Corporate Governance Report
Corporate GovernanceFibergate Inc.

Last Update: December, 28, 2023
Fibergate Inc.
CEO＆President Masanori Inomata
Contact: fgir@fibergate.co.jp
Securities code: 9450
https://www.fibergate.co.jp
The corporate governance of Fibergate Inc. (the”Company’) is described below.
I. Basic Views of Corporate Governance, Capital structure, Corporate Attributes, and Other Key
Information
1. Basic Views
The Company considers it one of its most important tasks to realize its basic management policies, increasetransparency, and implement efficient and sound corporate management. The Company has adopted the"Company with Audit Committee System" as its corporate governance structure. In addition, the Company has
introduced an executive officer system for the purpose of enhancing the legality of the Company, revitalizing
the Board of Directors, and clarifying those responsible for business execution. The Board of Directors meetsonce a month in principle and works together on a daily basis as necessary to check the progress of management
policies and strengthen supervision of directors' execution of their duties.
The Executive Officers' Meeting is held once a week in principle, and is intended to realize flexible businessexecution responsibilities in response to the management plan determined by the Board of Directors. The Audit
Committee meets once a month in principle, and each Audit Committee member performs his/her duties inaccordance with the audit policy, allocation of duties, etc. as determined by the Audit Committee, and reports
the status of execution to the Audit Committee as necessary. As a third party involved in the corporate
governance system, the Company has entered into advisory contracts with several attorneys and receives theirguidance and advice in a timely manner when legal judgments are required.
The Company has entered into an audit contract with an accounting auditor based on strict evaluation standards,
and receives accounting audits from a fair and unbiased standpoint. In terms of compliance, in order to continue
sound corporate activities, the Company is actively working on an internal system to ensure that its corporate
activities are conducted in compliance with laws, regulations, various rules, social norms, and corporate ethics.
The Company recognizes that it is an important management issue to establish a corporate governance system
in which "internal control," "risk management," "compliance," and "disclosure information control" are fully
functional. We also believe that securing the trust of all stakeholders, including shareholders, and society willlead to increased corporate value, and we will strive for sound and transparent management while pursuingfairness and efficiency, and fulfilling accountability. In addition, we will disclose information to ourshareholders and a wide range of other stakeholders in a timely and appropriate manner, and work to build andmaintain a sound and highly transparent management structure. As the company grows and expands in size, wewill further strengthen, improve, develop, and enhance the various functions necessary for corporate
governance, and aim to further improve corporate performance while maintaining the "legality of corporate
management" and "efficiency of corporate management.
【Reasons for not implementing each principle of the Corporate Governance Code]
The Company has implemented all of the principles of the Code.
【Disclosure based on each principle of the Corporate Governance Code】
Principle 1-4: Stocks held for strategic purposes
Currently, the Company holds one listed stock and one unlisted stock as policy holdings. One listed company isa member of a shareholding association, and the number of voting rights held by the company is minimal.

The Company considers the exercise of voting rights after reviewing the convocation notices, business reports,
and other materials of each company. For details, please refer to the Annual Securities Report(https://www.fibergate.co.jp/en/ir/).
Principle 1-7 Related Party Transactions
Related-party transactions are resolved at meetings of the Board of Directors after excluding the relevant
officers from the quorum for such resolutions as persons with special interests. In addition, the Company has
established a system to manage related-party transactions by conducting a questionnaire survey of all officers,
including those of the Company and its subsidiaries, at the end of each fiscal year to confirm whether or notthere are any related-party transactions. In the event of such related-party transactions, the Company discloses
such information in accordance with relevant laws and regulations such as the Companies Act and the Financial
Instruments and Exchange Act, as well as the rules stipulated by stock exchanges.
Principle 2-4: Ensure diversity within the company, including the promotion of the use of women.
(Supplemental Principle 2-41: Diversity of human resources)
We are actively recruiting global human resources with foreign nationalities, and at present, more than 12% of
our employees are foreign nationals. These employees work in the multilingual support center for end users, aswell as in the systems and sales departments. We consider it an important issue to provide opportunities for
women to play an active role in the company, and have been promoting education and training for female
managers, maintaining a high ratio of 27% of female managers in our company. We will continue to actively
promote diversity within the company.
These are disclosed on the Company's website.
https://www.fibergate.co.jp/en/sustainability/sdgs/
Principle 2-6: Corporate pension plans should function as asset owners.
The Company has adopted a selective defined benefit corporate pension plan to contribute to the asset formationof employees.
Principle 3-1: Enhancement of information disclosure(1) Management Philosophy and Strategy
Our management vision and strategies are disclosed on our website.
https://www.fibergate.co.jp/en/company/(2) Our Basic Approach and Basic Policies on Corporate Governance(3) Policies and procedures regarding compensation for directors and audit committee members(4) Policies and Procedures for Nominating Candidates for Directors
The above three items are described in detail in the Annual Securities Report.
https://www.fibergate.co.jp/en/ir/(5) Explanation of the appointment and nomination of candidates for directors
The reasons for the election of all director candidates are disclosed in the Notice of the General Meeting of
Shareholders.
(Supplemental Principle 3-13 Sustainability)
We believe that the company's growth should be based on consideration for people and the environment, and wewill strengthen our governance on climate change. We have also established a Climate Change Study Team to
identify key risks and opportunities related to sustainability, including climate change, formulate specificmeasures to address them, promote and support group-wide initiatives on priority issues, monitor progress, andformulate response policies. We are also monitoring progress and formulating response policies. The impact ofclimate change on society is significant, and we consider it an important social issue that we must address. In
order to realize the Paris Agreement's goal of a de-carbonized society (keeping the global average temperature
increase well below 2°C above pre-industrial levels and striving to limit it to 1.5°C), we will work todecarbonize and recycle resources, while providing products and services that reduce environmental impact anddeveloping environmental technologies.
The TCFD framework and the quality and quantity disclosures based on this framework are disclosed on the
Company's website.
https://www.fibergate.co.jp/en/sustainability/tcfd/
With regard to investment in human capital, we will focus on the following important management issues: (1) toachieve the goal of "realizing a variety of lifestyles and working styles that can be chosen according to life
stages," as stipulated in our ESG/SDG activity policy; (2) to further enhance corporate value and expand
business in the rapidly evolving information society; and (3) to strengthen recruitment of new graduates, people
with specialized knowledge, and people with language skills who can promote overseas business. In addition, tofurther enhance corporate value and expand our business in the rapidly evolving information society, we will
focus our efforts on the following important management issues: strengthening our recruitment of new
graduates, people with specialized knowledge, and people with language skills who can respond to the needs ofoverseas business promotion, as well as providing training programs appropriate to each employee's position in
the company.
With regard to investment in intellectual property, we will leverage our strength in our vertically integrated
business model, in which everything from telecommunications equipment development to Wi-Fi environment
construction, operation, customer support, and advertising services are produced in-house, to develop new
business partners, promote collaboration with existing partners, develop new products and services, andstrengthen services in each of our businesses. In addition, we will continue to conduct R&D activities andstrengthen our internal management system for intellectual property rights. Investments in human capital andintellectual property will be continuously monitored by the Board of Directors in conjunction with discussions
on medium- and long-term plans.
Principle 4-1 Roles and Responsibilities of the Board of Directors(Supplemental Principle 4-11 Scope of Delegation to Management)
The Board of Directors is responsible for making decisions on matters that are prescribed by law and theRegulations of the Board of Directors. The scope of delegation of authority for other major business execution
decisions is set forth in the Rules on Administrative Authority.
In addition, the Company has introduced an executive officer system in order to separate decision-making andsupervision from business execution, and each executive officer executes the business of each department under
his/her control in accordance with the Executive Officer Regulations, the Rules on Division of Duties, and theRules on Administrative Authority.
Through these measures, the Company aims to clarify the roles and responsibilities of each of the directors,
strengthen their functions, improve management efficiency, accelerate decision-making, and invigorate theBoard of Directors.
(Supplemental Principle 4-13 Oversight of Succession Planning by CEOs, etc.)
The Board of Directors recognizes that planning for the successor to the CEO is one of the most importantmanagement issues and has established a plan for the development of executives and management teammembers. Specifically, the Company has established a series of lectures, in which the President himself serves
as a lecturer, to provide candidates for executive positions with lectures on the basics of corporate management,
knowledge of economic management, knowledge of business, and the spirit of management, in order to develop
the skills of the candidates.

Principle 4-9: Criteria for Independence of Independent Outside Directors and Qualifications

In order to ensure transparency in the management oversight function when appointing outside directors, theCompany has established "Criteria for Independence of Outside Directors and Outside Audit & Supervisory
Board Members" with reference to the Companies Act and the independence criteria stipulated by the Tokyo
Stock Exchange, which are disclosed in this report [Relationship with Independent Directors].
Principle 4-10: Use of Voluntary Mechanisms(Supplemental Principle 4-101 Nominating and Compensation Committee)
The Company has established a voluntary Nomination and Compensation Committee to strengthen the fairness
and objectivity of procedures related to the nomination and compensation of directors and to further enhance
corporate governance.
As a voluntary advisory body to the Board of Directors, it deliberates and reports to the Board of Directors on
matters related to the election and dismissal of directors, the selection and dismissal of representative directors
and executive directors, compensation for directors, succession planning (including training), and theappointment, dismissal, and compensation of executive officers. The Committee shall ensure the independenceof the Board of Directors. In order to ensure the independence of the Committee, the majority of its members
are independent outside directors, and currently four out of a total of seven members are outside directors.
The Company is a company with an Audit Committee and has appointed four independent outside directors. In
order to ensure objectivity in determining directors' compensation, the Company has established theNomination and Compensation Committee, a voluntary advisory body of the Board of Directors, and the
majority of the members of this committee are independent outside directors.
Principle 4-11: Prerequisites for ensuring the effectiveness of the Board of Directors and the Audit
Committee(Supplemental Principle 4-111 Competence as a Board Body, Diversity Approach)In order to enable prompt decision-making and business execution, the Company's Board of Directors is
composed of those responsible for overseeing each department and outside directors with a wealth ofknowledge and experience. In appointing directors, the Company strives to ensure that the balance ofknowledge, experience, and abilities, diversity, and size of the Board of Directors as a whole are optimal for theCompany from the perspective of sustainable growth and medium-term improvement of corporate value. With
regard to outside directors, the Board of Directors considers and decides on an appropriate balance of persons
with a wealth of experience as corporate managers, persons with in-depth knowledge of corporate strategy, andlabor and social security attorneys with expertise in human resources and labor issues.
(Supplemental Principle 4-112: Directors and Audit & Supervisory Board Members holding concurrent
positions at other listed companies)
Please refer to the annual disclosure of material concurrent positions of outside directors with other companies
through the Notice of Convocation of the General Meeting of Shareholders, Annual Securities Report,
Corporate Governance Report, etc.
(Supplemental Principle 4-113: Analysis and evaluation of the effectiveness of directors)
The Company strives to ensure the effectiveness of the Board of Directors by proactively incorporating theopinions of highly independent outside directors regarding the operation of the Board of Directors. To further
enhance the effectiveness of the Board of Directors, the Company conducts an annual analysis and evaluation of
the effectiveness of the Board of Directors as a whole and discloses a summary of the results. We conduct ananalysis and evaluation of the effectiveness of the Board of Directors based on the results of a questionnaireadministered to all directors and the opinions of outside consultants. As a result, we confirmed that theCompany's Board of Directors is properly operated and its effectiveness is ensured. We will continue our efforts
to improve the effectiveness of the Board of Directors.
Principle 4-14: Director Training

(Supplemental Principle 4-14-2 Officer Training Policy)
The Company provides new directors elected from outside the Company with relevant materials and explains tothem the outline of the Company and its issues, etc. Newly appointed directors from within the Company are
required to attend outside seminars as appropriate to acquire the knowledge necessary to serve as directors. In
addition, the Company pays the expenses of seminars and social gatherings that each director voluntarily
participates in according to his or her own needs. Audit & Supervisory Board Members share the training
regimen of the Japan Corporate Auditors Association, JPMC, and other organizations. Outside directors areinvited to quarterly meetings for exchange of opinions with representative directors and meetings for exchangeof opinions and briefings between the Audit and Supervisory Committee and directors.
Principle 5-1: Policy on constructive dialogue with shareholders(Supplementary Principle 5-11: Dialogue with Shareholders)(1) Basic Concept
The Company believes that in order to achieve sustainable growth and increase corporate value over the
medium to long term, it is important to build long-term relationships of trust with shareholders and investors
through dialogue. To this end, IR activities are conducted by the department in charge, headed by the
representative director.
(2) Designation of a director to oversee overall dialogue with shareholders and measures for organic
coordination of internal departments assisting dialogue
The director in charge of investor relations oversees and supervises the Corporate Planning Division, thedepartment in charge of investor relations, and works to enhance dialogue with shareholders and investors
through day-to-day collaboration among the divisions.
(3) Means other than individual interviews
In order to promote constructive dialogue with shareholders and investors, the Company proactively discloses
useful information on its activities in addition to the statutory disclosure and timely disclosure. For analysts andinstitutional investors, the basic policy is to hold regular financial results briefings where the representative
director himself provides explanations and answers. For individual investors, the Company holds briefings forindividual investors on an irregular basis, in addition to sufficient time for questions and answers at the generalshareholders meeting.
(4) Feedback measures
The director in charge of investor relations shares opinions obtained through dialogue with shareholders at
meetings of the Board of Directors as appropriate.
(5) Policies for managing insider information
When interacting with shareholders, we take care not to communicate insider information by properly managing
information in accordance with our IR policy.
The status of dialogue with shareholders and investors during the fiscal year ended June 30, 2023 is as follows.
I.
Small meeting: 4 times
Presenter: President and Senior Managing Director (IR Officer)
Two financial results briefings and two analyst-sponsored small meetings
II.
Meetings with shareholders (1on1): 81 (handled by president, director in charge of IR, and IR staff)
Domestic and international ・・・・・・ 63% domestic, 37% international
III.
Main themes of dialogue and shareholder interests- Disseminate the medium to long-term growth story- Disseminate information on sustainability matters
IV.
Feedback to the Board of Directors
Feedback from investors the opinions at regular monthly Board of Directors meetings

V.

Measures incorporated based on feedback- Announcement of Mid-term Management Plan
- Disclose information in compliance with TCFD and CDP, and communicate the status ofsustainability initiatives such as SCGs.

Action to Implement Management that is Cost of Capital-Conscious and Stock Price
Please refer to our website " Action to Implement Management that is Cost of Capital-Conscious and Stock
Price" for details.
https://fibergate.co.jp/en/ir/enhancement/
2. Shareholder Composition
Percentage of foreign investors

Less than 10%

Major shareholders
Name
MI Corporation
Masanori Inomata
Japan Custody Bank, Ltd. (Trust Account)
Sumitomo Mitsui Trust Bank, Limited (Trust AccountNo. 23)The Master Trust Bank of Japan, Ltd.
Taizo Matsumoto
Government of Norway (Standing proxy: Citibank,N.A., Tokyo Branch)
NOMURA PB NOMINEES LIMITED OMNIBUSMARGIN (CASHPB) (Standing proxy: Nomura
Securities Co.)
MSCO CUSTOMER SECURITIES (Standing proxy:
Morgan Stanley MUFG Securities Co.)
THE BANK OF NEW YORK, TREATY JASDECACCOUNT (Standing proxy: The Bank of Mitsubishi
UFJ, Ltd.)
Controlling shareholders (excluding parent company)
Parent company
None

Number of Shares
4,749,000
2,822,400
2,677,400
1,700,000

Ratio
23.26
13.82
13.11
8.32

1,627,900
1,092,400
310,200

7.97
5.35
1.51

270,300

1.32

185,380

0.90

166,800

0.81

None

Note:
①The major shareholders are based on information as of June 30, 2023.
②The shareholding ratio is calculated excluding treasury stock (181,172 shares).
③MI Corporation is an asset management company owned by Masanori Inomata, President and Representative
Director, and has one shareholder, Masanori Inomata.
④1,700,000 shares are entrusted to Sumitomo Mitsui Trust Bank, Limited (Trust Account No. 23) under a trust
agreement with Masanori Inomata, a representative director of the Company, as trustee and Sumitomo Mitsui
Trust Bank, Limited as beneficiary for the purpose of managing shares.
80,000 of the 2,677,400 shares held by The Custody Bank of Japan, Ltd (Trust Account). are due to theconclusion of an endowment trust agreement for the shares held by Masanori Inomata, a representative directorof the Company. As a result, the number of shares held by Masanori Inomata is 10,071,400 shares, or 49.34% of
the total number of shares held by MI Corporation, which is the asset management company of Masanori
Inomata.

3. Company Attributes
Listed Exchanges and Markets
Fiscal Year End
Type of Industry
Number of employees (consolidated) as of theend of the previous fiscal year
(Consolidated) sales in the immediately
preceding fiscal year
Number of consolidated subsidiaries as of theend of the immediately preceding fiscal year

Tokyo Prime, Sapporo Existing Market
June
Information and telecommunications industry
More than 100 but less than 500
10 billion yen or more but less than 100
billion yen
Less than 10

4. Guidelines Concerning Minority Shareholders Protection Policy in Transactions with Controlling
Shareholders, etc.
None
5. Other special circumstances that may have a significant impact on corporate governance
None
II. Status of management decision-making, execution, and supervision organizations and other corporate
governance systems
1. Matters related to institutional structure and organizational management, etc.
Organizational Structure
Company with Audit Committee
Matters of directors
Number of directors as stipulated in the Articles of Incorporation
Term of office of directors as stipulated in the Articles of Incorporation
Chairman of the Board of Directors
Number of directors
Appointment of Outside Directors
Number of outside directors
Number of outside directors designated as independent directors

15 persons
1 yearPresident
10 persons
Appointed
4 persons
4 personsRelationship with Company(1)NameAttributeNobuyuki Shinoda

Belongs to othercompany
Belongs to othercompany

Chikako Shimahata
Tomohiro Obata

LawyerHiroshi Kamada

Belongs to othercompanyab

Relationship with Company *
c
d
e
f
g
h
i

j

k

* If any of the following apply, enter the appropriate alphabetical letter in the table* If the person in question applies to each item in the "current/recent" category, the answer is "○"; if the person
in question applies to each item in the "past" category, the answer is "△".
* If the next of kin corresponds to each item in the "current/recent" category, the answer is "●", and if the nextof kin corresponds to each item in the "past" category, the answer is "▲".
a. An executive person of the listed company or its subsidiaryb. An executive or non-executive director of the parent company of a listed company
c. A person who executes the business of a sibling company of the listed company
d. A person who is a major business partner of the listed company or a person who executes the business of thelisted company
e. A major business partner of the listed company or a person who executes the business of the listed company
f. Consultants, accounting experts, or legal experts who receive a large amount of money or other assets fromthe listed company in addition to their compensation as directors.
g. A major shareholder of the listed company (if the major shareholder is a corporation, the person who
executes the business of the corporation)h. An executive of a business partner of the listed company (not falling under any of d, e or f) (only theindividual)i. An executive person of a party with which the listed company has a relationship of mutual appointment as an
outside officer (only the person himself/herself)
j. An executive person of a party to which the listed company makes a donation (only the person in question)k. Other
Relationship with Company(2)NameNobuyuki Shinoda

Audit andSupervisory Independent
Board
Director
Member◯

Supplemental
Explanation ofConforming
Items

Reason for Appointment---

Nobuyuki Shinoda, an outside director,
is appointed as an outside director
because he has a wealth of experiencein the management division over many
years and is qualified to supervise thebusiness division, mainly in the areasof human resources, accounting,finance, and corporate planning, where
he was in charge of business strategies
to improve the growth andperformance of the business. He is
appointed as an outside director
because he is deemed qualified tosupervise the Company's businessdivisions. He monitors the Company's
management decisions at meetings ofthe Board of Directors in terms oflegality and appropriateness andfulfills a monitoring function. In
addition, he meets the Company's
independence criteria and has no
special interest in the Company, andthe Company has determined that there
is no risk of a conflict of interest withgeneral shareholders.

Chikako Shimahata

Tomohiro Obata

◯

◯

◯

---

---

Outside Director Chikako Shimahata
has sufficient knowledge andexperience in personnel and laboraffairs through her practice as a laborand social insurance lawyer. He
monitors the legality andappropriateness of the Company's
management decisions at meetings ofthe Board of Directors and fulfills amonitoring function. He fulfills theCompany's criteria for independence
and has no special interest in the
Company, and therefore, the Company
believes that there is no risk of aconflict of interest with generalshareholders.
Tomohiro Obata, an Audit &Supervisory Board Member, isappointed as an Outside Director
because he has sufficient knowledge
and experience in management
through his practice as a corporate
legal specialist (lawyer), and webelieve that he can reflect his deep
insight on management in our audits.
In addition, the Company has
determined that there is no risk of aconflict of interest with generalshareholders because he meets theCompany's criteria for independence
and has no special interest in the
Company.

Hiroshi Kamada

◯

◯

---

Mr. Hiroshi Kamada, an Audit &Supervisory Board Member of theBoard of Directors, is appointed as an
Audit & Supervisory Board Memberof the Board of Directors based on the
Company's judgment that he canreflect his extensive and richexperience and insight in accounting
and finance, human resource
development, risk management andmanagement strategy in businesscompanies in the Company's audits.
He has been appointed as an outside
member of the Audit and Supervisory
Committee based on his extensive
experience and insight in accounting,finance, human resources
development, risk management, andmanagement strategy at businesscompanies. In addition, the Company
has determined that there is no risk of
a conflict of interest with generalshareholders because he meets theCompany's independence criteria andhas no special interest in the Company.

Audit and Supervisory Committee
Composition of Committee Members and Attributes of the Chairperson
Full-time
In-house
OutsideAll members
memberdirector
director
Audit andSupervisory3
1
1
Committee

Chairman
2

In-house
director

Existence or non-existence of assistance for Directors and the Audit Committee in its duties: Yes
Matters concerning the independence of such directors and employees from the executive directors:
One employee of the Company assists the Audit Committee concurrently with other duties, but is mainly
responsible for scheduling meetings and is not involved in the content of the actual audit. There are no
executive directors serving as assistants.
Collaboration among the Audit Committee, Accounting Auditor, and Internal Audit Department:
The Company has established a basic policy for its internal control system, and the Audit Committee andInternal Audit Office monitor the execution of duties by directors and employees and conduct audits inaccordance with the Audit Committee audit plan and internal audit plan. The Internal Audit Office, which
reports directly to the President and Representative Director, conducts internal audits of the status ofcompliance with internal regulations and execution of duties by each department and subsidiary company inaccordance with the internal audit regulations. Audit results are reported to the President, the Audit Committee,

and the Board of Directors on a regular basis. In accordance with the audit policy and audit plan established by
the Audit Committee, the Audit Committee members attend meetings of the Board of Directors and otherimportant meetings, inspect important documents, and audit the execution of duties by directors, and receive
reports from directors, employees, and the accounting auditor to ensure effective monitoring. In addition, theAudit & Supervisory Board Members attend the meetings of the accounting auditors to report the results of theirquarterly closing and year-end audits, and exchange opinions with them. Regarding cooperation between Audit& Supervisory Board Members and the Internal Audit Office, they exchange opinions after the completion ofinternal audits of each department.
Voluntary Committees
Existence or non-existence of a voluntary committee equivalent to a nominating committee orcompensation committee: Yes
Status of establishment of any committees, composition of members, and attributes of the chairman
Name ofCommittees

FullIn-housetime
director
memberAllmembers

Outsidedirector

Knowledge
able person

Other

Chairman

Equivalent to anominating
committee

Nominating
Committee

6

2

2

4

0

0

outsidedirectorEquivalent to acompensationcommittee

Compensation
Committee

6

2

2

4

0

0

outsidedirector

Note:
A voluntary Nomination and Compensation Committee has been established.
The committee is chaired by Mr. Shinoda, an outside director, and the Nomination Committee consists of six
members: Mr. Inomata and Mr. Hamauzu, two in-house directors; Mr. Shimahata, an outside director; Mr. Obata
and Mr. Kamada, both audit committee members and outside directors. The Com pensation Committee consistsof two internal directors, Mr. Hamauzu and Mr. Ishimaru, and six outside directors, Mr. Shimahata, Mr. Obata,and Mr. Kamada, who are Audit & Supervisory Board Members and outside directors.
The Nomination and Compensation Committee shall deliberate and report to the Board of Directors on thefollowing matters, which the Board of Directors has consulted with the Nomination and Compensation
Committee(1)Views on the composition of the Board of Directors(2)Policies and criteria for the selection and dismissal of directors, audit committee members and executive
officers(3)Matters concerning the individual appointment and dismissal of directors, audit committee members, andexecutive officers(4)Criteria for appointing outside directors and outside audit committee members (criteria for determining
independence, term of office, qualifications, etc.)(5)Policies and criteria for selection and dismissal of representative directors(6)Matters concerning the selection and dismissal of individual Representative Directors(7)Policies and criteria for selection and dismissal of executive directors(8)Matters related to the selection and dismissal of individual executive directors(9)Compensation system for directors, audit committee members, and executive officers and policy for
determining their compensation: 1) Determination of compensation levels; 2) Policy for designing performancelinked compensation; 3) Policy for designing stock-based compensation; and 4) Policy for determining thedetails of compensation, etc. for individual directors.
(10)Details of compensation, etc. for individual directors, audit committee members, and executive officers

(11)Matters concerning the formulation and operation of succession plans: 1)Development of a draft succession
plan; 2)Consideration of the formulation and operation of a succession plan; 3)Policy concerning theformulation and operation of a succession plan
(12)Proposals to be submitted to the General Meeting of Shareholders (proposals for election and dismissal,
proposals for compensation)(13)Other matters deemed necessary by the Board of Directors
Matters of independent directors
Number of independent directors:

4 persons

Other Matters Concerning Independent Directors:
Criteria for Independence of Outside Directors
The Company has established the following criteria for the independence of its outside directors.
1.Relationship with the Company and its subsidiaries(hereinafter collectively referred to as the "Company
Group"): The person must not be an officer or employee of the Company Group at present or in the past 10
years.
2. The person must not fall under the following 1) and 2) at present and in the past three years.
1) A major business partner of the Company Group (if such major business partner is a corporation, an officer or
employee of such corporation).
2)A person (or a director or employee of a corporation, if such person is a corporation) who is a major business
partner of the Company Group.
3. Relationship with Shareholders
The person must not be a major shareholder (or an officer or employee of a corporation if the said major
shareholder is a corporation) of the Company Group at present or in the past three years.
4. Relationship with advisors and consultants
The person must not fall under the following 1) and 2) at present and in the past three years.
1) An accounting auditor, tax accountant, lawyer, or other consultant (or a member, partner, or employee of acorporation, partnership, or other organization) of the Company Group who receives a large amount of moneyor other financial benefits from our group in addition to his/her compensation as an officer or director.
2) A certified public accountant, tax accountant, lawyer, or other consultant (or a member, partner, or employee
of a corporation, partnership, or other organization) who does not fall under any of the above categories andwho receives a large amount of money or other financial benefits from the Company Group, other thancompensation as an officer.
5. Relationship with donor
The person must not be an officer or employee of any corporation or organization that has received significant
donations from the Company Group at present or in the past three years.
6. Relationships with close relatives
The person must not be a close relatives(other than a non-material person) of any of those listed in 1 through 5
above.
Note:
1. A major customer of the Company Group is defined as a customer that accounts for 2% or more of the annual
consolidated net sales of the Company Group in the most recent fiscal year.

2. A "major customer" is defined as a customer whose transactions with the Company Group in the most recent
fiscal year accounted for 2% or more of the annual consolidated net sales of the Company Group.
3. A major shareholder is defined as a shareholder who holds 10% or more of the total voting rights (including
indirect holdings).
4. A substantial amount of money is defined as an annual average of 10 million yen or more in the case of anindividual, or 2% or more of the consolidated gross sales or total revenues of the organization in the case of anorganization, over the past three years.
5. A substantial donation is defined as an annual donation of more than ¥10 million or more than 2% of theconsolidated gross sales or gross income of the organization, whichever is higher, averaged over the past three
years.
6. "Close relatives" means a spouse or a relative within the second degree of kinship.
Details of disclosure of policy for determining the amount of compensation or its calculation method:(1) Policy for determining the content of executive compensation
Basic Policy
The Company's basic policy regarding compensation for Directors is to provide a sufficient and appropriate
level of compensation as compensation for the burden of management responsibility, with the aim of motivatingthem to contribute to improving the Company's performance over the medium to long term so as to enable
continuous improvement in corporate value.
Compensation for directors other than members of the Audit Committee (excluding outside directors) consistsof fixed compensation based on position, short-term stock compensation based on achievement of annual
performance targets, and long-term stock compensation based on achievement of long-term managementtargets.
The amount of compensation is determined based on each director's position, performance evaluation, andcompensation standards. From the viewpoint of their roles and independence, the compensation, etc. for
directors who are members of the Audit Committee and outside directors consists of fixed compensation andlong-term stock-based compensation, and the Company sets a target allocation ratio of 80%:20% for fixedcompensation and long-term stock-based compensation for outside directors other than Audit Committee
members. The amount of compensation is determined based on the position and compensation standards of eachdirector.
a. Fixed compensation
Fixed compensation is determined based on position and other factors and is paid monthly in cash.
b. Stock-based compensation-Short-term stock compensation
The Company shall grant to directors other than members of the Audit Committee (excluding outside
directors) , calculated in accordance with a pre-determined calculation method, to be exercised during theperiod from the date of each annual general meeting of shareholders to the following annual general meeting ofshareholders, provided that the eligible director holds the position of director or other position determined by
the Board of Directors of the Company. The number of shares of common stock of the Company to be delivered
after the end of the relevant period.
The Company's short-term numerical target for business management is set as "consolidated ordinary income,"
and the payment will be made when the numerical target is achieved.
- Long-term stock compensation
1) The number of shares of the Company's stock calculated in accordance with a pre-determined calculation
method will be delivered to directors after the end of the relevant period, provided that the eligible directors
hold the position of director of the Company or other positions determined by the Board of Directors of theCompany for the period from the date of the annual general meeting of shareholders to the date of the annual
general meeting of shareholders two years after the date of the annual general meeting of shareholders.

２）Matters relating to delegation of decisions on the content of individual compensation, for each director, andother matters relating to decisions on the content of individual compensation for each director.
- Name, position and responsibility of the person to be delegated:
Masanori Inomata, President and Representative Director- Description of authority to be delegated
Determination of the Amount of Compensation, etc. of Directors or the Method of Calculating the Amount ofCompensation- Measures to ensure that authority is properly exercised
The President and Representative Director shall make decisions regarding the above within the maximum
amount of compensation, etc. approved at the General Meeting of Shareholders, after receiving a report fromthe Nomination and Compensation Committee, a majority of whose members are outside directors.
The amount of compensation for Audit Committee members shall be determined by the Audit Committee.
Support System for Outside Directors
In order to establish a system that enables outside directors, including Audit Committee members, to accurately
and effectively supervise and monitor management from an independent standpoint, the Company has a system
in place to provide management-related materials and explanations of circumstances whenever necessary, incooperation with the Internal Audit Department. In order to facilitate the smooth progress of this system, thefull-time Audit Committee members work closely with the Internal Audit Department to collect sufficient
information from each department. In addition, the Audit Committee always emphasizes collaboration byinviting them to briefing sessions and quarterly discussions with representative directors organized by the Audit
Committee.
2. Items related to functions such as business execution, auditing and supervision, nomination, andcompensation decisions (overview of current corporate governance system)
The Company's management organization and other corporate governance systems for management decisionmaking, execution and supervision are as follows.
a) Board of Directors
The Company's Board of Directors consists of ten directors, four of whom are outside directors. The Boardof Directors is a decision-making body that can respond quickly to changes in the business environment,
thereby improving the business execution supervision system and ensuring fairness in decision-making. In
principle, the Board of Directors holds a regular meeting once a month, and extraordinary meetings are held
as necessary to make decisions on important matters concerning management and business execution.
b) Audit and Supervisory Committee
The Audit Committee of the Company consists of one full-time Audit Committee member and two part-time
Audit Committee members. The Audit Committee holds a regular meeting once a month, and it is stipulated
that extraordinary meetings of the Audit Committee may be held as necessary.
The Audit Committee members attend meetings of the Board of Directors and have established a system toconduct audits of overall management, focusing on accounting and operational audits, and conduct effective
and efficient audits in cooperation with the accounting auditor and the internal audit division. The
Company's Articles of Incorporation stipulate that there shall be no more than five Audit & Supervisory
Board Members, and that the resolution for their election shall be adopted by a majority of the voting rights
of shareholders present at the General Meeting of Shareholders where shareholders holding one-third or
more of the voting rights of shareholders who are entitled to exercise their voting rights are present.
c) Executive Officers Meeting
The Executive Officers meets once a week in principle to report on business operations in line withmanagement policies, collect important information, share information among divisions, and discussbusiness plans, policies related to overall business operations, and issues faced by each division that requirecross-organizational consideration. The Executive Officers consists of the President and Representative
Director, directors, executive officers, and persons appointed by the President and Representative Director,
with the person in charge attending meetings as necessary to express their opinions.
d) Internal Audit
The Company has established an independent Internal Audit Office. The General Manager of the Internal
Audit Office and two members of the Internal Audit Office, who are ordered by the Representative Director,
conduct operational audits covering the entire Company, and report the audit results to the Representative
Director, the Audit Committee, and the Board of Directors on a regular basis. Based on the audit results, theRepresentative Director instructs the audited departments to make improvements and report the results tomaintain and improve internal controls. In addition, internal audit staff, Audit Committee members, andaccounting auditors exchange information as necessary to ensure effective and efficient audits.
e) Risk Management System
The Company recognizes that risk management is an extremely important management activity.
Specifically, directors and the Board of Directors strive to execute and supervise business operations, and tostrengthen the risk management system, the Company is working to enhance internal control functions byformulating business plans, controlling budgets, operating and checking operations based on various
regulations, and strengthening internal audits. In addition, in the event of a serious crisis that may affectexternal parties, the Risk Compliance Committee and the Information Security Committee, each of which iscomposed of executive officers, are established by the Executive Officers to investigate the crisis, confirm
the facts, respond to the external parties, and prevent recurrence of such a crisis. In the event of a crisis, theRisk Compliance Committee and the Information Security Committee, both of which are members of theexecutive officers, are established by the Executive Officers Meeting.
f) Accounting Auditor
The Company has entered into an audit contract with KPMG AZSA LLC as its accounting auditor, and there
are no special interests between the said auditing firm or its operating partners and the Company.
3. Reasons for selecting the current corporate governance structure
The Company has adopted the Audit Committee System based on the judgment that the audit system by the
Audit Committee members is effective as a management oversight function. The appointment of four outside
directors ensures appropriate decision-making and supervision of business execution by incorporating outside
perspectives. Furthermore, the Internal Audit Office has been established under the direct control of the
President and CEO, and works closely with Audit & Supervisory Board Members to improve the internal checkand balance function. The Company has adopted this corporate governance system based on the judgment that
corporate governance functions adequately under the aforementioned system.
III Implementation Status of Measures Concerning Shareholders and Other stakeholders
1.Status of Efforts to Vitalize Shareholders' Meetings and Facilitate the Exercise of Voting Rights
supplementary explanation
Early dispatch of notices of convocation of general
The Company publishes the convocation notice on
meetings of shareholders
TDNet and on the Company's website promptly after
approval by the Board of Directors so thatshareholders have sufficient time to consider theagenda items.
Setting up shareholder meetings to avoid
Since the Company's fiscal year ends in June, weconcentration days
recognize that there is little concern regarding theconcentration date.

Exercise of voting rights by electromagnetic means
Participation in electronic voting platforms and otherefforts to improve the environment for institutional
investors to exercise their voting rights
Provision of the notice of convocation (summary) in
EnglishThe method of exercising voting rights via theInternet is available as an option.
The Company participates in the electronic voting
platform.
The convocation notice in English is posted on
TDNet and on the Company's website.

2. Status of IR-related activities
supplementary explanation
Prepare and publish disclosure
policy.
Regular briefings for individual
investors
Regular briefings for analysts andinstitutional investors
Regular briefings for overseas
investors
Publishing of IR materials on
websiteEstablishment of a department(person in charge) for IR

Representative's
own
explanation

The company publishes the materials on thecompany’s website.
Briefings and seminars are held for individual
Yes
investors, at which the President and Representative
Director explains business performance andmanagement policies.
Regular briefings for analysts and institutional
Yes
investors are held. In addition, the Company makes
one to one meeting to institutional investors asneeded.
In addition to individual briefings by representative
Yes
directors when overseas investors visit Japan, thedirector in charge of IR visits overseas institutional
investors and conducts IR briefings.
The Company has established a dedicated IR site on
its website, where timely disclosure materials, annual
securities reports, quarterly reports, financial
statements, corporate presentation materials, etc. are
published and available for viewing. In addition,
financial reports in English are posted on the
dedicated IR site and are available for viewing.
Handled by the Corporate Planning Division.

3. Status of efforts to respect the position of stakeholders
supplementary explanation
Respect for the position of
The Company has established a Code of Ethics, which stipulates
stakeholders is stipulated in
respect for the position of stakeholders by providing appropriate
internal rules and regulations.
corporate information to society, business partners, shareholders, andother stakeholders in a timely and appropriate manner.
Implementation of environmental
We believe that the company's growth should be in consideration ofpreservation activities, CSR
people and the environment, and we are actively working to solve theactivities, etc.
global issues outlined in the SDGs (common goals for the international
community by 2030) and society's issues and expectations regarding
SG (environment, society, and governance).
For more details, please refer to our website.
https://www.fibergate.co.jp/en/sustainability/

Establishment of policies, etc.
related to the provision of
information to stakeholders

Other

We will actively engage in investor relations activities to provide
corporate information to shareholders and investors in a "fair" and"timely" manner. In addition, we will respect the interests of our
stakeholders and strive to achieve management transparency bydisclosing information to all stakeholders in a fair, timely, andappropriate manner in compliance with laws and regulations.
Women in the Workplace: Policies and Initiatives for Women's
Advancement
In an effort to promote the advancement of women, we evaluate each
employee according to their abilities and achievements in all aspects of
employment and promotion, without distinction based on gender.

IV Matters Related to Internal Control System, etc.
1. Basic Policy and Status of Internal Control System
The Board of Directors has established the "Basic Policies for Internal Controls" and has been maintaining
these policies. The policy stipulates the following systems to ensure that the execution of duties by directors
complies with laws and regulations and the Articles of Incorporation, as well as other systems to ensure theappropriateness of operations of the stock company.
a. System to ensure that the execution of duties by directors and employees complies with laws andregulations and the Articles of Incorporation
1. Established a Risk Compliance Code of Conduct to ensure compliance with laws, regulations, theArticles of Incorporation, and social norms, and disseminate it throughout the company.
2. Established rules and regulations related to compliance, and, to maintain a risk and compliance systemat the Executive Officers Meeting.
3. Hold compliance-related education and training sessions as appropriate to maintain and improve risk
and compliance awareness.
4. Established an internal reporting system to detect and prevent problems at an early stage and respond tothem appropriately and promptly.
b. System for the storage and management of information related to the execution of duties by directors
Information related to the execution of duties by directors shall be prepared and stored in accordancewith laws, regulations, document management rules, and internal information management rules, andshall be managed in a manner that allows directors, audit committee members, accounting auditors, etc.
to inspect and copy it as necessary.
c. Regulations and other systems for managing risk of loss
1. Established Risk and Compliance Management Regulations, designate organizations and responsible
persons to deal with various risks assumed in the Company's business activities, and established an
appropriate evaluation and management system.
2. Strengthen the system for prevention and mitigation of various risks in business activities at the
Executive Officers' Meeting.
3. In the event of a crisis, a task force, etc., shall be established to deal with the crisis appropriately andpromptly, including the appropriate dissemination of information internally and externally.
d. System to ensure the efficient execution of duties by directors
1. Separated the decision-making and business supervision functions of the Board of Directors from thebusiness execution functions of the Executive Officers.

2. Established the Regulations of the Board of Directors, the Regulations of Division of Duties, and theRegulations of Administrative Authority to clarify the duties, authority, and responsibilities of the
Directors.
3. The Board of Directors shall meet regularly once a month, and shall also hold timely meetings asnecessary.
e. System to ensure the appropriateness of operations of the corporate group consisting of the Company
and its subsidiaries
1. Established a department in charge of affiliated companies to manage affiliated companies inaccordance with the Subsidiary Management Rules.
2. The Board of Directors shall adopt resolutions on the Group's management plan, and the Corporate
Management Division shall report monthly on the progress of the plan to the Board of Directors.
3. The Internal Audit Office shall conduct internal audits of the Company and its subsidiaries and report
the results to the President and Representative Director, the Audit Committee and the Board of
Directors on a regular basis.
f. Matters concerning employees to assist audit committee members in the performance of their duties
when such assistance is requested by the audit committee members
1. At the request of an Audit Committee member, the Board of Directors, after consultation with the Audit
Committee member, shall appoint a staff member of the Audit Committee to assist in such audit work.
2. The authority to direct designated employees shall be delegated to the Audit Committee members andthey shall not be subject to the direction and orders of directors.
g. Matters concerning the independence from directors of employees who are to assist the duties of Audit
Committee members
1. Employees requested by Audit Committee members to assist them shall not be subject to the direction
or orders of directors, superiors, or others.
2. The consent of the Audit Committee members shall be obtained with respect to the transfer andperformance evaluation of such employees.
h. System for Directors and Employees to Report to Audit Committee Members
1. Audit Committee members may attend meetings of the Board of Directors and other important
meetings, such as the Executive Officers Meeting, and may request reports on the status of execution ofduties from directors and employees.
2. Directors and employees shall promptly report to Audit Committee members when they discover facts
that violate laws and regulations or that may cause significant damage to the Company.
3. Directors and employees shall promptly report matters concerning the execution of duties whenrequested to do so by Audit Committee members.
4. With respect to reports to Audit Committee members from employees, the content of such reports shallbe kept confidential in accordance with applicable laws and regulations, and any prejudicial treatmentof such informants shall be prohibited.
i. Other systems to ensure that the audits of Audit and Supervisory Committee members are conductedeffectively
1. The Audit Committee shall include outside directors as the members in accordance with laws andregulations to ensure fairness and transparency.
2. Audit committee members shall regularly exchange opinions with representative directors to ensure
mutual communication.
3. The Audit Committee members shall regularly exchange information with the Accounting Auditor andthe Internal Audit Office to ensure mutual collaboration.
4. Audit committee members may obtain opinions from attorneys, certified public accountants, and otherexperts at the Company's expense when deemed necessary for audit work.

j. System to ensure reliability of financial reporting
In order to ensure the reliability of financial reporting, the Executive Committee shall strengthen
company-wide control activities and control activities for each business process, and establish a system
for their operation.
k. Basic policy and status of maintenance for elimination of transactions with antisocial forces
1. Basic Policy on Eliminating Transactions with Antisocial Forces① We will establish a clear rationale in our Code of Conduct and internal rules, etc., and all members of
the organization, including the president, will work together to eliminate antisocial forces.
② We do not have any relationship, including business relationships, with antisocial forces. We reject any
unreasonable demands from antisocial forces.
2. Status of Maintenance for Elimination of Transactions with Antisocial Forces① The Corporate Administration Division shall be the general management department to promote theelimination of antisocial forces.
② Established related regulations such as "Antisocial Forces Countermeasure Regulations", and work on
building a system to eliminate antisocial forces.
③ Confirmation shall be made with respect to the relationship with antisocial forces with respect tobusiness partners.
④ To confirm whether or not antisocial forces are involved, the Company will collect information on
antisocial forces obtained from external organizations, etc.
⑤ To prepare for unjustified demands from antisocial forces, the Company shall establish a close
cooperative relationship with outside professional organizations such as the police, the National Centerfor the Elimination of Boryokudan, and attorneys at law.
2. Basic Policy on Elimination of Antisocial Forces and Status of Its Development
The Company recognizes that neither the Company nor its related parties, etc. have any relationship with
antisocial forces.
In order to eliminate antisocial forces that threaten the order and safety of society (organized crime groups,
members of organized crime groups, quasi-constituents of organized crime groups, companies affiliated withorganized crime groups, general assemblymen, etc., persons who have been members of organized crime groups
for less than five years, persons who provide funds or favors, etc.), the Company has established the following
basic policy against antisocial forces, which it adheres to.
Basic Policy
Under no circumstances shall the Company provide monetary or other economic benefits to antisocial forces.
① Taking a firm stand against antisocial forces and conducting corporate activities in a manner that leaves
no room for them to take advantage of us will contribute to the formation of a sound civil society andenhance our corporate value. In order to eradicate any relationship with antisocial forces that pose aserious threat to corporate activities, top management shall completely cut off any relationship with
antisocial forces, such as so-called "general assemblyists," and shall make clear both internally andexternally their determination to resolutely eliminate such forces, and at the same time, to prevent
organized violence by antisocial forces, they shall adhere to the so-called "three no's" of "do not fear,""do not pay," and "do not use. At the same time, we will establish a system that enables us to respond toorganized violence by antisocial forces on our own and in an organized manner, based on the so-called"three no's" of "do not fear," "do not pay" and "do not use.
② We will centrally manage internal and external related information necessary to maintain the severanceof relations with antisocial forces, and will always cooperate with external specialized organizations,prepare an organization to provide guidance and support for problem solving, and endeavor to develop
human resources.

③ To maintain awareness of risk management at all times and to prevent antisocial forces from taking
advantage of us, we will formulate internal rules and operational manuals for dealing with approaches
from antisocial forces, and strive to provide education and training. In addition, the Company will
strengthen operational audits to confirm the effectiveness of the organizational response.
- We do not have any relationship with antisocial forces and will not conduct any transactions orcontracts with antisocial forces.
- All officers and employees of the Company shall take a resolute stance to sever any and all
relationships with antisocial forces.
- In order to prevent damage caused by antisocial forces, the Company shall cooperate with external
specialized organizations such as the police, the National Center for the Elimination of Boryokudan,
and lawyers, and shall respond in a systematic and appropriate manner.
- The Company shall not respond to any unjustified claims by antisocial forces, and shall takeresolute legal action, while striving to ensure the safety of the officers and employees who respondto such claims.
- We will never provide benefits or engage in backroom deals with antisocial forces for any reason
whatsoever.
With regard to specific systems and measures to eliminate antisocial forces, in accordance with theCompany's Antisocial Forces Countermeasures Regulations and Antisocial Forces Investigation Manual,
the Company conducts Internet searches and Nikkei Telecom article searches before commencing
transactions with new customers, subcontractors, suppliers, and directors, etc. The Company conducts
surveys of new customers, subcontractors, suppliers, directors, etc., based on the manual. The same
survey is conducted once a year for continuing business partners. In addition, the basic transaction
agreement includes a clause for termination in the event that a relationship with antisocial forces isfound. In addition, based on the above basic policy, the Company has established specific response
guidelines and has put in place a system to eliminate transactions with antisocial forces in accordancewith the response guidelines.
1. Introduction of anti-takeover measures
Introduction of anti-takeover measures：None
2. Other matters related to corporate governance system, etc.
[Matters for shareholder meeting resolutions that can be decided by the Board of Directors]
Acquisition of treasury stock
The Company's Articles of Incorporation stipulate that the Company may acquire treasury stock through market
transactions, etc. by a resolution of the Board of Directors pursuant to Article 165, Paragraph 2 of theCompanies Act, in order to enable the Company to flexibly implement management policies such as financial
policies in response to changes in economic conditions.
Interim Dividends
The Company's Articles of Incorporation stipulate that the Company may pay interim dividends with a record
date of December 31 of each year by resolution of the Board of Directors pursuant to Article 454, Paragraph 5of the Companies Act in order to flexibly return profits to shareholders.
Exemption of Directors from Liability
The Company's Articles of Incorporation provide, in accordance with Article 426, Paragraph 1 of theCompanies Act, that directors (including former directors) may be exempted from liability for damages arisingfrom the negligence of their duties to the extent allowed by law. This exemption is subject to a resolution by the
Board of Directors, all to enable them to effectively fulfil the roles expected of them in their duties.

Exemption of Outside Directors from Liability
Pursuant to Article 427, Paragraph 1 of the Companies Act, the Company has entered into an agreement with its
outside directors to limit their liability for damages under Article 423, Paragraph 1 of the Companies Act. The
maximum amount of liability for damages under the said agreement is the amount stipulated by law.
Number of Directors
The Company's Articles of Incorporation stipulate that the Company shall have no more than 10 Directors
excluding Audit Committee members and no more than 5 Directors who are Audit Committee members.
Requirements for Resolution to Appoint Directors
The Articles of Incorporation stipulate that resolutions for the election of directors shall be adopted by amajority of the voting rights of shareholders present at a meeting where shareholders holding one-third or moreof the voting rights of shareholders who are entitled to exercise their voting rights are present, and that no
cumulative voting shall be used.
Requirements for Special Resolution of General Meeting of Shareholders
For the purpose of facilitating the operation of the General Meeting of Shareholders, the Company's Articles ofIncorporation stipulate that special resolutions stipulated in Article 309, Paragraph 2 of the Companies Act shallbe adopted by two-thirds or more of the votes of shareholders present at the meeting where shareholders
holding one-third or more of the voting rights of shareholders who are entitled to exercise their voting rights arepresent.
Corporate Governance System
Please refer to “Reference: Schematic Diagram of Corporate Governance System”
Basic Stance and Policies Concerning Timely Disclosure System
In addition to disclosing corporate information in a fair, timely, and appropriate manner in accordance with the
Financial Instruments and Exchange Law and the "Securities Listing Regulations" stipulated by the Tokyo
Stock Exchange, the Company proactively discloses useful information to promote understanding of theCompany among shareholders, investors, and other stakeholders and to enable their proper evaluation, thereby
ensuring transparency in management.
Internal System for Timely Disclosure
The Company has designated the Investor Relations Officer and the Corporate Planning Division's General
Manager to oversee timely disclosure and information management, respectively. We have implemented asystem to ensure comprehensive collection and review of departmental information, decisions from various
meetings, and financial results by the Chief Information Management Officer. Should this officer identify any
significant information, it will be expediently relayed to the President and CEO. Timely disclosures, asnecessary, are executed by the Investor Relations Officer under the Chief Information Management Officer's
supervision or directly by the President and CEO if urgent action is required, potentially foregoing the Board of
Directors' meeting.

Ma8ersto bedisclose

Timely disclosure
decisions anddra<ing proposals
by the Board of
Directors
Secretariat

Conﬁrmed the
proposals
by the IR Oﬃcer

Conﬁrmed
theproposals
by the IROﬃcer

Approvalby theBoard ofDirectors’meeIngReleaseUnderstanding of our business

ESG

SDGs

Financial accounting

Human Resources and Labour

Legal compliance

Sales strategy marketing

New business technologies

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Masanori Inomata
Takafumi Hamauzu
Hisashi Kaneko
Mie Ishimaru
Nobuyuki Shinoda
Chikako Shimahata
Daisuke Ishikawa
Tetsuo Tatsuta
Tomohiro Obata
Hiroshi Kamada・Reference: Schematic Diagram of Corporate Governance System