May 24, 2024
Company name:

UT Group Co., Ltd.

Representative:

Manabu Sotomura, President andRepresentative Director(Securities code:2146, TSE Prime Market)

For inquiries:

Takahito Yamada, Executive Officerand Division Manager, General
Affairs DivisionTEL:+81-3-5447-1710

Notice Regarding Partial Amendment to the Articles of Incorporation
UT Group Co., Ltd. today announces that at the Board of Directors meeting held today, the Company
resolved that it will propose to the 17th Annual General Meeting of Shareholders to be held on June 22,2024 the following "Partial Amendment to the Articles of Incorporation".
1.

Purpose of the amendment
In promoting the Rolling Plan of the Fourth Medium-Term Business Plan, the Company has changed
its management structure to have two Representative Directors effective April 1, 2024, with the aimof speeding up decision-making and strengthening business execution functions. Accordingly, for thepurpose of ensuring management flexibility, the current Articles of Incorporation, which gives theDirector and President the authority to convene and chair meetings of the General Meeting ofShareholders and meetings of the Board of Directors, has been changed to give the authority to theRepresentative Directors. Also, the case of the Representative Director being unable to act due tovacancy will be added to be applied for the contents of Paragraph 2 of Article 14.

2.

Details of the amendment
Details of the amendment are as follows:(Amended parts are underlined)
Current Articles of Incorporation

Proposed Amendment(Convener and Chairperson)
Article 14. The Director and President shall convene ageneral meeting of shareholders and serve as its
chairperson, unless otherwise provided for by laws andregulations.
2. If the Director and President is unable to act due tovacancy or an accident, another Director selectedaccording to an order predetermined by the Board ofDirectors, shall convene and serve as its chairperson.

(Convener and Chairperson)
Article 14. The Representative Directors shall convene ageneral meeting of shareholders and serve as its
chairperson, unless otherwise provided for by laws andregulations.
2. If the Representative Directors are unable to act due
to vacancy or an accident, another Director selectedaccording to an order predetermined by the Board ofDirectors, shall convene and serve as its chairperson.

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3.

Current Articles of Incorporation

Proposed Amendment(Convener and Chairperson of Board of DirectorsMeetings)
Article 23. The Director and President shall convene ameeting of the Board of Directors and serve as itschairperson, unless otherwise provided for by laws andregulations. If the Director and President is unable to act
due to vacancy or an accident, another Director selectedaccording to an order predetermined by the Board ofDirectors, shall convene a meeting of the Board ofDirectors and serve as its chairperson.

(Convener and Chairperson of Board of DirectorsMeetings)
Article 23. The Representative Directors shall convene ameeting of the Board of Directors and serve as itschairperson, unless otherwise provided for by laws andregulations. If the Representative Directors are unable toact due to vacancy or an accident, another Director
selected according to an order predetermined by theBoard of Directors, shall convene a meeting of the Boardof Directors and serve as its chairperson.

Schedule
Date of Annual General Meeting of Shareholders for the amendment to the Articles of Incorporation:
Saturday, June 22, 2024 [plan]
Effective date of the amendment to the Articles of Incorporation:
Saturday, June 22, 2024 [plan]
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