Articles of Incorporationof The Hachijuni Bank, Ltd.
Table of Contents

Chapter 1. GENERAL PROVISIONS････････････････････････････････Ａ−000−001

Chapter 2. SHARES･････････････････････････････････････････････Ａ−000−001

Chapter 3. GENERAL MEETING OF SHAREHOLDERS･･･････････････Ａ−000−003

Chapter 4. DIRECTORS AND BOARD OF DIRECTORS･･･････････････Ａ−000−003
Chapter 5. AUDIT & SUPERVISORY BOARD MEMBERS AND AUDIT &SUPERVISORY BOARD･････････････････････････････････････････Ａ−000−005

Chapter 6. ACCOUNTS･････････････････････････････････････････Ａ−000−006

Issued on: August 1 1931
Last revised: March 2 2023

Articles of Incorporationof The Hachijuni Bank, Ltd.
(as amended on March 2, 2023)

Chapter 1.

GENERAL PROVISIONS

Article 1.
(Trade Name)
This Bank shall be called Kabushiki Kaisha Hachijuni Ginko.
It shall be, however, written in the English language as The Hachijuni Bank, Ltd.
Article 2.
(Purposes)
The purposes of this Bank shall be to engage in the following business:
1. Taking deposit and installment savings, lending funds or discounting bills and notes andexchange transactions.
2. Guaranteeing debts or acceptance of bills and notes and other business incidental to thebanking business mentioned in the preceding sub-paragraph.
3. Underwriting, handling of offering for subscription or sale, sale and other businessinvolving national bonds, local bonds, government guaranteed bonds and other securities.
4. Trust business.
5. In addition to the business mentioned in each of the preceding sub-paragraphs, business
which a bank may engage in by virtue of the Banking Law, the Secured Debenture Trust
Law and other laws and regulations.
6. Matters incidental or relating to the business mentioned in each of the preceding
sub-paragraphs.
Article 3.
(Location of Head Office)This Bank shall have its head office in Nagano City.
Article 4.
(Organization)
The Bank shall be organized to consist of the following in addition to the General Meeting ofShareholders and the Directors:
1. Board of Directors
2. Audit & Supervisory Board Members
3. Audit & Supervisory Board
4. Accounting auditors

Article 5.

(Method of Public Notice)

The public notices of this Bank shall be given in the form of electronic notices. However, if
an electronic notice cannot be given due to an accident or other unavoidable circumstances,such notice shall be given in the Shinano Mainichi Shimbun and in the Nihon Keizai
shimbun.

Chapter 2.

SHARES

Article 6.
(Total Number of Shares Authorized to be Issued)
The total number of shares which this Bank is authorized to issue shall be two billion(2,000,000,000).
Article 7.
(Acquisition of the Bank’s Own Shares)
The Bank may acquire its own shares by resolution of the Board of Directors in accordancewith Article 165, Section 2 of the Corporate Law.
Article 8.
(Number of One Unit of Share)
The number of shares which constitutes one unit of share of this Bank shall be one hundred.
Article 9. （Rights to Shares Constituting less than One Unit）
The shareholders of this Bank may not execute any rights concerning their shares constituting
less than one unit except for the following:(1) Rights provided under Article 189, Section 2 of the Corporate Law(2) Rights to make claims in accordance with the provisions of Article 166, Section 1 of theCorporate Law(3) Rights to receive allotment of new shares and new share warrants depending on thenumber of shares owned by the shareholder(4) Rights to make claims provided under the next article
Article 10.
(Rights to Buy Shares less than One Unit)
The shareholders of this Bank, who hold their shares constituting less than one unit, may
claims on this Bank to sell a shortfall of shares which constitute one unit.
Article 11.
(Shareholders’ List Manager)
1. This Bank shall have a Shareholders’ List Manager.
2. Shareholders’ List Manager and its office shall be decided by resolution of the Board ofDirectors, and shall be publicly notified.
3. The shareholders’ list and the register of share warrants shall be prepared and kept by theShareholders’ List Manager. The Shareholder’s List Manager shall be entrusted to doother matters regarding the shareholders’ list and the register of share warrants. This Bank
shall not do above-mentioned matters.
Article 12.
(Handling of Shares)
Handling, fees and other matters related to the shares of the Bank shall be governed by theRules of Handling of Shares adopted by the Board of Directors in addition to any applicablelaws and these Articles of Incorporation.

Article 13.
(Registration Obligation of Shareholders)
1.A shareholder, pledgee or his legal agent or representative shall register the name andaddress of the individual or organization with this Bank. This applies to any changes of thesame.
2.If a person mentioned in the preceding paragraph resides in a foreign country, he shalldesignate the place or agent for receiving notices within Japan and registering the samewith this Bank. This applies to any change of the same.
3.This Bank shall assume no responsibility as to notices or calls to a person who neglected
the registration mentioned in the two preceding paragraphs.
Article 14.
(Record Date)
1. This Bank shall authorize the shareholders listed in the latest Register of Shareholders asof March 31 of every year, to exercise the rights at the Ordinary General Meeting ofShareholders for the business year.
2. In addition to the preceding paragraph, when necessary, the shareholders or registeredpledgees listed or recorded in the latest Register of Shareholders on a specific date, whichis announced by advance public notice, based on a resolution of the Board of Directors,
shall be the shareholders or pledgees who can exercise the rights.

Chapter 3.

GENERAL MEETING OF SHAREHOLDERS

Article 15.
(Ordinary and Extraordinary General Meeting of Shareholders)
The Ordinary General Meeting of Shareholders shall be convened within three months fromthe last day of every business year, and an Extraordinary General Meeting of Shareholders
shall be convened at any time when necessary.
Article 16.
(Measures for Electronic Provision, Etc.)
The Bank shall, when convening a General Meeting of Shareholders, provide information
contained in the Reference Documents for the General Meeting of Shareholders, etc.
electronically.
2. Among the matters to be provided electronically, the Bank may choose not to include all orpart of the matters stipulated in the Ordinance of the Ministry of Justice in the paper copy to
be sent to shareholders who have requested it by the record date for voting rights.
Article 17.
(Chairman of the General Meeting of Shareholders)President shall act as the chairman of the General Meeting of Shareholders. When President isunable to act or when such office is vacant, another Director shall act as such in the order
determined by the Board of Directors.
Article 18.
(Voting by Proxy)
1. A shareholder may exercise his voting rights by proxy. Such proxy shall be anothershareholder of this Bank who has the right to vote.
2. The above shareholder or proxy must submit a certificate of proxy in writing to the Bank ateach General Meeting of Shareholders.

Article 19.
(Method of Ordinary Resolutions)
1. Unless otherwise provided for in the laws and regulations or in the Articles of Incorporation,
resolution of the General Meeting of Shareholders shall require a majority of the voting
rights of the shareholders who are present and may exercise their voting rights.
2. The resolution set forth in Article 309, Section 2 of the Corporate Law shall require thequorum of shareholders holding one-third or more of the voting rights of the shareholders
who may exercise their voting rights, and shall be adapted by at least two-thirds of voting
rights represented at the meeting.

Chapter 4.

DIRECTORS AND BOARD OF DIRECTORS

Article 20.
(Number of Directors)
This Bank shall have twelve or fewer Directors.
Article 21.
(Appointment of Directors)
Directors shall be appointed at the General Meeting of Shareholders.
The decision on the appointment thereof shall require the presence of shareholders holding
one-third or more of voting rights of shareholders who may exercise their voting rights andshall be adopted by a majority of voting rights thereof.
Appointment of Directors shall not be subject to cumulative voting.
Article 22.
(Term of Office of Directors)
The term of office of Directors shall expire at the time of completion of the Ordinary General
Meeting of Shareholders relating to the last settlement period within two years after theirassuming office.
The term of office of Directors appointed to fill the vacancy created by a Director having
retired before the expiry of his term of office shall expire at the time when the term of officeof the retired Director would expire.
Article 23.
(Executive Directors)
1. The Board of Directors, by its resolution, may appoint one President.
2. The Board of Directors, by its resolution, may appoint one Chairman and several Vice
Presidents, Senior Managing Directors and Managing Directors.
Article 24.
(Representative Directors)
1. The President shall represent the Bank.
2. The Board of Directors, by its resolution, may appoint Directors representing the Bank fromamong Executive Directors in addition to the stipulation of the preceding paragraph.

Article 25.
(Remuneration and Other Financial Benefits of Directors)
Remuneration, bonuses or other financial benefits that Directors receive from this Bank inconsideration of exercising their duties (“Remuneration etc.”) shall be determined by aresolution of the General Meeting of Shareholders.
Article 26.

(Board of Directors)

The Board of Directors shall be formed with all the Directors and shall make decisions on theconduct of important business of this Bank in addition to the matters provided for in the laws
and regulations and by the Articles of Incorporation and shall supervise execution of duties ofDirectors.
Article 27.
(Convocation of Meetings of the Board of Directors)
The notice of convocation of a meeting of the Board of Directors shall be dispatched to each
Director and each Audit & Supervisory Board Member up to three days prior to the date of themeeting. However, if there is urgent need, this period may be shortened.
Article 28.
(Omission of a Resolution of the Board of Directors）
The Bank deems that a resolution of the Board of Directors was passed when the requirements
under Articles 370 of the Corporate Law have been satisfied.
Article 29.
(Limitation of Liability Contract with an Outside Director)
The Bank may conclude a contract concerning limitation of liability with an Outside Director
when the legal requirements concerning Article 423, Section 1 of the Corporate Law areapplicable. However, the maximum limit of liability under such a contract shall be theminimum total liability provided by law.
Article 30.
(Rules of the Board of Directors)
Except as provided for in the laws and regulations and by the Articles of Incorporation mattersrelating to the Board of Directors shall be as provided for in the Rules of the Meeting of theBoard of Directors adopted by the Board of Directors.
Article 31.

(Advisers and Counselors)

Advisers and Counselors may be appointed by a resolution of the Board of Directors.

Chapter 5.
AUDIT & SUPERVISORY BOARD MEMBERS
SUPERVISORY BOARD

AND AUDIT &Article 32.
(Number of Audit & Supervisory Board Members)This bank shall have six or fewer Audit & Supervisory Board Members.
Article 33.
(Appointment of Audit & Supervisory Board Members)
Audit & Supervisory Board Members shall be appointed at the General Meeting ofShareholders. The decision on the appointment thereof shall require the presence ofshareholders holding one-third or more of voting rights of shareholders who may exercise
their voting rights and shall be adopted by a majority of voting rights thereof.
Article 34.
(Term of Office of Audit & Supervisory Board Members)
1. The term of office of Audit & Supervisory Board Members shall expire at the time ofcompletion of the Ordinary General Meeting of Shareholders relating to the last businessyear within four years after their appointment.
2. The term of office of Audit & Supervisory Board Members appointed to fill the vacancy

created by an Audit & Supervisory Board Member having retired before the expiry of histerm of office shall expire at the time when the term of office of the retired Audit &Supervisory Board Member would expire.
Article 35.
(Full-Time Audit & Supervisory Board Members)
The Audit & Supervisory Board Members shall elect by its resolution one or more Full-Time
Audit & Supervisory Board Member(s).
Article 36.
(Remuneration and Other Financial Benefits of Audit & Supervisory BoardMembers)
Remuneration and other financial benefits of Audit & Supervisory Board Members shall be
determined by a resolution of the General Meeting of Shareholders.
Article 37.

(Audit & Supervisory Board)

The Audit & Supervisory Board shall be formed with all the Audit & Supervisory Board
Members and shall, in conformity with the laws and regulations and with the Articles ofIncorporation, receive reports, hold consultations or pass resolutions on important
audit-related matters.

However, it may not hinder the Audit & Supervisory Board Members in the exercise of theirauthority.
Article 38.
(Convocation of Meetings of the Audit & Supervisory Board)
The notice of convocation of a meeting of the Audit & Supervisory Board shall be dispatchedto each Audit & Supervisory Board Members up to three days prior to the date of the meeting.
However, if there is urgent need, this period may be shortened.
Article 39.
(Limitation of Liability Contract with an Outside Audit & Supervisory BoardMember)
The Bank may conclude a contract concerning limitation of liability with an Outside Audit &Supervisory Board Members when the legal requirements concerning Article 423, Section 1 ofthe Corporate Law are applicable. However, the maximum limit of liability under such acontract shall be the minimum total liability provided by law.
Article 40.
(Rules of the Audit & Supervisory Board)
Except as provided for in the laws and regulations and by the Articles of Incorporation,
matters relating to the Audit & Supervisory Board shall be as provided for in the Rules of theMeeting of the Audit & Supervisory Board adopted by the Audit & Supervisory Board.

Chapter 6.

ACCOUNTS

Article 41.
(Business Year)A business year of this Bank shall be from April 1 of each year to March 31 of the followingyear.
Article 42.
(Disposition of Surplus)
The surplus of this Bank, unless otherwise provided for in the laws and regulations, shall bedisposed of by a resolution of the General Meeting of Shareholders.
Article 43.
(Year-End Dividend of Surplus)
The year-end dividend of the surplus of this Bank shall be paid to the shareholders orregistered pledgees who are listed or recorded in the latest shareholders’ list as of March 31
every year.
Article 44.
(Interim Dividend)This Bank may, by a resolution of the Board of Directors, pay the Interim Dividend to theshareholders or registered pledgees who are listed or recorded in the latest shareholders’ list asof September 30 every year.

Article 45.
(Exclusion Period)
In case the payment of the year-end dividend of surplus and interim dividend is not received
after five years have elapsed from the date when the payment thereof began, this Bank shallbe discharged from liability to make the payment.