This document has been translated from a part of the Japanese original for reference purposes only. In the event ofany discrepancy between this translated document and the Japanese original, the original shall prevail.
The Company assumes no responsibility for this translation or for direct, indirect or any other forms of damages
arising from the translation.

Securities code: 7532
November 14, 2013

To Our Shareholders
Takao Yasuda
Chairman and President, Representative Director

Don Quijote Co., Ltd.
2-19-10 Aobadai, Meguro-ku, Tokyo

Notice of Convocation of the Extraordinary General Meeting of Shareholders
You are cordially invited to attend the Extraordinary General Meeting of Shareholders of Don
Quijote Co., Ltd. (the “Company”). The meeting will be held as described below.
If you are unable to attend the meeting, you may exercise your voting rights in writing or via
the Internet, etc. Please review the attached Reference Documents for the General Meetingof Shareholders and return the enclosed Voting Rights Exercise Form by indicating yourapproval or disapproval to arrive at the Company by 6:00 p.m. on November 28 (Thursday),2013 in Japan time, or exercise your voting rights online via the designated website(http://www.evote.jp/) by 6:00 p.m. on the same day.
1.

Date and Time:

November 29 (Friday), 2013, 10:00 a.m.

2.

Place:

Hourai-no-ma (2nd floor), Meiji Kinenkan
2-2-23 Moto-Akasaka, Minato-ku, Tokyo

3.

Agenda for the Meeting
Matters to be resolved:
Proposal No. 1:
Approval of Absorption-Type Company Split Agreement
Proposal No. 2:
Partial Amendments to the Articles of Incorporation
Proposal No. 3:
Election of One (1) Director
Proposal No. 4:
Election of One (1) Statutory Auditor

For those attending, please present the enclosed Voting Rights Exercise Form on attendance to the receptionist.
If there are any amendments to the Reference Documents for the General Meeting of Shareholders, the revised version will
be posted on our website at http://www.donki.com/group/ir/ (in Japanese only).

1Reference Documents for the General Meeting of Shareholders
Proposal No. 1: Approval of Absorption-Type Company Split Agreement
The Company and Don Quijote Preparatory Co., Ltd., a wholly-owned subsidiary of the Company (the“Company Split Successor Company”) agreed to execute a company split to cause the Company Split
Successor Company to succeed to the businesses of the Company (excluding the business relating tocontrol and management of the business activities of the companies whose shares are held by theCompany and the business relating to operation of the Don Quijote Group), effective on December 2,
2013 (the “Company Split”), and entered into an Absorption-Type Company Split Agreement for theCompany Split on October 28, 2013.
This proposal is intended to request the approval of the shareholders as to the content of theAbsorption-Type Company Split Agreement for the Company Split.
* Effective on December 2, 2013, the Company and the Company Split Successor Company schedule
to change their trade names to “Don Quijote Holdings Co., Ltd.” and “Don Quijote Co., Ltd.,”
respectively.

1. Reasons for Executing the Absorption-Type Company Split
The business environment surrounding the Don Quijote Group does show some promising signs
including the pickup of domestic stock market against the backdrop of positive effects of the recent
governmental policies. But consumer spending has remained weak given the general public’s fears
about a reduction in their disposable income that would result from the increase in consumption taxes
that is scheduled to take place in 2014, and the economy itself is staging only a modest recovery.
Meanwhile, business conditions remain harsh as competition among enterprises keeps intensifying
consistently.
Amidst such a difficult business environment, by making full use of its ability to respond quickly tochanges, the Company has endeavored to further enhance the attractiveness of “Don Quijote” as itscore discount store business model. In addition, since about 2005, the Company has continued to turnbusiness companies primarily in the retail sector into its subsidiaries and rehabilitate unprofitable
stores. It has succeeded in transforming companies such as Nagasakiya Co., LTD. (a GMS network
operator) and Doit Co., Ltd. (a home improvement center network operator) into enterprises capable ofgenerating profits by injecting Don Quijote’s own operational practice and know-how. As a result, forthe fiscal year ended June 2013, the Company was able to report increases in both net sales andoperating income for 24 consecutive terms, and achieve growth to become one of the leading
corporate groups in the Japanese retail business with consolidated sales exceeding ¥500 billion.
Under these circumstances, in the interest of assuring further growth, the Company wishes to seek toclearly articulate the framework for authority and accountability at each Group member company andto build a Group operating framework that would facilitate dynamic and flexible management decision
making. It has hence decided to adopt a policy to switch to a pure holding company structure.

2

2. Overview of the content of the Absorption-Type Company Split Agreement
An overview of the content of the Absorption-Type Company Split Agreement for the Company Splitis as described below:

Absorption-Type Company Split Agreement (Duplicate)This Absorption-Type Company Split Agreement (hereinafter referred to as “this Agreement”) is madeand entered into by and between Don Quijote Co., Ltd. (hereinafter referred to as “Don Quijote”) andDon Quijote Preparatory Co., Ltd. (hereinafter referred to as “Successor”) in connection with a certain
absorption-type company split whereby Successor would succeed to the Businesses of Don Quijote
prescribed in Article 2 hereof (hereinafter referred to as the “Absorption-Type Company Split”).
Article 1.

Trade Names and Addresses of the Parties to the Company Split

Both parties hereby confirm that the trade names and addresses of the splitting company in theabsorption-type company split and the successor company in the absorption-type company split are asstated below:(1) Don Quijote: Splitting company in the absorption-type company split
Trade Name: Don Quijote Co., Ltd. (to be renamed as “Don Quijote Holdings Co., Ltd.”effective on December 2, 2013)
Address: 2-19-10 Aobadai, Meguro-ku, Tokyo(2) Successor: Successor company in the absorption-type company split
Trade Name: Don Quijote Preparatory Co., Ltd. (to be renamed as “Don Quijote Co., Ltd.”effective on December 2, 2013)
Address: 2-19-10 Aobadai, Meguro-ku, Tokyo

Article 2.

Absorption-Type Company Split

Don Quijote shall cause Successor to, and Successor shall, succeed, by means of absorption-typecompany split, to Don Quijote’s rights and obligations specified in the following Article that areassociated with any and all of the businesses (excluding the business relating to control andmanagement of the companies whose shares are held by Don Quijote and the business relating tooperation of the Don Quijote Group; hereinafter referred to as the “Businesses”) that Don Quijote
operates as of the time of lapse of the day immediately preceding the effective date prescribed in
Article 6 hereof (hereinafter referred to merely as the “Effective Date” except as referred to in Article
6 hereof).

Article 3.

Rights and Obligations to Which Successor Shall Succeed under the Absorption-Type
Company Split

1. The rights and obligations to which Successor shall succeed from Don Quijote (hereinafterreferred to as the “Rights and Obligations Subject to Succession”) shall be as described in the
Exhibit hereto entitled “Detailed List of Rights and Obligations Subject to Succession.” Pursuant
to the provisions of the Detailed List of Rights and Obligations Subject to Succession, any rights
and obligations associated with the Businesses that may become vested in Don Quijote during theperiod between the date of conclusion hereof and the Effective Date shall be included in the Rights
and Obligations Subject to Succession.
32. All of the debt obligations shall be succeeded to by Successor from Don Quijote by means ofconcurrent (or cumulative) assumption of debt obligations; provided, however, that Successor
shall be the ultimate obligor of debt obligations between Don Quijote and Successor in this caseand that if Don Quijote is required to perform or otherwise bear any of the debt obligations
succeeded, Don Quijote shall be entitled to demand that Successor compensate Don Quijote forthe entire amount of said debt obligations.
3. If it runs counter to Don Quijote’s obligations set forth in each contract with other parties to cause
Successor to succeed to Don Quijote’s contractual status included in the Rights and Obligations
Subject to Succession or the rights and obligations thereunder (hereinafter referred to collectively
as the “Contractual Status, etc.”) by means of the Absorption-Type Company Split and if it is notpossible to cause the other parties of said contracts to give consent to exemption of said obligation,
if Don Quijote sees no prospect of performing the procedures necessary for causing Successor to
succeed to Don Quijote’s Contractual Status, etc. under said contracts as of the day immediately
preceding the Effective Date, or if causing Successor to succeed to Don Quijote’s Contractual
Status, etc. causes a significant disadvantage to Don Quijote or Successor, then both parties shallexclude said Contractual Status, etc. from the Rights and Obligations Subject to Succession.
4. The assets and liabilities included in the Rights and Obligations Subject to Succession shall becalculated and accounted for on the basis of the balance sheet as of June 30, 2013 and otherfinancial status as of the same date, and shall be finalized by reflecting any increases anddecreases that may occur up to the day immediately preceding the Effective Date.

Article 4.

Consideration for the Absorption-Type Company Split

Successor shall not deliver any stock, money or any other property to Don Quijote in association with
the Absorption-Type Company Split.

Article 5.

General Meeting of Shareholders for Approval of Company Split

Don Quijote shall hold a General Meeting of Shareholders no later than the day immediately
preceding the Effective Date prescribed in the following Article, and shall seek approval of thisAgreement and any and all other matters necessary for the Absorption-Type Company Split.

Article 6.

Effective Date

The Effective Date of the Absorption-Type Company Split shall be December 2, 2013; provided,
however, that if necessary for reasons of procedural progress or any other cause, both parties may
mutually consult and change said Effective Date.

Article 7.

Duty of Non-Competition

Don Quijote shall not assume any duty of non-competition prescribed in Article 21 of the Companies
Act with respect to the Businesses even after completion of the Absorption-Type Company Split.

Article 8.

Change of Conditions for the Absorption-Type Company Split and Cancellation of thisAgreement

If, during the period between the date of conclusion of this Agreement and the day immediately
preceding the Effective Date of the Absorption-Type Company Split, the financial position or businessconditions of either party change materially due to a natural disaster or any other cause, if an incident

4that causes a significant obstacle in executing the Absorption-Type Company Split occurs, or if it
otherwise becomes difficult to fulfill the purpose of the Absorption-Type Company Split, both parties
shall mutually consult, and may change the conditions for the Absorption-Type Company Split orcancel this Agreement.

Article 9.

Validity of this Agreement

This Agreement shall cease to be in force and effect if the approval of Don Quijote’s General Meetingof Shareholders prescribed in Article 5 hereof is not obtained, if any of the approvals of the competent
governmental agencies prescribed by laws and regulations are not obtained, or if this Agreement iscancelled pursuant to the provisions of the preceding Article.

Article 10. Matters Not Specifically Prescribed
Both parties shall mutually consult and decide on the matters necessary for the Absorption-Type
Company Split other than the matters prescribed in this Agreement in accordance with the purpose andintent of the Absorption-Type Company Split.

IN WITNESS WHEREOF, the parties hereto have caused their duly authorized representatives to
execute this Agreement in one (1) copy upon affixing the names and seals hereof, with Don Quijote
retaining the original copy and Successor retaining a duplicate copy.

October 28, 2013

For Don Quijote:Takao Yasuda[Seal]

Representative Director
Don Quijote Co., Ltd.
2-19-10 Aobadai, Meguro-ku, Tokyo
For Successor:

Takao Yasuda[Seal]

Representative Director
Don Quijote Preparatory Co., Ltd.
2-19-10 Aobadai, Meguro-ku, Tokyo

5

Exhibit

Detailed List of Rights and Obligations Subject to Succession

The assets, debt obligations, employment contracts and other rights and obligations to which
Successor would succeed from Don Quijote shall be the following rights and obligations that are
vested in Don Quijote as of the Effective Date of the Absorption-Type Company Split:

1. Assets(1) Current assets(i)

Any and all of cash and deposits (excluding the cash and deposits managed by the business
units relating to control and management of the business activities of the companies whose
shares are held by Don Quijote and by the business units relating to operation of the Don
Quijote Group (collectively the “Business Units Relating to Group Operation, etc.”))(ii) Any and all trade accounts receivable, merchandise and finished goods, prepaid expenses andother current assets to which Successor can legally succeed from Don Quijote (excluding
those which relate to the contractual status and rights and obligations incidental thereto thatcannot be succeeded from Don Quijote to Successor pursuant to the provisions of (1) of 4.
“Other Rights and Obligations” of this Exhibit, and those relating to securities and dividends
received)(2) Noncurrent assets(i)

Any and all structures (excluding those controlled by the Business Units Relating to GroupOperation, etc.)(ii) Any and all tools, furniture, fixtures and vehicles (excluding those controlled by theBusiness Units Relating to Group Operation, etc.)(iii) Any and all software to which Successor can legally succeed from Don Quijote (excludingthat which relates to the contractual status and rights and obligations incidental thereto thatcannot be succeeded from Don Quijote to Successor pursuant to the provisions of (1) of 4.
“Other Rights and Obligations” of this Exhibit)(iv) Any and all long-term loans receivable, long-term prepaid expenses, lease and guarantee
deposits and other investments to which Successor can legally succeed from Don Quijote(excluding those which relate to the contractual status and rights and obligations incidental
thereto that cannot be succeeded from Don Quijote to Successor pursuant to the provisionsof (1) of 4. “Other Rights and Obligations” of this Exhibit, and those controlled by theBusiness Units Relating to Group Operation, etc.)(3) Other assets
Any and all other assets relating to the Businesses (excluding those controlled by the Business
Units Relating to Group Operation, etc.; any assets for which separate provisions are prescribed inthis Exhibit shall be dealt with pursuant to said provisions)

2. Debt Obligations(1) Current liabilities
Any and all trade accounts payable, other accounts payable, accrued expenses, deposits received
and other current liabilities to which Successor can legally succeed from Don Quijote (excluding
those which relate to the contractual status and rights and obligations incidental thereto that cannot
be succeeded from Don Quijote to Successor pursuant to the provisions of (1) of 4. “Other Rights
and Obligations” of this Exhibit, loans payable and bonds payable)6(2) Long-term liabilities
Any and all long-term liabilities to which Successor can legally succeed from Don Quijote(excluding those which relate to the contractual status and rights and obligations incidental thereto
that cannot be succeeded from Don Quijote to Successor pursuant to the provisions of (1) of 4.
“Other Rights and Obligations” of this Exhibit, those which relate to directors’ retirement benefits,
long-term loans payable, and bonds and convertible bonds payable).

3. Employment Contracts
Any and all employment contracts with those employees who are employed by Don Quijote as of theEffective Date of the Absorption-Type Company Split (excluding those enrolled in the Business Units
Relating to Group Operation, etc.)

4. Other Rights and Obligations(1) Contractual status relating to any and all contracts concluded by Don Quijote as of the Effective
Date of the Absorption-Type Company Split, and any rights and obligations arising therefrom(excluding the rights and obligations relating to the contracts listed below):(i)Contracts relating to procurement of funds (including banking transaction agreements,
overdraft agreements, loan agreements for consumption, master deposit agreements andcontracts relating to bonds and Don Quijote’s shares but excluding contracts relating tosecuritization of assets (excluding those contracts concluded after conclusion of thisAgreement in connection with its credit enhancement))(ii) Contracts relating to loans to subsidiaries and affiliates, contracts relating to long-term loans
to employees, contracts relating to loans managed by the Business Units Relating to GroupOperation, etc., and contracts concluded in connection with credit enhancement ofsubsidiaries and affiliates(iii) Contracts relating to financial derivatives (excluding those relating to foreign exchange
contracts, etc.)(iv) Contracts relating to stock acquisition, stock transfer, merger, company split, businessacquisition, business assignment, equity investment, company establishment, joint venture,liquidation, and capital affiliation(v)

Brand royalty contracts, license contracts, technical assistance contracts, and otherintellectual property rights and know-how related contracts that are managed by theBusiness Units Relating to Group Operation, etc.

(vi) Those IT-related contracts managed by the Business Units Relating to Group Operation, etc.
under which a sublicensing right for the company in which Don Quijote invests is granted to
Don Quijote(vii) Contracts relating to business affiliation, joint development, outsourcing and various
arrangements that are managed by the Business Units Relating to Group Operation, etc.
(viii) Contracts concluded with subsidiaries and affiliates that are managed by the Business Units
Relating to Group Operation, etc.
(ix) Contracts concluded with attorneys at law, audit corporations, financial institutions,consulting firms, tax accountant corporations, certified public tax accountants, judicial
scriveners, etc. that are managed by the Business Units Relating to Group Operation, etc.
(x)

Contracts relating to furniture and fixtures and vehicles that are managed by the Business

7

Units Relating to Group Operation, etc.
(xi) Contracts relating to dispatch of officers that are managed by the Business Units Relating toGroup Operation, etc.
(xii) Any and all other contracts relating to any of the abovementioned contracts (irrespective ofwhether they are memoranda of understanding, statements of mutual agreement, etc.)(2) Any and all permits, authorizations, approvals, registrations and reports to which Successor canlegally succeed from Don Quijote (excluding those managed by the Business Units Relating toGroup Operation, etc.)

5. Overview of the Content Prescribed in Article 183 of the Ordinance for Enforcement of theCompanies Act(1) Appropriateness of matters relating to consideration
On the occasion of the Absorption-Type Company Split, the Company Split Successor Company
will not deliver stock, money or any other property to the Company. However, as the Company
holds all of the shares of the Company Split Successor Company, we have determined that suchcontent is appropriate.
(2) Appropriateness of matters relating to amounts of capital stock and legal capital surplus
Neither the capital stock nor legal capital surplus of the Company Split Successor Company
increases as a result of the Absorption-Type Company Split.
(3) Appropriateness of matters relating to subscription rights to shares
Not applicable(4) Balance sheet as of the date of incorporation of the Company Split Successor Company
Balance sheet as of the date of incorporation of Don Quijote Preparatory Co., Ltd. (August 14,
2013)(Millions of yen)Account Item
AssetsCurrent assets
Cash and deposits
Total assets

AmountAccount Item
Liabilities
Net assets
Capital stock
Total liabilities and net assets

100
100
100

Amount
–
100
100
100

(5) Matters relating to events that materially affect the status of company assets such as disposition ofmaterial assets that occurred subsequent to the date of incorporation of the Company Split
Successor Company
Not applicable(6) Matters relating to events that materially affect the status of company assets such as disposition ofmaterial assets that occurred subsequent to the last day of the final fiscal year of the Company(i) Dividends of surplus
The Company paid dividends of surplus at 23 yen per share with record date of June 30,
2013 and payment period of September 27, 2013 to September 26, 2016.

8

(ii) Transfer of noncurrent assets to consolidated subsidiary
A policy to transfer a part of the noncurrent assets held by the Company and theconsolidated subsidiaries of the Company to Japan Asset Marketing Co., Ltd., aconsolidated subsidiary of the Company, was resolved at a meeting of the Board of
Directors of the Company held on July 26, 2013. Japan Asset Marketing Co., Ltd. has
also resolved the policy to acquire the noncurrent assets.
Consequently, most of the buildings held by the Company and the consolidated
subsidiaries of the Company (carrying amount on consolidated balance sheet as of theend of June 2013 (net): 61,726 million yen) will be transferred, but the concrete details,
transfer price, gain from transfer or other similar matters of the transferred assets have notbeen determined as of October 28, 2013, the day on which the holding of thisextraordinary general meeting of shareholders was decided.
Further, the date of execution of agreement, date of delivery of properties or other similar
matters have not been determined as of October 28, 2013, the day on which the holdingof this extraordinary general meeting of shareholders was decided.
(iii) Establishment of holding company for overseas businesses and execution of sharepurchase agreement by a U.S. consolidated subsidiary (making a company a subsidiary’s
subsidiary)
On July 10, 2013, the Company and Nagasakiya Co., LTD. (“Nagasakiya”) have jointly
established Pan Pacific International Holdings Pte. Ltd. (“PPI Holdings”) in the Republicof Singapore as a holding company for overseas businesses, functioning as theheadquarters of the Company’s overseas business operation. On July 12, 2013, theCompany also executed a share purchase agreement for the acquisition of MARUKAICORPORATION (USA) (“MARUKAI”), a subsidiary of MARUKAI CORPORATION(JPN) and the operator of eleven stores in the U.S. states of Hawaii and California, via
Pan Pacific International & Co., a PPI Holdings’ subsidiary (incorporated in the U.S. stateof Delaware, “PPI Delaware”) and acquired the shares on September 30, 2013.
An outline of the holding company for overseas business (PPI Holdings) is as follows (asof September 30, 2013).

(a) Trade Name:

Pan Pacific International Holdings Pte. Ltd.

(b) Main Business:

Formulation of strategies, management guidance, control
and management of the Group’s overseas businesses(c) Date Established:

July 10, 2013(d) Location of Head Office: 6001 BEACH ROAD #14-01 GOLDEN MILE TOWER,
SINGAPORE (199589)(e) Representative:

Chairman: Takao Yasuda(f) Capital Stock:

1,000,000 USD and 1 SGD(g) Major Shareholders and Shareholding Ratio:

Nagasakiya 60.00%

Don Quijote International Co., Ltd. 40.00%

Further, an outline of the subsidiary that changed the consolidation status (MARUKAI) is9as follows (as of September 30, 2013).
(a) Trade Name:MARUKAI CORPORATION (USA)(b) Main Business:

Retail (operation of supermarket, etc.), productdevelopment, import, and sale of food and household
items(c) Date Established:

March 25, 1965(d) Location of Head Office: 2310 Kamehameha Highway, Honolulu, HI 96819(e) Representative:

President: Kenji Sekiguchi(f) Capital Stock:319,000 USD(g) Major Shareholders and Shareholding Ratio:
Pan Pacific International & Co. 100.00%

10Proposal No. 2: Partial Amendments to the Articles of Incorporation
1. Reasons for the Amendments
As described in Proposal No. 1 “Approval of Absorption-Type Company Split Agreement,” theCompany wishes to change its management organization effective on December 2, 2013 (planned)
from the business company structure to a pure holding company structure (scheduled to change its
trade name to “Don Quijote Holdings Co., Ltd.” on the same day).
In association with this change, subject to Proposal No. 1 being approved and adopted and theCompany Split taking effect, the Company proposes to amend Article 1 (Trade Name) and Article
2 (Purpose) of its Articles of Incorporation, and add a supplementary provision thereto to the effectthat said partial amendments will be in force and effect on December 2, 2013.

2. Description of the Amendments
The Company proposes that the Articles of Incorporation of the Company be amended as follows:(Amendments are underlined)

Current Articles of Incorporation

Proposed Amendments

Chapter I General Provisions

Chapter I General Provisions

Article 1. Trade Name

Article 1. Trade Name

The name of the Company shall be
Kabushiki Kaisha Don Quijote andshall be expressed in English as Don
Quijote Co., Ltd.

The name of the Company shall be
Kabushiki Kaisha Don Quijote
Holdings and shall be expressed in
English as Don Quijote Holdings
Co., Ltd.

Article 2. Purpose

Article 2. Purpose

The purpose of the Company shall beto engage in the businesses listed
below:

1.

(New establishment)

The purpose of the Company shall be
to control or manage the businessactivities of the companies (including
foreign companies), partnerships(including entities equivalent topartnerships in foreign states), andother similar business bodies
engaging in the businesses listed
below and to engage in businesses
incidental or related thereto byholding the shares of or equity
interests in such companies,
partnerships and other similarbusiness bodies.
(1) Department store goods retailbusiness and commerce, andmanufacture, processing,consignment and wholesale ofproducts related thereto

11Current Articles of Incorporation

Proposed Amendments

1.

Sale of sundry goods, furniture,
bed-clothing, and interior goods(2) Sale of sundry goods, furniture,
bed-clothing, and interior goods

2.

Sale and repair of household electric
appliances, telecommunicationequipment, computers, household
gas/petroleum equipment,
air-conditioning systems, watersupply and drainage systems,
hot-water supply systems, and fire
control systems(3) Sale and repair of household electric
appliances, telecommunicationequipment, computers, household
gas/petroleum equipment,
air-conditioning systems, watersupply and drainage systems,
hot-water supply systems, and fire
control systems

3.

Sale of clothing, garments, dry
goods, shoes and footwear(4) Sale of clothing, garments, dry
goods, shoes and footwear

4.

Sale, repair and processing of motor
vehicles, auto accessories, andbicycles(5) Sale, repair and processing of motor
vehicles, auto accessories, andbicycles5.

Sale of building materials, coating
materials, lumber, electrical work
instruments/tools, andconstruction-use tools(6) Sale of building materials, coating
materials, lumber, electrical work
instruments/tools, andconstruction-use tools

6.

Sale of pet animals, pet supplies,
trees for gardening, horticulturalvegetation and supplies, fertilizers,
feeding stuff, industrial chemicals,
and pharmaceuticals for animal(7) Sale of pet animals, pet supplies,
trees for gardening, horticulturalvegetation and supplies, fertilizers,
feeding stuff, industrial chemicals,
and pharmaceuticals for animals

7.

Sale of toys, stationery items, books,
office supplies, sporting goods,
fishing gear, records, audio software,video software, and musicalinstruments(8) Sale of toys, stationery items, books,
office supplies, sporting goods,
fishing gear, records, audio software,video software, and musicalinstruments

8.

Sale of pharmaceuticals, quasi-drugs,
medical equipment, healthcare
equipment, sanitary articles,
cosmetics, and measuring
instruments(9) Sale of pharmaceuticals, quasi-drugs,
medical equipment, healthcare
equipment, sanitary articles,
cosmetics, and measuring
instruments

9.

Sale of noble metals, jewelry,glasses, optical equipment, and finearts and crafts(10) Sale of noble metals, jewelry,glasses, optical equipment, and finearts and crafts

10. Sale of foods, alcoholic beverages,
drinking water, cereal grain, salt,
tobacco, stamps, revenue stamps,
telephone cards, gift certificates,
expressway toll tickets, etc.

(11) Sale of foods, alcoholic beverages,
drinking water, cereal grain, salt,
tobacco, stamps, revenue stamps,
telephone cards, gift certificates,
expressway toll tickets, etc.

11. Wholesale, appraisal, and mail-ordersale of the goods listed above, sale ofantiques, rental business, andexport/import business(12) Wholesale, appraisal, and mail-ordersale of the goods listed above, sale ofantiques, rental business, andexport/import business

12Current Articles of Incorporation

Proposed Amendments

12. Offering management guidance toenterprises operating the businesses
listed above(13) Offering management guidance toenterprises operating the businesses
listed above

13. Management of restaurants, sporting
facilities, karaoke rooms, gamecenters and other entertainment andrecreational facilities(14) Construction, operation andmanagement of tenants, retail stores,
restaurants, specialty stores, sporting
facilities, karaoke rooms, gamecenters, exhibition/storage facilities
and other commercial, entertainmentand recreational facilities

14. Production, sale and leasing ofcomputer software(15) Production, sale and leasing ofcomputer software

15. Leasing, trading, broking andmanagement of real estate, andmanagement of parking lots(16) Leasing, trading, broking andmanagement of real estate, andmanagement of parking lots

(New establishment)(17) Real estate marketing researchservice

16. Non-life insurance agency business,and life insurance solicitation service(18) Non-life insurance agency business,and life insurance solicitation service

17. Door-to-door parcel service;
photographic developing, printing
and enlarging; laundry service; saleof train/bus tickets; sale of air
tickets; and commissioned sale oftickets for movies, theatrical shows,concerts and sporting events(19) Door-to-door parcel service;
photographic developing, printing
and enlarging; laundry service; saleof train/bus tickets; sale of air
tickets; and commissioned sale oftickets for movies, theatrical shows,concerts and sporting events

18. Collection service for electricity, citygas, water, telephone and TV
reception charges(20) Collection service for electricity, citygas, water, telephone and TV
reception charges

19. Planning for, and acquisition,
preservation, use and sale ofindustrial property rights, copyrights
and other intangible property rights,
know-how, system engineering andother software(21) Planning for, and acquisition,
preservation, use and sale ofindustrial property rights, copyrights
and other intangible property rights,
know-how, system engineering andother software

20. Various information-provision
services(22) Various information-provision
services

21. Catalog-order business(23) Catalog-order business

22. Planning for, and production,
publicity and sales of advertisement,
publication and printing,projected-imaging, audio and othermedia(24) Planning for, and production,
publicity and sales of advertisement,
publication and printing,projected-imaging, audio and othermedia

23. Pawn shop and money-lending
business(25) Pawn shop and money-lending
business

13

Current Articles of Incorporation

Proposed Amendments

24. Travel agency business under theTravel Agency Act(26) Travel agency business under theTravel Agency Act(New establishment)(27) Acquisition, holding, management
and trading of, and investment in,stocks, bonds and other securities(New establishment)(28) Accounting and administrative
processing service(New establishment)(29) Claims-purchasing business(New establishment)(30) Discounting and purchasing of bills(New establishment)(31) Sales promotion service through useof mobile devices, etc.

25. Consulting business for thebusinesses listed above under afranchise system(32) Consulting business for thebusinesses listed above under afranchise system

26. Any and all services incidental to thebusinesses listed above(33) Any and all services incidental to thebusinesses listed above(New establishment)

2.

(New establishment)

The Company shall be allowed toengage in the businesses specified in
the items of the preceding paragraphand businesses incidental or related
thereto.

Supplementary Provision
The amendments to Article 1 (Trade Name) and
Article 2 (Purpose) shall be in force and effecton December 2, 2013. This Supplementary
Provision shall be deleted after said amendments
take effect.

(Note) Some underlining does not coincide with the Japanese version because of translation
adjustments.

14

Proposal No. 3: Election of One (1) Director
The Company proposes that shareholders elect one (1) Director, increasing the number of
Directors by one (1) in order to further enhance and strengthen the management team. The term ofoffice of the newly elected Director shall be until the expiration of the term of office of the otherincumbent Directors pursuant to the provisions of the Articles of Incorporation of the Company.
The candidate for Director is as follows:
Name(Date of birth)

Career summary andposition and areas of responsibility in the Company(Significant concurrent positions)May
1997 Joined the Company
May

Kenji Sekiguchi(October 20, 1964)

2006 General Manager of Business Development
Department of the Company

November 2007 Vice-President and Representative Directorof Nagasakiya Co., LTD.
April

Number of
the Company
shares held

500 shares2013 President and Representative Director of
Nagasakiya Co., LTD. (current position)

September 2013 President of MARUKAI CORPORATION(current position)(Notes) 1. The candidate for Director, Mr. Kenji Sekiguchi, is serving concurrently as Representative Directorof Nagasakiya Co., LTD., which has a business relationship with the Company involving
purchasing and selling of goods, real estate leasing, etc. Mr. Kenji Sekiguchi, is also serving
concurrently as President of MARUKAI CORPORATION, to which the Company extends loans.
2. There is no special interest other than the above between the candidate and the Company.

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Proposal No. 4: Election of One (1) Statutory Auditor

The Company proposes that shareholders elect one (1) Statutory Auditor, increasing thenumber of Statutory Auditors by one (1) in order to further strengthen and enhance the audit
system.
The Company has obtained the consent of the Board of Statutory Auditors on this proposal.
The candidate for Statutory Auditor is as follows:
Name(Date of birth)

Career summary and position in the Company(Significant concurrent positions)
March

Number of
the Company
shares held

1975 Graduated Keio University (School of
Medicine)

November 1995 Professor of Keio University (Department of
Obstetrics and Gynecology, School of
Medicine) (current position)
November 2010 President of Japan Society for Reproductive
Medicine (current position)
Yasunori Yoshimura(January 26, 1949)

June

2011 Outside Director of ASKA PharmaceuticalCo., Ltd. (current position)

August2011 President of Japan Society of Gynecologic
and Obstetric Endoscopy and Minimally
Invasive Therapy (current position)

March2013 Special Advisor to the Cabinet (in charge ofmeasures to counter the declining birthrateand support for child-raising) (current
position)0 shares(Notes) 1. There is no special interest between the above candidate and the Company.
2. Mr. Yasunori Yoshimura is a candidate for outside Statutory Auditor of the Company.
3. Mr. Yasunori Yoshimura was nominated as a candidate for outside Statutory Auditor of theCompany based on the judgment that he is able to appropriately execute the duties of outside
Statutory Auditor of the Company from an objective perspective using his experience in important
positions such as Special Advisor to the Cabinet.

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