This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy
between the translated version and the Japanese original, the original version shall prevail. The Company assumes noresponsibility for this translation or for any direct, indirect or any other form of damage arising from the translation.

November 25, 2021
MODEC, INC.
Takeshi Kanamori, President & CEO
CodeContact
TEL

TSE 6269
Yasuhiro Takano
Executive Managing Officer+81-3-5290-1200

Notice concerning change in parent company
MODEC, INC. (hereinafter, referred to as “MODEC”) hereby announces the change in parent company fromNovember 25, 2021 as below.
1.

Background to change
MODEC is aiming to be listed on the Prime Market as mentioned in the “Plan to comply with the criteria tomaintain listing under new Tokyo Stock Exchange (TSE) market categories” (hereinafter, referred to as“Plan”) disclosed on November 18, 2021.
However MODEC didn’t fulfill the requirement to be listed on the Prime Market as of the reference date(June 30, 2021).
In response to the submission of Plan, Mitsui E&S Holdings Co., Ltd (hereinafter, referred to as “MES”)
carefully considered our Plan and judged that increasing MODEC’s floating stock ratio to be listed on thePrime Market contributes to the improvement of our enterprise value and shareholder value, and notified
MODEC that MES sold a part of MODEC’s share.
As a result of the sale of shares, MES is no longer a parent company but other affiliated company.

2.

Outline of MES

（１）

Name

Mitsui E&S Holdings Co., Ltd（２）

Address

6-4 Tsukiji 5-chome, Chuo-ku, Tokyo 104-8439, Japan（３）

Name and title ofrepresentative

Ryoichi Oka, President and CEO（４）Description of businessHolding of shares,etc（５）Capital amount

44,384 million yen (as of March 31, 2021)（６）

Date of incorporation

July 31, 1937

（７）

Net assets

95,901million yen (as of March 31, 2021)（８）

Total assets

766,449 million yen (as of March 31, 2021)

（９）

（10）

The Master Trust Bank of Japan, Ltd.(Trust Account)

7.96%

Major shareholders

IMABARI SHIPBUILDING CO., LTD.

3.58%

and shareholding ratio

Custody Bank of Japan, Ltd.(Trust Account)

3.36%(as of March 31, 2021)

Mitsui & Co., Ltd.

3.15%

The Hyakujushi Bank, Ltd.

3.09%

Relationship between
MODEC and MES

Capital

MES is our parent company which holds 28,261,000

relationshipshares of our common stock.

Personnel
relationship
BusinessrelationshipOne director from MES concurrently serve as a directorof MODEC.
Eight employees are dispatched from MES.
There is no material business transaction.

3.

The number of voting right held by MES and percentage of voting right held by all shareholders
before and after the transfer
Relationship4.

Before transfer

Parent company

After transfer

Other affiliated company

Number of voting rights(ratio of voting rights held)
Direct282,610（50.1％）
276,970（49.1％）

Indirect－－Changes in unlisted parent company, etc. subject to disclosure
There will be no unlisted parent company, etc which is subject to disclosure requirement.

5.

Future Outlook
The abovementioned change have no impact to MODEC’s business performance.

-2-Total
282,610（50.1％）
276,970（49.1％）