<Translation>
ARTICLES OF INCORPORATION
of
Nihon Koku Kabushiki Gaisha(Japan Airlines Co., Ltd.)(As executed as of September 8, 1953, and as subsequently amended on September 29,
1955; May 30, 1957; May 28, 1959; May 27, 1961; May 29, 1963; May 28, 1968; May 29,
1971; May 29, 1975; June 30, 1981; June 30, 1982; December 18, 1985; June 27, 1986;
June 26, 1987; November 17, 1987; June 29, 1989; June 28, 1990; June 27, 1991; June29, 1994; June 27, 1996; June 29, 1999; June 29, 2000; June 28, 2001; June 27, 2002,
June 26, 2003; November 14, 2003; April 1, 2004; February 6, 2006; June 28, 2006;
November 30, 2010; December 1, 2010; March 28, 2011; April 1, 2011 ; June 23, 2011 ;June 20, 2012 ; July 10, 2012; June 19, 2013; October 1, 2014; June 17, 2015; June 22,
2016; June 22, 2017 and June 21, 2022.)

CHAPTER I
GENERAL PROVISIONS
Article 1. Corporate Name
1.1 The name of the Company shall be NIHON KOKU KABUSHIKI GAISHA .
1.2 The corporate name of the Company shall be translated into English as “Japan
Airlines Co., Ltd."
Article 2. Objects
2.1 The objects of the Company shall be:1.

To act as operators of scheduled and non-scheduled air transport services;2.

To act as operators for aerial work services;3.

To act as providers of aircraft maintenance services;4.

To act as manufacturers, purchasers, sellers and lessors of aircraft andaircraft-related products;

5.

To act as distributors and retailers of aviation fuel;6.

To act as motor-truck transport operators under the Motor-truck Transport
Business Act and transport operators using other operators and forwarding
agents under the Freight Forwarding Business Act;

7.

To act as warehousemen and customs agents;1

8.

To act as managers and operators of hotels and other accommodation facilities,
restaurants and cookshops, sports and athletic facilities and cultural facilities
and establishments;

9.

To engage in tourism and to act as tour operators and travel agents;

10.

To act as advertising agents and publishers;

11.

To act as manpower services providers, whether common or limited;12.

To act as trainers for personnel engaged in or to engage in air transportation
business, and to engage in mass-oriented cultural and/or educational business;

13.

To purchase, sell and lease immovable, and to act as real estate brokers andreal estate managers;

14.

To act as distributors and retailers of transportation equipment, travellingkits, foods and beverages and daily necessities;

15.

To act as providers of data processing services and data and information
providing services and to engage in telecommunications business;

16.

To act as non-life insurance agents and life insurance soliciting agents;

17.

To loan, guarantee and invest to various businesses and enterprises;18.

To act as lessees or lessors of any kind of product;

19.

To act as financial and factoring agents;

20.

To keep and settle accounts, to consult and to advice for management andaccounts;

21.

To obtain, use, dispose patent and other industrial property right and to act asagents for patent business;

22.

To act as agents for the foreign currency trading;23.

To act as agents for exchanging money;

2.2

The Company shall have the power and authority to engage in other business ofany kind and description relating, incidental or conducive to, or necessary toachieve any of the objects set forth in Section 2.1 above.

Article 3. Location of Head Office
The Company shall have its head office in Shinagawa-ku, Tokyo.
Article 4. Administrative Bodies
4.1 Other than Directors and General Meetings of Shareholders, the Company shallappoint the following administrative bodies:(1) Board of Directors(2) Corporate Auditors(3) Board of Corporate Auditors(4) Accounting Auditors
4.2 The Company may appoint Executive officers by a resolution of the Board of2

Directors and delegate them to execute its business.
Article 5. Method of Giving Public Notices
All public notices to be given by the Company shall be given as the electronic public
notices. However, in the event that, due to an accident or for any other unavoidable
reason, it becomes impossible to give electronic public notice, such public notices
shall be given in the Nihon Keizai Shimbun published in Tokyo.

CHAPTER IISHARES
Article 6. Total Number of Authorized Shares
The Company shall be authorized to issue Seven hundred and fifty million(750,000,000) shares and each class share shall be as follows:
Common Stock: Seven hundred million (700,000,000)
Type 1 Stock: Twelve million and five hundred thousand (12,500,000)
Type 2 Stock: Twelve million and five hundred thousand (12,500,000)
Type 3 Stock: Twelve million and five hundred thousand (12,500,000)
Type 4 Stock: Twelve million and five hundred thousand (12,500,000).
Article 6.2 Company’s own Shares
6.2.1 In accordance with the provision of Article 165, Paragraph 2 of the Companies Act,
the Company may, by a resolution of the Board of Directors, acquire its own sharesby market transactions and other methods specified in Article 165, Paragraph 1 of
the Companies Act.
6.2.2 The Company may determine the matters regarding acquisition of its own sharesas set forth in Article 459, Paragraph 1, Item 1 of the Companies Act by a resolutionof the Board of Directors, except as otherwise provided by law.
Article 7. Shares
The number of shares constituting one (1) unit for shares of Common Stock, Type 1
Stock, Type 2 Stock Type 3 Stock and Type 4 Stock of the Company of one unit of
the Company shall be One hundred (100) shares.
Article 8. Right of shareholders of shares less than one unit
Shareholders of the Company may not exercise the rights of the shares constituting
less than one (1) unit held by such shareholders, except as the rights followings:(1) The right stipulated in each item of Article 189 (2) of the Companies Act;3

(2) The right specified in Article 166 (1) of the Companies Act;
(3) The right to be allotted the Shares for Subscription and the Share Options inaccordance with the number of shares such shareholders hold;(4) The right as set forth in Article 9.
Article 9. Request of shares less than one unit
Shareholders of the Company may request the Company to sell to suchshareholders a number of shares that will, when added to the shares constituting
less than one (1) unit held by such shareholders, constitute one (1) unit of shares(hereinafter to be referred to as “Request for Sale”).
Article 10. Deleted.
Article 11. Deleted.
Article 12. Limitation on listing or recording Citizens of Foreign Countries and Other
Persons in Register of Shareholders and Register of Beneficial Shareholders
12.1 If the Company receives from a person who falls into one of the categories listed in
the items below, a request for listing or recording of their name and address in
the register of shareholders (including the register of beneficial shareholders;hereinafter the same) and if its acceptance of such a request causes the total
voting rights owned by persons who fall into one of the categories listed in theitems below to represent one-third of the total voting rights for the Company or
more, the Company shall refuse such listing or recording.
(1) Person who does not have Japanese citizenship(2) Foreign country, foreign public body or similar entity(3) Corporation or other organization established under foreign laws andregulations
12.2 If the Company lists or records all the shares held by any of the shareholders
listed in the items of the preceding paragraph, upon notification from abook-entry institution in accordance with Article 151, Paragraph (1) or (8) of the
Act on Book-Entry Transfer of Company Bonds, Shares, etc., and the total
number of voting rights held by such persons listed in the items of the preceding
paragraph will account for one-third or more of the voting rights, the Company
shall list or record such shareholders in the register of shareholders inaccordance with measures provided for in the Ordinance of the Ministry of Land,
Infrastructure, Transport and Tourism to list or record only a part of the shares
so that the total number of voting rights held by such shareholders in the itemsof the preceding paragraph accounts for less than a third of the Company’s voting
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rights.
Article 13. Registration of Address, Etc.
13.1 Each of those shareholders(including beneficial shareholders) or their registeredshare pledgees, or the legal representatives or authorized officers thereof, who do
not have an address or domicile in Japan shall designate a notice address inJapan or appoint a local agent in Japan and notify the Company of suchdesignation or appointment. Prompt notification shall also be made to theCompany when any change takes place in such designation or appointment.
13.2 The Company shall in no way be held liable for any loss or damage sustained byany person or entity as a result of his or its failure to make the foregoing
notification.
Article 14. Record Date
14.1 Only the shareholders of the Company whose names appear or are recorded in theregister of shareholders as of the end of the 31st day of March of any year shall beentitled to exercise their voting rights at the Annual General Meeting of
Shareholders to be held in that year.
14.2 In addition to the cases referred to in Section 14.1 and Article 45 hereof, theCompany may, as and when authorized to do so by a resolution of the Board of
Directors, fix a record date to determine the shareholders or registered sharepledgees who are entitled to exercise any right as such, upon giving appropriate
prior public notice.
Article 15. Transfer Agent15.1 The Company shall have a share transfer agent for its shares.
15.2 Such share transfer agent and its place of the handling business shall be decided
by a resolution of the Board of Directors and public notice thereof shall be given
in due course.
15.3 The preparation and the keeping of the register of shareholders and the registerof stock acquisition rights of the Company and any other matter related to theregister of shareholders and the register of stock acquisition rights of theCompany shall be entrusted to the transfer agent, and the Company shall nothandle such business.
Article 16. Shares Handling Regulations
All handling procedures for shares and stock acquisition rights, including, but notlimited to, exercise of shareholders’ rights, entry or record on the register ofshareholders and the register of stock acquisition rights and purchase and sale by5the Company of its shares constituting less than one (1) unit, and fees chargeable
by the Company therefor, shall be governed by these Articles of Incorporation and
the Shares Handling Regulations adopted by the Board of Directors.

CHAPTER III
PREFERRED SHARESArticle 17. Preferred Dividends
17.1

In cases where the Company makes distribution of surplus under Article 45
hereof, with the 31st day of March each year as the record date, the Company
shall, prior to any distribution to holders of shares of Common Stock (hereinafter
to be referred to as “Common Shareholders”) or registered share pledgees ofshares of Common Stock (hereinafter to be referred to as “Registered Common
Share Pledgees”), make distribution of surplus to holders of Preferred Shares(hereinafter to be referred to as “Preferred Shareholders”) or registered sharepledgees of the same (hereinafter to be referred to as “Registered Preferred
Share Pledgees”).

The distribution of surplus to the Preferred Shareholders

and Registered Preferred Share Pledgees shall be made by paying the amount ofmoney described under the following items, corresponding to each type of thestock provided for therein (hereinafter to be referred to as “Preferred
Dividends”).
(i) Type 1 Stock and Type 2 Stock: the paid-in amount for subscription per sharemultiplied by the annual rate of dividends (fifteen (15) percent at maximum)
determined by a resolution of the Board of Directors prior to the issuance of therelevant type of Preferred Shares, for each share.
(ii) Type 3 Stock and Type 4 Stock: the paid-in amount for subscription per sharemultiplied by the annual rate of dividends (ten (10) percent at maximum)
determined by a resolution of the Board of Directors prior to the issuance of therelevant type of Preferred Shares, for each share.
17.2 If the amount of the payment to Preferred Shareholders and Registered Preferred
Share Pledgees as distribution of surplus in a business year is less than theamount of Preferred Dividends, the amount of the shortfall shall not be
accumulated to the amount of the dividends to be paid in subsequent businessyears.
17.3 Distribution of surplus made to Preferred Shareholders or Preferred Share
Pledgees shall not be more than the amount of Preferred Dividends.
Article 18. Distribution of Residual Assets
618.1 In any case where the residual assets of the Company are distributed, Preferred
Shareholders and Registered Preferred Share Pledgees shall receive, prior to any
distribution to Common Shareholders or Registered Common Share Pledgees, theamount determined by a resolution of the Board of Directors for each Preferred
Share prior to the issuance of the relevant Preferred Shares, based on the paid-in
amount for subscription per share.
18.2 No residual assets shall be distributed to Preferred Shareholders or RegisteredPreferred Share Pledgees other than as provided in the preceding paragraph.
Article 19. Priority for Preferred Dividends and Distribution of Residual Assets
The payment for Preferred Dividends and the distribution of residual assets foreach Preferred Share shall be made at the same priority.
Article 20. Voting Rights
20.1 Preferred Shareholders shall have no voting rights at the Meeting of
Shareholders.
20.2 Preferred Shareholders shall have no voting rights at the Class Meeting of
Shareholders in which Preferred Shareholders are a member, except as provided
for in the provisory clause of Article 332 (3) of the Companies Act.
Article 21. Stock Consolidation and Stock Split, etc.
21.1 The Company shall not split nor consolidate Preferred Shares except as otherwise
provided by law.
21.2 The Company shall not make any gratuitous allocation of shares or stockacquisition rights to the Preferred Shareholders.
21.3 The Company shall not grant Preferred Shareholders any rights to receive an
allocation of offered shares nor to receive an allocation of offered stock acquisitionrights.
Article 22. Rights to Request Acquisition
22.1 Holders of shares of Type 3 Stock or Type 4 Stock may, during the period available
for request of acquisition determined by a resolution of the Board of Directors
prior to the issuance of such shares (hereinafter to be referred to as “Acquisition
Request Term”), request the Company to acquire their shares of Type 3 Stock andType 4 Stock. If such request is made, the Company shall deliver Common Stock,in exchange of acquiring such Preferred Shares, in the number obtained bymultiplying the number of Preferred Shares requested to be acquired by thepaid-in amount for subscription per such Preferred Share, and further dividing it
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by the acquisition price provided in the following paragraph. If the number ofshares of Common Stock to be delivered in exchange of acquiring the Preferred
Shares includes a fraction of less than one share, it shall be adjusted inaccordance with Article 167 (3) of the Companies Act.
22.2 The acquisition price referred to in the preceding paragraph shall be an amountinitially calculated according to a formula determined by a resolution of the Boardof Directors prior to the issuance of the shares of Type 3 Stock and Type 4 Stockbased on the market price of the shares of Common Stock of the Company, andthe method for modification or adjustment of such acquisition amount may be
determined by the resolution set forth above. In case a method for themodification of the acquisition price is determined, a minimum price ofacquisition shall also be determined by the resolution so that if the acquisition
price becomes less than the minimum price of acquisition, the price is modified tothe minimum price of acquisition.
Article 23. Entire Acquisition
The Company shall acquire all of the shares of Type 3 Stock and Type 4 Stock not
yet acquired by the Company on the day following the last day of the Acquisition
Request Term. Upon such acquisition, the Company shall deliver to Preferred
Shareholders in exchange of acquiring the Preferred Shares, the shares ofCommon Stock of the Company in the number obtained by multiplying the numberof Preferred Shares held by such Preferred Shareholder by the paid-in amount for
subscription per such Preferred Share, and further dividing it by the market priceof a share of Common Stock of the Company, the detail of which shall be
determined by a resolution of the Board of Directors prior to the issuance of sharesof Type 3 Stock or Type 4 Stock.

The method for calculating the maximum

number of Common Shares to be delivered may be determined by the resolution
set forth above. If the number of shares of Common Stock to be delivered in
exchange of acquiring the Preferred Shares includes a fraction of less than one
share, it shall be adjusted in accordance with Article 234 of the Companies Act.
Article 24. Acquisition Provision
24.1 In case an acquisition event for the Preferred Shares determined by a resolutionof the Board of Directors prior to the issuance of the relevant Preferred Shares
occurs, the Company may acquire whole or part of such Preferred Shares on a day
separately determined by a resolution of the Board of Directors. In such case, theCompany shall deliver to each Preferred Shareholder, in exchange of acquiring
the Preferred Shares, the amount determined by a resolution of the Board of
Directors prior to the issuance of the relevant Preferred Shares based on the8paid-in amount for subscription per such Preferred Share.
24.2 In case only a part of the Preferred Shares is to be acquired in accordance withthe preceding paragraph, the Company shall select shares to be acquired in a
drawing or on a pro-rata basis.

CHAPTER Ⅳ
GENERAL MEETINGS OF SHAREHOLDERS
Article 25. Convening of General Meetings of Shareholders
25.1 A Director determined in advance out of Representative Directors by the Board of
Directors shall, in accordance with a resolution of the Board of Directors adopted
for that purpose, convene an Annual General Meeting of Shareholders within
three (3) months from April 1st every year, and Special Meetings of Shareholders
whenever deemed necessary.
25.2 In the event the Director in the preceding paragraph fails or is unable to soconvene a General Meeting of Shareholders, one of the other Directors shall act in
his place in accordance with the seniority order determined in advance by the
Board of Directors.
Article 26. Chairman of General Meetings of Shareholders
26.1 A Director determined in advance out of Representative Directors by the Board of
Directors shall act as chairman at all General Meetings of Shareholders.
26.2 Should the Director in the preceding paragraph fail or be unable to preside at any
General Meeting of Shareholders, one of the other Directors shall act in his placein accordance with the seniority order determined in advance by the Board of
Directors.
Article 27. Measures, etc. for Providing Information in Electronic Format
27.1 In convening a general meeting of shareholders, the Company shall take measuresfor providing information that constitutes the content of reference documents forgeneral meeting of shareholders, etc. in electronic format.
27.2 Among items for which the measures for providing information in electronic
format will be taken, the Company may exclude all or some of those items
designated by the Ministry of Justice Order from statements in the paper-based
documents to be delivered to shareholders who requested the delivery of
paper-based documents by the record date of voting rights.
Article 28. Resolutions of Shareholders
928.1 Except as otherwise provided by law or by these Articles of Incorporation, allresolutions at a General Meeting of Shareholders shall be adopted by theaffirmative vote of a majority of the voting rights owned by shareholders eligible tovote and represented at the meeting.
28.2 Resolutions that should be adopted in accordance with the provisions of Article 309(2) of the Companies Act shall be adopted by a majority of two-thirds of the voting
rights of shareholders eligible to vote and represented at the meeting who have
one-third or more of the total shareholder voting rights.
Article 29. Exercise of Voting Rights by Proxy29.1 A shareholder or his or her legal representative, if any, may exercise his or her
voting rights through a proxy, who shall be a shareholder of the Company entitledto vote. A corporate shareholder may exercise its voting rights through any of its
officers or employees authorized for that purpose.
29.2 Any person who acts as proxy for any shareholder in accordance with the Section
28.1 shall produce to the Company in advance a document evidencing his due
authority whenever he attends any General Meeting of Shareholders as such.
Provided that such person may, by electronic means instead of physicalsubmission of the document and in accordance with the Shares Handling
Regulations, provide the Company with the information for his due authority, inthe event that the Company decides to send by electronic means the notice of
convening the General Meetings of Shareholders.
Article 30. General Meeting of Holders of a Class of Shares
30.1 The provisions of Article 26, Section 28.1 and Article 29 shall apply mutatis

mutandis to the General Meeting of Holders of a Class of Shares.
30.2 The provision of Section 14.1 shall apply mutatis mutandis to the General Meetingof Holders of a Class of Shares, which shall be held on the same day as theAnnual General Meeting of Shareholders.
30.3 Resolutions of the General Meeting of Holders of a Class of Shares that should be
adopted in accordance with the provision of Article 324 (2) of the Companies Act
shall be adopted by two-thirds (2/3) or more of the voting rights of shareholders
present at the meeting, at which shareholders holding in aggregate one-third (1/3)
or more of the voting rights of the shareholders entitled to exercise their voting
rights shall be present.

CHAPTER Ⅴ
DIRECTORS AND BOARD OF DIRECTORS
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Article 31. Number of Directors
The Company shall have Directors between three (3) and fifteen (15).
Article 32. Election of Directors
32.1 A resolution to appoint Directors shall be validly passed at a General Meeting of
Shareholders only by the affirmative vote of a majority of the voting rights ownedby the shareholders represented at the meeting, at which shareholders holding inaggregate not less than one-third (1/3) of the total number of the Company's
voting rights of shareholders who are eligible to vote shall be present.
32.2 No cumulative voting shall be used for the election of Directors.
Article 33. Term of Office of Directors
33.1 The term of office of a Director shall expire upon the closing of the Annual
General Meeting of Shareholders for the last fiscal year ending within one (1)year after his or her appointment as Director.
33.2 The term of office of a Director elected to increase the number or to fill thevacancy created by the earlier retirement or resignation of his predecessor shall
expire when the term of office of the continuing Directors expires.
Article 34. Representative Directors and Officers with Titles
34.1 The Board of Directors shall, by its resolution, appoint, from among its members,
one or more Representative Directors, who shall have the power and authority torepresent and bind the Company.
34.2 Each of the Representative Directors of the Company shall have the power andauthority to represent and bind the Company individually.
34.3 The Board of Directors may, by resolution thereof, select, from among its
members, one Chairman and one President; provided, however, that the Board of
Directors may select the President from among Executive Officers.
34.4 The President shall supervise and execute the overall business of the Company
pursuant to the resolution of the Board of Directors.
34.5 Should the President fail or be unable to act or be absent, one of the othermembers of the Board of Directors or the other Executive Officers shall act in hisplace in accordance with the seniority order previously determined by the Boardof Directors.
34.6 The Board of Directors may, by resolution thereof, select, from among its
members, one or more Vice Chairman of the Board of Directors and Executive
Vice Presidents.

11Article 35. Meetings of the Board of Directors
35.1 Matters regarding the Board of Directors, other than those provided by law or bythese Articles of Incorporation, shall be governed by the Regulations of the Boardof Directors stipulated by the Board of Directors.
35.2 A resolution of the Board of Directors shall validly be adopted only by theaffirmative vote of a majority of the Directors eligible to vote with a majority of
the Directors eligible to vote present at the meetings of the Board of Directors
35.3 The Director(s) convening the meetings of the Board of Directors and thechairman at such meetings shall be selected by the resolution of the Board of
Directors.
35.4 Should such Director(s) fail or be unable to act or be absent, one of the othermembers of the Board of Directors shall act in his place in accordance with theseniority order previously determined by the Board of Directors.
35.5 Notice of a meeting of the Board of Directors shall be provided to each Director
and each Corporate Auditor three (3) days prior to the date of such meeting;provided, however, that in case of emergency, such notice period may be
shortened.
35.6 The meetings of the Board of Directors may be held without convening
proceedings in the event that all Directors and Corporate Auditors so agreed.
Article 36. Omission of Resolutions of the Board of Directors
A resolution of the Board of Directors shall be deemed to have been adopted in theevent that the conditions set out in Article 370 of the Companies Act have been
met.
Article 37. Exemption of Directors from Liabilities
37.1 In accordance with the provisions of Article 426 (1) of the Companies Act, theCompany, by means of a resolution of the Board of Directors, may exempt its
Directors (including former Directors) from liability for compensation for damages
to the extent permitted by law.
37.2 In accordance with the provision of Article 427 (1) of the Companies Act, theCompany may conclude contracts with its Directors (limited to Directors who is
not an "Executive Director, etc." as defined in Article 2 (xv) (a) of the CompaniesAct) to limit their liability for compensation for damages; provided however, thatthe limit to damages paid in accordance with such contracts shall be as provided
by law.

CHAPTER Ⅵ
12

CORPORATE AUDITORS AND BOARD OF CORPORATE AUDITORS
Article 38. Number of Corporate Auditors
The Company shall have six (6) or fewer Corporate Auditors.
Article 39. Election of Corporate Auditors
The provisions of Section 31.1 shall apply mutatis mutandis to the election of
Corporate Auditors.
Article 40. Term of Office of Corporate Auditors
40.1 The term of office of a Corporate Auditor shall expire upon the closing of theAnnual General Meeting of Shareholders for the last fiscal year ending withinfour (4) years after his or her appointment as Corporate Auditor.
40.2 The term of office of a Corporate Auditor elected to fill the vacancy created by theearlier retirement or resignation of his predecessor shall expire when the term ofoffice of his predecessor would expire.
Article 41. Full-Time Corporate Auditors
The Board of Corporate Auditors shall, by resolution thereof, select one or more
Full-Time Corporate Auditors.
Article 42. Meetings of Board of Corporate Auditors
42.1 Matters regarding the Board of Corporate Auditors shall be governed by theRegulations of the Board of Corporate Auditors stipulated by the Board of
Corporate Auditors.
42.2 Notice of a meeting of the Board of Corporate Auditors shall be provided to each
Corporate Auditor three (3) days prior to the date of such meeting; provided,
however, that in case of emergency, such notice period may be shortened.
42.3 The meetings of the Board of Corporate Auditors may be held without convening
proceedings in the event that all Corporate Auditors so agree.
Article 43. Exemption of Corporate Auditors from Liabilities
43.1 In accordance with the provisions of Article 426 (1) of the Companies Act, theCompany, by means of a resolution by the Board of Directors, may exempt its
Corporate Auditors (including former Corporate Auditors) from liability forcompensation for damages within the limit stipulated by law.
43.2 In accordance with the provision of Article 427 (1) of the Companies Act, theCompany may conclude contracts with its Corporate Auditors to limit their
liability for compensation for damages; provided however, that the limit to13damages paid in accordance with such contracts shall be as provided by law.

CHAPTER Ⅶ
ACCOUNTING
Article 44. Fiscal YearThe fiscal year of the Company shall be from the first day of April to the following
31st day of March.
Article 45. Dividends
45.1 Distribution of surplus, if declared for any fiscal year, shall be paid to persons
stipulated in the following items:(1)

Shareholders or their registered share pledgees whose names are listed orrecorded on the register of shareholders as of the 31 st day of March of such
fiscal year;(2)

Shareholders as of the 31st day of March notified by a book-entry institution inaccordance with Article 151, Paragraph (1) of the Act on Book-Entry Transfer
of Company Bonds, Shares, etc., who are neither listed nor recorded on theregister of shareholders for whole or part of the shares held by them under
Article 12, Paragraph (2) of this Articles of Incorporation, or persons shown asshare pledgees of shares held by such shareholders in the notice.

45.2 In addition to the preceding paragraph, the Company may, by a resolution of theBoard of Directors and limited to one time in the course of one fiscal year, pay
distribution of surplus(limited to those dividend assets in the form of cash)to
persons stipulated in the following items.
(1)

Shareholders or their registered share pledgees whose names are listed orrecorded on the register of shareholders as of the 30th day of September ofsuch fiscal year;(2)

Shareholders as of the 30th day of September notified by a book-entry
institution in accordance with Article 151, Paragraph (1) of the Act on
Book-Entry Transfer of Company Bonds, Shares, etc., who are neither listed
nor recorded on the register of shareholders for whole or part of the shares
held by them under Article 12, Paragraph (2) of this Articles of Incorporation,or persons shown as share pledgees of shares held by such shareholders in thenotice.

Article 46. Prescription Period for Distribution of Retained Earnings
46.1 The Company shall be relieved of its obligation to distribute any surplus which
14remain unclaimed for a period of more than three (3) years from the date when
they first become payable.
46.2 Distribution of surplus shall carry no interest.

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