The transactions pursuant to the joint share transfer described in this press release involve securities of aJapanese company. The joint share transfer is subject to disclosure requirements of Japan that are different
from those of the United States. Financial information included in this document, if any, was excerpted
from financial statements prepared in accordance with foreign accounting standards that may not becomparable to the financial statements of United States companies.
It may be difficult for you to enforce your rights and any claim you may have arising under the U.S.
federal securities laws, since the issuer is located in Japan and some or all of its officers and directors
reside outside of the United States. You may not be able to sue a Japanese company or its officers ordirectors in a Japanese court for violations of the U.S. securities laws. It may be difficult to compel aJapanese company and its affiliates to subject themselves to a U.S. court’s judgment. You should be awarethat the issuer may purchase securities otherwise than under the joint share transfer, such as in the open
market or through privately negotiated purchases.
This document has been translated from the Japanese-language original for reference purposes only. In theevent of any conflict or discrepancy between this document and the Japanese-language original, theJapanese-language original shall prevail in all respects.

November 26, 2021
To Whom It May Concern:
Company name:
Representative name:
Stock code:
Contact:

The Aomori Bank, Ltd.
Susumu Narita, President andDirector
8342 (First section of the Tokyo
Stock Exchange)
Shin Kidachi, Executive Officer andGeneral Manager of General
Planning Division(TEL +81(0)17－777－1111)

Notice Regarding Preparation of Share Transfer Plan on Establishment of a Joint Holding Company(Share Transfer) between The Aomori Bank, Ltd. and The Michinoku Bank, Ltd.
The Aomori Bank, Ltd. (President: Susumu Narita; “Aomori Bank”) and The Michinoku Bank, Ltd.
(President: Takayuki Fujisawa; “Michinoku Bank”; Aomori Bank and Michinoku Bank collectively, the“Banks”) plan to form Procrea Holdings, Inc. (the “Joint Holding Company”) that will become the whollyowning parent company of the Banks by means of a joint share transfer (the “Share Transfer”) taking effectas of April 1, 2022 pursuant to the business integration agreement executed between the Banks on November
112, 2021, on the assumption that the Banks are able to obtain the approval at their general meetings ofshareholders and approvals, etc. of the relevant authorities including approval in accordance with theBanking Act and the Act Concerning Special Measures of the Act on Prohibition of Private Monopolizationand Maintenance of Fair Trade for the Maintenance of Basic Services Associated with the Banking Businessand General Passenger Vehicle Transportation Business Operators in Local Areas.
Aomori Bank gives notice as follows of the resolutions at its board of directors meeting held today regarding
candidates for the positions of directors at the time of establishment of the Joint Holding Company, and thepreparation of a share transfer plan with respect to the Share Transfer (the “Share Transfer Plan”) togetherwith Michinoku Bank.

1.

Details of the Share Transfer Plan

Other than the candidates for the positions of directors at the time of establishment of the Joint Holding
Company, there is no change to the various terms and conditions of the Share Transfer since the press release“Notice Regarding Execution of Definitive Agreement on Establishment of a Joint Holding Company (ShareTransfer) between The Aomori Bank, Ltd. and The Michinoku Bank, Ltd.” dated November 12, 2021.

2

2.

Planned Representatives and Officers of the Joint Holding Company(As of April 1, 2022 – in order of date of birth per title)
Title and Name (current position)
Representative Director andSusumu Narita(Current Aomori Bank
President
position:
Representative Director andTakayuki(Current Michinoku
Vice President
Fujisawa
position: Bank
Tsutomu Inaniwa
Director(Current Michinoku
position: BankKeitaroIshikawa
Director(Current Aomori Bank
position:Director

Tsuyoshi Tamura

Director

Yo Mori

DirectorMotomi Shiratori

Director

Shinji Suto

Outside Director

Katsunori
Mikuniya
Kazunari Higuchi

Outside Director
Director (Audit &Supervisory Committee
Member)Outside Director (Audit &Supervisory Committee
Member)Outside Director (Audit &Supervisory Committee
Member)Akira Nakagawa

Outside Director (Audit &Supervisory Committee
Member)(Note 1)(Currentposition:(Currentposition:(Currentposition:(Currentposition:(Currentposition:(Currentposition:(Currentposition:

Aomori Bank
Aomori Bank
Aomori Bank

Michinoku
BankOpen House
Co., Ltd.
Michinoku
Bank
Aomori Bank

Masashi
Iwakigawa(Current Hurex k.k.
position:TetsutaroWakatsuki(Current Michinoku
position: BankMie Ishida(Current Aomori Bank
position:

President andDirector)
President andDirector)
Director, Senior
Executive Officer)
Director, Senior
Managing ExecutiveOfficer)
Managing ExecutiveOfficer)
Managing ExecutiveOfficer)
Executive Officer)
Senior ExecutiveOfficer)
Senior Advisor)
Outside Director)
Director, Audit &Supervisory
Committee Member)
Senior Advisor)
Outside Director(Audit &Supervisory
CommitteeMember)
Outside Director(Audit &Supervisory
CommitteeMember)

Katsunori Mikuniya, Kazunari Higuchi, Masashi Iwakigawa, Tetsutaro Wakatsuki, and MieIshida will be outside directors stipulated in Article 2(xv) of the Companies Act. Additionally,the Joint Holding Company will designate Katsunori Mikuniya, Kazunari Higuchi, Masashi
Iwakigawa, Tetsutaro Wakatsuki, and Mie Ishida as independent directors stipulated by theTokyo Stock Exchange, Inc. (the “Tokyo Stock Exchange”) and give notice to the Tokyo Stock
Exchange.
(Note 2)Mie Ishida currently serves as an outside director (audit & supervisory committeemember) of Aomori Bank, but as of the day preceding the date that the Share Transfer takes
effect (March 31, 2022), Mie Ishida will resign as a director of Aomori Bank and assume theposition of outside director (audit & supervisory committee member) of the Joint Holding
3Company as of the date that the Share Transfer takes effect (April 1, 2022).
(Note 3)

Kazunari Higuchi currently serves as an outside director of Michinoku Bank, but as of theday preceding the date that the Share Transfer takes effect (March 31, 2022), Kazunari Higuchi
will resign as a director of Michinoku Bank and assume the position of outside director of theJoint Holding Company as of the date that the Share Transfer takes effect (April 1, 2022).
Additionally, Tetsutaro Wakatsuki currently serves as an outside director (audit & supervisorycommittee member) of Michinoku Bank, but as of the day preceding the date that the Share
Transfer takes effect (March 31, 2022), Tetsutaro Wakatsuki will resign as a director ofMichinoku Bank and assume the position of outside director (audit & supervisory committeemember) of the Joint Holding Company as of the date that the Share Transfer takes effect (April1, 2022).

End4