(9787 TSE Prime)

News Release: AEON DELIGHT CO., LTD.

27th May 2022

Notice concerning controlling shareholder, etc.
AEON DELIGHT Co., Ltd. (hereinafter referred to as “the Company”) announces the following
information related to the Company’s controlling shareholder.

1. Name and other information of parent company, controlling shareholder (excluding parentcompany), and other affiliated companies as of 28th February 2022

NameAeon Co., Ltd.

Attribute
ParentPercentage of voting rights held(%)*1

Stock exchange whereDirect

Aggregate

issued shares are publiclyholding

indirect holdings

55.26

0.94

Total56.20listedFirst Section of the Tokyocompany
Stock Exchange*2*1 Percentage of voting rights held is rounded to the second decimal point.
*2 Prime of the Tokyo Stock Exchange as of 27th May 2022
2. Relationship between the Company and its parent companies or other listed companies including
the positioning of the Company in the corporate group
The Company's parent company is Aeon Co., Ltd. and Aeon Co., Ltd. holds 27,613,000 shares(55.26% of voting rights) of the Company's stock.
The Board of Directors of the Company consists of eight directors, including four independent
outside directors, and is in a position to make independent management decisions.
In addition, the Company has appointed three outside corporate auditors, two of whom isappointed as an independent officer to ensure greater independence in management
decisions, and to make its own decisions regarding management decisions in terms ofbusiness operations and fund procurement.
In addition, the Company has accepted one officer who serves concurrently as an officer ofAeon Co., Ltd. but this does not prevent the Company from making its own management
decisions, and the Company believes that a certain degree of independence from the parentcompany has been secured.
Aeon Co., Ltd.'s "Policies on Governance of Listed Subsidiaries" is as follows.
“Based on its basic principles of "Pursuing peace, respecting humanity, and contributing tolocal communities, always with the customer's point of view as its core," Aeon believes thatthe enterprise value of the entire Group can be enhanced by emphasizing the autonomy andoriginality of the management of Group companies and practicing group management basedon a decentralized system, and has practiced this philosophy since its founding.
Against this backdrop, as a parent company, the Company was one of the first to transition toa company with a Nomination Committee in 2003 in order to increase the transparency ofGroup governance and the speed of management. In 2008, the Company transitioned to apure holding company in order to strengthen management from the perspective of the entire
Group without being biased toward any particular business, and has been implementing
management measures to increase synergy across the entire Group.
Among the Group companies, those that are expected to achieve sustainable growth throughself-directed management that reflects business and regional characteristics and improve-1-News Release: AEON DELIGHT CO., LTD.

(9787 TSE Prime)

management quality as a result of the discipline imposed by the capital markets are made into
listed subsidiaries.
In addition, from the perspective of protecting minority shareholders of listed subsidiaries, theCompany requests the appointment of independent outside directors and the establishmentof an advisory committee of independent officers”.
As described above, the Company believes that collaboration and maximization of synergies
with Aeon Group companies will benefit minority shareholders.
Concurrent positions held by officers as of 27th May 2022PositionDirector

Name

Position at parent company, etc. or its
group companies

Reason for appointment

Executive Vice President andMr.

Executive Officer

strengthen

Hiroyuki

Human Resources and Administration

management by applying his extensive

Watanabe& Risk Management, Aeon Co., Ltd.

experience in corporate management

Director, Aeon Financial Service Co.,

andLtd.

managementMr.

Auditor

Yuji
KawabeAuditor, Aeon Retail Co., Ltd.

Watanabebroad

Kawabewastheappointedto

Company's

insight

intorisk

wasappointedtostrengthen supervisory functions byapplying his extensive experience andbroad insight to the Company's audits.

3. Matters concerning transactions with controlling shareholders, etc.
Please refer to the "Related Party Transactions" section on pages 94 and 95 of the AnnualSecurities Report filed on 19th May 2022.
4. Measures to be taken to protect minority shareholders in the event of a transaction with thecontrolling shareholder
The company belongs to a corporate group consisting of Aeon Co., Ltd. (pure holdingcompany), and Aeon Co., Ltd. consolidated subsidiaries and equity-method affiliates. TheCompany makes its own independent management decisions related to daily businessoperations, and confers with or reports to Aeon Co., Ltd. concerning key management issues.
The growth of Aeon Co., Ltd. and its group companies leads to more business opportunities
for the Company.
Therefore, the Company believes that collaboration and maximization of synergies with Aeon
Group companies will contribute to the expansion of minority shareholders' interests.
In accordance with Article 9 "Prevention of transactions that go against shareholders’interests" of the AEON delight Corporate Governance Guidelines, the Company ensures theeconomic rationality of the terms and conditions of transactions with Aeon Co., Ltd. and itsgroup companies from the perspective of protecting minority shareholders, and concludes-2-News Release: AEON DELIGHT CO., LTD.

(9787 TSE Prime)

particularly important contracts and others through deliberation at meetings of the Special
Committee which is consist of independent outside directors and resolutions at meeting of
the Board of Directors attended by outside directors and outside corporate auditors who aredesignated as independent officers stipulated by the Tokyo Stock Exchange, Inc.

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