Note: This document has been translated from the Japanese original for reference purposes only.
In the event of any discrepancy between this translated document and the Japanese original, the original
shall prevail. The company assumes no responsibility for the accuracy of this translation.

[Cover page]
Document title:

Extraordinary Report

Place of filing:

Director-General of the Kanto Local Finance Bureau

Filing date:

March 30, 2020

Company name:

ピジョン株式会社 (Pigeon Kabushiki Kaisha)Company name in English:

Pigeon Corporation

Title and name of representative:

Norimasa Kitazawa, President and CEO

Address of registered head office:4-4, Nihonbashi-Hisamatsu-cho, Chuo-ku, Tokyo

Telephone number:+81-3-3661-4200 (Main switchboard)

Name of contact person:

Nobuo Takubo, Managing Officer and Division Manager ofBusiness Strategy Div.

Nearest place of contact:

4-4, Nihonbashi-Hisamatsu-cho, Chuo-ku, Tokyo

Telephone number:+81-3-3661-4189

Name of contact person:

Nobuo Takubo, Managing Officer and Division Manager ofBusiness Strategy Div.

Place for public inspection:

Tokyo Stock Exchange, Inc.
(2-1, Nihonbashi-Kabuto-cho, Chuo-ku, Tokyo)–1–1. Reason for filingAt the 63rd Ordinary General Meeting of Shareholders of Pigeon Corporation (the “Company”) held on
March 27, 2020, resolutions of the matters to be resolved were made; therefore, this Extraordinary Reportis filed pursuant to the provisions of Article 24-5, paragraph (4) of the Financial Instruments andExchange Act and Article 19, paragraph (2), item (ix)-2 of the Cabinet Office Order on Disclosure ofCorporate Affairs.

2. Body of report(1) Date of the General Meeting of Shareholders
March 27, 2020
(2) Details of the matters resolved
Proposal 1: Appropriation of Surplus
Year-end dividends
1. Type of dividend property: Cash
2. Dividend property allotment and total amount thereof
Dividend per common share of the Company:¥35
Total amount of dividends:¥4,191,623,100
3. Effective date of distribution of dividends from surplus: March 30, 2020
Proposal 2: Partial Amendments to Articles of Incorporation
A portion of the Company’s Articles of Incorporation is amended as below.
(Amendments underlined)
Current Articles of Incorporation

Proposed amendments

CHAPTER 4.
DIRECTORS AND BOARD OF DIRECTORSCHAPTER 4.
DIRECTORS AND BOARD OF DIRECTORS

Article 18. (Number of Directors)

Article 18. (Number of Directors)

The number of Directors of the Company shall be
fifteen (15) or less.

The number of Directors of the Company shall bethirteen (13) or less.

Article 27. (Limited Liability Contract for OutsideDirectors)

Article 27. (Exemption from liability of Directors)(Newly established)

1. Pursuant to the provisions of Article 426,
paragraph (1) of the Companies Act, the Company
may, by resolution of the Board of Directors,
exempt Directors (including persons who wereformerly Directors) from their liability for damages
as provided for in Article 423, paragraph (1) of thesame Act, to the extent permitted by laws andregulations.

Pursuant to the provisions of Article 427, paragraph(1) of the Companies Act, the Company may conclude
a contract with Outside Directors to limit liability fordamages attributable to their negligence in carryingout duties; provided, however, the limit of liability
pursuant to the contract shall be the aggregate sumof the amounts prescribed in each item in Article 425,
paragraph (1) of the same Act.

2. Pursuant to the provisions of Article 427,
paragraph (1) of the Companies Act, the Company
may conclude a contract with Directors who are
not executive directors, etc. to limit liability fordamages attributable to their negligence incarrying out duties; provided, however, the limit ofliability pursuant to the contract shall be theaggregate sum of the amounts prescribed in each
item in Article 425, paragraph (1) of the same Act.

–2–

Current Articles of Incorporation

Proposed amendments

CHAPTER 5.
AUDIT & SUPERVISORY BOARD MEMBERS
AND AUDIT & SUPERVISORY BOARD

CHAPTER 5.
AUDIT & SUPERVISORY BOARD MEMBERS
AND AUDIT & SUPERVISORY BOARD

Article 35. (Limited Liability Contract for Outside Audit& Supervisory Board Members)

Article 35. (Exemption from liability of Audit &Supervisory Board Members)(Newly established)

1. Pursuant to the provisions of Article 426,
paragraph (1) of the Companies Act, the Company
may, by resolution of the Board of Directors,
exempt Audit & Supervisory Board Members(including persons who were formerly Audit &Supervisory Board Members) from their liability fordamages as provided for in Article 423, paragraph(1) of the same Act, to the extent permitted by lawsand regulations.

Pursuant to the provisions of Article 427, paragraph(1) of the Companies Act, the Company may conclude
a contract with Outside Audit & Supervisory Board
Members to limit liability for damages attributable totheir negligence in carrying out duties; provided,
however, the limit of liability pursuant to the contract
shall be the aggregate sum of the amounts prescribedin each item in Article 425, paragraph (1) of the sameAct.

2. Pursuant to the provisions of Article 427,
paragraph (1) of the Companies Act, the Company
may conclude a contract with Audit & Supervisory
Board Members to limit liability for damagesattributable to their negligence in carrying out
duties; provided, however, the limit of liability
pursuant to the contract shall be the aggregate
sum of the amounts prescribed in each item inArticle 425, paragraph (1) of the same Act.

Proposal 3: Election of Twelve (12) Directors
To elect the following twelve (12) persons, namely Mr. Yoichi Nakata, Mr. Shigeru
Yamashita, Mr. Norimasa Kitazawa, Mr. Eiji Akamatsu, Mr. Tadashi Itakura, Mr. Yasunori
Kurachi, Mr. Kevin Vyse-Peacock, Mr. Takayuki Nitta, Mr. Rehito Hatoyama, Ms. Erika
Okada, Ms. Chiaki Hayashi, and Ms. Eriko Yamaguchi as Directors.
Proposal 4: Election of One (1) Audit & Supervisory Board Member
To elect Mr. Tsutomu Matsunaga as Audit & Supervisory Board Member.

–3–(3) Number of voting rights exercised as the manifestation of the intention of approval, disapproval orabstention for the matters for resolution; requirement for adoption thereof; and resolution results
thereofMatters for resolution
Proposal 1
Appropriation of Surplus
Proposal 2
Partial Amendments to Articlesof Incorporation
Proposal 3
Election of Twelve (12) Directors
Yoichi NakataShigeru Yamashita
Norimasa Kitazawa
Eiji Akamatsu
Tadashi Itakura
Yasunori Kurachi
Kevin Vyse-Peacock
Takayuki Nitta
Rehito Hatoyama
Erika Okada
Chiaki Hayashi
Eriko Yamaguchi
Proposal 4
Election of One (1) Audit &Supervisory Board Member
Tsutomu Matsunaga

Number ofApproval
Votes

Number of
Disapproval
Votes

Number ofAbstentions

Requirement
for Adoption

Resolution Resultand Approval Ratio

1,009,611

2420(Note 1)

Approved, 99.82%

996,406

3,524

9,923

(Note 2)

Approved, 98.52%

1,007,525
1,007,616

2,236
2,145

8686(Note 3)

1,007,369
1,007,629
1,007,629

2,388
2,132
2,13286
86
86

Approved, 99.62%
Approved, 99.63%
Approved, 99.60%

1,007,653
1,007,627
1,009,313

2,108
2,134
537

86
86
0

1,009,254
1,009,262
1,009,344
1,009,349

596
588
506
501

00
0
0928,757

80,983108

Approved, 99.63%
Approved, 99.63%
Approved, 99.63%
Approved, 99.63%
Approved, 99.80%
Approved, 99.79%
Approved, 99.79%
Approved, 99.80%
Approved, 99.80%(Note 3)

Approved, 91.83%

Notes: 1. The requirement for adoption of the proposal is approval by a majority of the votes ofshareholders present who are entitled to exercise voting rights.
2. The requirement for adoption of the proposal is approval by two-thirds (2/3) or more of thevotes of shareholders present at the meeting where the shareholders holding one-third (1/3)
or more of the voting rights of the shareholders entitled to exercise voting rights are present.
3. The requirement for adoption of the proposal is approval by a majority of the votes ofshareholders present at the meeting where the shareholders holding one-third (1/3) or moreof the voting rights of the shareholders entitled to exercise voting rights are present.

(4) Reason why a portion of the number of voting rights of the shareholders present at the meeting
was not included in the number of voting rights
The sum of the number of voting rights exercised by the date immediately before the date of theGeneral Meeting of Shareholders and the number of voting rights of a part of the shareholders
present at the General Meeting of Shareholders in person whose intention of approval ordisapproval for each proposal was confirmed satisfied the requirement for adoption of each
proposal, and the resolutions have been adopted pursuant to the Companies Act. Therefore, thenumber of voting rights of the shareholders present at the General Meeting of Shareholders inperson whose intention of approval, disapproval or abstention was not confirmed has not been
included in the calculation.

–4–