Note:This document is a translation of a part of the original Japanese version and provided for reference purposes only. In the event of any
discrepancy between the Japanese original and this English translation, the Japanese original shall prevail.

June 29, 2022
Company: TODA CORPORATION
Representative: Seisuke Otani, President and Representative Director(Securities Code: 1860 TSE Prime Market)
Contact: Kaname Miwa, Corporate Officer, General Manager, Financial & IR Div.
(Phone: 03-3535-1357)

Notice of Additional Share Acquisition (Conversion into Subsidiary) and Change inSpecified Subsidiary
TODA CORPORATION (the “Company”) announces that it resolved at its Board of Directors
meeting held on June 29, 2022, to acquire additional shares in PT Tatamulia Nusantara Indah(headquartered in the Republic of Indonesia; hereinafter “TATA”), an equity method affiliate of theCompany, from existing shareholders (hereinafter the “Share Acquisition”) to convert TATA into asubsidiary.
TATA will become a specified subsidiary of the Company as its capital amount reaches 10% ormore of the capital of the Company.
1. Reason for the Additional Share Acquisition
TATA is one of the leading companies in the construction industry in the Republic of Indonesia,
a growing market. The Company subscribed for new shares issued by TATA through a third-party
allotment in October 2020 to make it an equity method affiliate. In the Medium-term Management
Plan 2024—Rolling Plan, the Toda Group is committed to the development of overseas business asa priority management initiative. The Share Acquisition is aimed at establishing the Company’spresence in the growing Indonesian market by strengthening its relationship with the local capitalcompany.
2. Outline of the Subsidiary Subject to Change (TATA)(1)NamePT Tatamulia Nusantara Indah(2)

Head office location

Sapta Mulia Center; Jl.Rawa Gelam V Kav.OR-3B; Jakarta,Indonesia(3)

Representative

Ir Iwan Adi Susanto (President Director)(4)

Main business

General construction(5)

Capital

333,400 million IDR (approx. 3.0 billion yen)

1

(6)

Establishment

December 17, 1984

(7)

Major shareholders(Before1. The Company

40.01%and shareholdingchange)

2. PT Griyainsani Cakrasadaya

35.99%

3. PT Dwiguna Putra Harapan

18.24%

4. PT Sinarsurya Harmoni

5.76%(After

1. The Company

67.00%change)

2. PT Griyainsani Cakrasadaya

19.80%

3. PT Dwiguna Putra Harapan

10.03%

4. PT Sinarsurya Harmoni

3.17%ratio(8)

Relationship with theCapital

As stated in (7) above, the Company will have aCompany

67% stake in TATA with the Share Acquisition.
Personnel

The Company dispatches employees to TATA.

Business

There is no business relationship with theCompany.

(9)

Operating results and financial position of TATA for the last three years(Unit: IDR in million [Yen in million])
Fiscal year ended

Fiscal year ended

Fiscal year ended

December 31, 2019

December 31, 2020December 31, 2021

Consolidated net assets

568,202 [5,170]

1,040,273 [9,466]

1,204,251 [10,958]

Consolidated total assets

2,161,763 [19,672]

2,130,496 [19,387]

2,980,920 [27,126]

284,101 [2,585]

312,019 [2,839]

361,203 [3,286]

4,111,882 [37,418]

2,409,162 [21,923]

3,117,039 [28,365]――

Consolidated net assets per
share (IDR [Yen])
Consolidated net sales
Consolidated operating―

incomeProfit (loss) for the year
attributable to owners of(18,325) [(166)]

47,076 [428]168,810 [1,536](9,162) [(83)]20,398 [185]50,632 [460]the parent
Consolidated profit for theyear per share (IDR [Yen])
Dividends per share(IDR [Yen])
Notes

――

11,397 [103]1. Figures are converted at the rate of 0.0091 yen per 1IDR (TTM as of June 28, 2022).
2. Consolidated operating income is not stated because there are no relevant figures.
3. TATA has seven consolidated subsidiaries, including PT Cipta Dimensi Baja Nusantara(Capital: 57.0 billion IDR [approx. 0.5 billion yen]).

3. Outline of the Counterparties to the Share Acquisition
(1)

Name

PT Griyainsani Cakrasadaya(2)

Address

Jalan Letjend Suprapto Kav. 4, Kel. Cempaka Putih Timur, Kec.

2

Cempaka Putih, Kota Adm. Jakarta Pusat, Indonesia(3)

Relationship

There are no capital, personnel, or business relationships to be statedwith thebetween the Company and PT Griyainsani Cakrasadaya. In addition,

Company

there are no notable capital, personnel, or business relationships
between related parties and affiliated companies of the Company andrelated parties of PT Griyainsani Cakrasadaya.

(1)

Name

PT Dwiguna Putra Harapan(2)Address

Jalan Rawa Gelam V Kav. OR No. 3B, Kawasan Industri Pulogadung,
Jatinegara, Cakung Kota, Jakarta Timur, Indonesia(3)

Relationship

There are no capital, personnel, or business relationships to be statedwith thebetween the Company and PT Dwiguna Putra Harapan. In addition,

Company

there are no notable capital, personnel, or business relationships
between related parties and affiliated companies of the Company andrelated parties of the PT Dwiguna Putra Harapan.

(1)

NamePT Sinarsurya Harmoni(2)Address

Jalan Rawa Gelam V Kav. OR No. 3B, Kawasan Industri Pulogadung,
Jatinegara, Cakung Kota, Jakarta Timur, Indonesia(3)

Relationship

There are no capital, personnel, or business relationships to be statedwith thebetween the Company and PT Sinarsurya Harmoni. In addition, there

Company

are no notable capital, personnel, or business relationships between
related parties and affiliated companies of the Company and relatedparties of the PT Sinarsurya Harmoni.

4. Outline of the Share Acquisition(1) Number of shares held before

1,334,000 shares (Percentage of voting rights held: 40.01%)

the Share Acquisition(2)Number ofshares tobe

899,780 sharesacquired in the Share Acquisition(3) Number of shares held after the2,233,780 shares (Percentage of voting rights held: 67.00%)

Share Acquisition* While the Company refrains from disclosing the acquisition price in accordance with the wishesof the counterparties to the Share Acquisition, the Company plans to acquire the shares for an
amount calculated in a fair manner by reference to the opinions of experts.
5. Schedule(1) Date of execution of the share purchase agreement

August 2022 (planned)(2) Date of transfer of the shares

August 2022 (planned)36. Outlook
The impact of the Share Acquisition on the Company’s consolidated financial results for the fiscal
year ending March 31, 2023, is currently being closely examined. The Company will promptly makeannouncements if any matters requiring disclosure arise going forward.
End4