one (1) year following theirelection of office.
2. The term of office of directors who also serve
as Audit & supervisory committee member
shall expire at the conclusion of the Ordinary
General Meeting of Shareholders on the last
fiscal year within two (2) years following theirelection of office.

(Newly set)(Appointment)
Article 21 Directors shall be appointed in theShareholders Meeting.

2. (Provisions omitted)
3. (Provisions omitted)(Term)
Article 22 The term of office of directors shall
expire atthe conclusion of the Ordinary General
Meeting of Shareholders on the last fiscal year
within one (1) year following their election ofoffice.
(Newly set)2Shares(Underline indicates changes)
Current Articles of Incorporation(Newly set)

Proposal for change
3. The term of office of directors who also serve
as Audit & supervisory committee member
appointed as a backup shall expire when theterm of office of retiring members would have
expired.
(Representative Director)
Article 23 Representative Director shall beselected by the resolution in the BoardMeeting from Directors (excluding those whoalso serve as Audit & supervisory committee
member).
(Convening of the Board Meeting)
Article 24 A notice of the convocation of a
Board Meeting shall be dispatched to Board
members at least three (3) days prior to thedate of such meeting. However, it can beshortened in case of an emergency.

(Representative Director)
Article 23 Representative Director shall beselected by the resolution in the Board
Meeting.
(Convening of the Board Meeting)
Article 24 A notice of the convocation of a
Board Meeting shall be dispatched to Board
members and Audit & supervisory board
members at least three (3) days prior to thedate of such meeting. However, it can beshortened in case of an emergency.
Article 25 (Provisions omitted)(Newly set)

Article 25 (No change)(Delegation to decide important operationexecutions)
Article 26 The Board Meeting may partially or
entirely delegate the decision on theexecution of important operations to board
members through resolution in the meeting
according to the regulations of The
Companies Act Article 399‐13‐6 (excluding
those set forth in the section 5 of the sameAct).
Article 27 (No change)(Liability exemption by Directors)
Article 28 We may enter into a liability
limitation agreement with directors (exceptfor executive officers) to limit liability fordamage in the event that he/she fails toperform his/her duties according to theCompanies Act Article 427‐1. However, The
limit of liability in the Agreement shall beequal to the minimum liability limit stipulated
by laws and ordinances.
(Corporate advisors and counselors)
Article 29(No change)

Article 26 (Provisions omitted)(Liability exemption by Directors)
Article 27 We may enter into a liability
limitation agreement with external directors(except for executive officers) to limit liability
for damage in the event that he/she fails toperform his/her duties according to theCompanies Act Article 427‐1. However, The
limit of liability in the Agreement shall beequal to the minimum liability limit stipulated
by laws and ordinances.
(Corporate advisors and counselors)
Article 28 (Provisions omitted)
Chapter 5
Audit & Supervisory Board
Members and the Meeting

Chapter 5
Audit and Supervisory Committee(Standing and full‐time Audit & supervisorycommittee members)
Article 30 Audit and Supervisory Committee
may select Standing Audit & supervisorycommittee members through the resolution.
It may also select full‐time Audit &supervisory committee members separately
through the resolution.

(Newly set)3

(Underline indicates changes)
Current Articles of Incorporation(Newly set)

Proposal for change(Convening of Audit and Supervisory
Committee)
Article 31 A notice of the convocation of a
Audit and Supervisory Committee shall bedispatched to Audit & supervisory committee
members at least three (3) days prior to thedate of such meeting. However, it can beshortened in case of an emergency.
(Regulations for the Audit and Supervisory
Committee)
Article 32 Matters on Audit and Supervisory
Committee shall follow regulations defined in
the Committee, except for the provisions set
forth in the laws and regulations or theArticles of Incorporation.
(Delete)(Newly set)

(Number of members)
Article 29 We shall have up to 7 Audit &supervisory board members.
(Appointment)
Article 30 Audit & supervisory board
members shall be appointed in theShareholders Meeting.
2. The appointment shall be made with majorityof votes won by a minimum of one‐third ofthe shareholders with voting rights in
attendance at the Shareholders Meeting.
(Term)
Article 31 The term of Audit & supervisoryboard members shall expire at the conclusionof the Ordinary General Meeting ofShareholders on the last fiscal year withinfour (4) years following their election ofoffice.
2. The term of office of any Audit & supervisoryboard members elected to fill a vacancy
shall expire when the term of office of retiring
members would have expired.
(Standing and full‐time Audit & supervisoryboard members)
Article 32 Audit and Supervisory Board
Meeting may select Standing Audit &supervisory board members through theresolution. It may also select full‐time Audit &supervisory board members separately
through the resolution.
(Convening of the Audit & Supervisory BoardMeeting)
Article 33 A notice of the convocation of a
Audit and Supervisory Board Meeting shall bedispatched to Audit & supervisory board
members at least three (3) days prior to thedate of such meeting. However, it can beshortened in case of an emergency.

(Delete)(Delete)(Delete)(Delete)4

(Underline indicates changes)
Current Articles of Incorporation(Regulations for the Audit & Supervisory
Board Meeting)
Article 34 Matters on Audit and Supervisory
Board Meeting shall follow regulations
defined in the Board Meeting, except for theprovisions set forth in the laws andregulations or the Articles of Incorporation.
(Liability exemption by Audit & supervisoryboard members)
Article 35 We may enter into a liability
limitation agreement with external directors
to limit liability for damage in the event thathe/she fails to perform his/her duties
according to the Companies Act Article 427‐1.
However, The limit of liability in theAgreement shall be equal to the minimum
liability limit stipulated by laws andordinances.

Proposal for change(Delete)(Delete)

Chapter 6
Calculations
Article 36 ‐ 38 (Provisions omitted)

Chapter 6
Calculations
Article 33 ‐ 35 (No change)

Supplementary Provisions(Provisions omitted)

Supplementary Provisions(No change)

Supplementary Provision 2(Transitional measures concerning liability
exemption by Audit & supervisory board
members)
Concerning the agreement of liability
exemption by Audit & supervisory board
members as set for in the Companies Act
Article 427‐1 for the acts of external Audit &supervisory board members (including formermembers) prior to the effective date of partial
revisions to the Articles of Incorporation
resolved in the 58th. General Meeting of theShareholders in March 2016 shall follow theprovision of the Articles of Incorporation
Article 35 resolved in the same General
Meeting of the Shareholders.

(Newly set)

EOD5