February 4, 2020
OSAKI ELECTRIC Co., Ltd.
Yoshihide Watanabe, Chairman and CEO
Stock Code: 6644

Notice re Transition to Holding Company Structure
TOKYO, February 4, 2020 - OSAKI ELECTRIC, a leading Japanese smart metercompany (the “Company”), has announced its plan to become a holding company.
At its board of directors’ meeting held today, the Company resolved to transition toa holding company structure through a company split on October 1, 2020
(scheduled) and establish a wholly-owned subsidiary in preparation thereof.
The company split will be implemented provided that the related resolutions areapproved at the annual general meeting of shareholders (scheduled to be held inlate June 2020), and all approvals, permits or licenses related to the transition, if
necessary, are granted by the supervisory authorities.
1. Background and Purpose of Transition
The market conditions and business environment surrounding theCompany and its group companies have entered a period of significant reforms.
In Japan, while business conditions remain severe with a downturn in demand
for smart meters, the Company reinforces its solution services for optimal
power consumption and expanding new businesses. The Company further
invests in the development of new value-added products and services in
preparing to attain replacement demand for new-generation smart meters
expected from the fiscal year ending March 2025.
Outside of Japan, the Company expects strong growth overall, with higher
sales and profits from Australia and developing countries and businessexpansions including the smart meter project in the UK.
Under these business conditions, the Company has determined thattransitioning to a holding company structure is the most appropriate responseto rapid business growth in the global market considering the following points:1

① Strong Group Management Strategic Functions
The holding company will focus on group management to maximize thecorporate value of our group by planning management strategies forcurrent and new businesses in and outside of Japan, and allocating andeffectively using management resources.
② Clear Authority and Responsibility for Faster Decision Making
The holding company structure will divide management functions andbusiness operations by organization. The structure clarifies the levels ofauthority and responsibilities carried out by each organization and enables
faster decision-making to build a competitive edge.
2. Method of Company Split
The Company will establish a wholly-owned subsidiary (the “Subsidiary”) toprepare for the company split. Subsequently, we will implement anabsorption-type company split in which the Company is the splitting company,
and the Subsidiary becomes the successor company. By using this method, theCompany will remain listed on the first section of the Tokyo Stock Exchange(Code: 6644) while transitioning to the holding company structure.
3. Schedule of Company Split
Board of Directors’ Meeting to Approve

February 4, 2020

Establishment of Subsidiary
Establishment of Subsidiary

April 2020 (scheduled)

Board of Directors’ Meeting to Approve

Early May 2020 (scheduled)Company Split
General Meeting of Shareholders toLate June 2020 (scheduled)

Approve Company Split
Effective Date of Company Split

October 1, 2020 (scheduled)*The new company name, capital and other details will be determined at theboard of directors’ meeting to be held to approve the company split in earlyMay 2020, and publicly announced.

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4. Overview of Holding Company Structure
Current

After Transition as of October 1, 2020 (scheduled)

Holding Company(Listed)

OSAKI ELECTRIC,CO., LTD.
(Listed)OSAKI UnitedInternational Pte. Ltd.

OSAKI ELECTRIC
CO., LTD.
(new)

Enegate Co., Ltd.

EDMI Limited
and its subsidiaries

OSAKI UnitedInternational Pte. Ltd.

Enegate Co.
Ltd.

EDMI Limited
and its subsidiaries
Other
subsidiaries

Other
functionalsubsidiaries

Other
businesssubsidiaries

5. Future Outlook
The company to succeed businesses through the company split is awholly-owned subsidiary of the Company. Therefore, no material impact is
expected on the consolidated financial performance of the Company.

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