Press Release
May 10, 2010
To Whom It May Concern:

Funai Electric Co., Ltd.
President and CEO: Tomonori Hayashi(Code No.: 6839 First Section of TSE/OSE)

Notice Concerning Partial Amendment of Articles of Incorporation
At its Board of Directors meeting held today, Funai Electric Co., Ltd. (hereinafter “the Company”)
resolved to discuss the following partial amendment to the Articles of Incorporation at the 58th
annual Ordinary General Meeting of Shareholders scheduled to be held on June 22, 2010.
1. Reasons for the Amendment(1) The Company will establish new provisions and make the necessary changes pertaining tocorporate auditors and the Audit Committee, in order to transfer its management structure from aCompany with Committees to a Company with an Audit Committee.
(2) The Company will establish new provisions based on the system for exemption from liability ofdirectors and other executive officers provided in Article 426 and Article 427 of the Companies Act,
which will enable the corporate auditors to sufficiently demonstrate their expected role.
2. Details of the Proposed Amendment
The details of the proposed amendment are described in the separate attachment.
3. ScheduleOrdinary General Meeting of Shareholders to amend
the Articles of Incorporation
Effective date of amendment of the Articles of Incorporation

INQUIRIES ABOUT THIS PRESS RELEASE
Naoyuki Takanaka
Investor / Public Relations Department
TEL:+81-72-870-4395

June 22, 2010
June 22, 2010

Separate Attachment(Portions of text to be changed are underlined)
Current Articles of Incorporation
Article 1∫(Text omitted)
Article 3

Article 1∫
Article 3(Organization)
Article 4 In addition to the ordinary general
meeting of shareholders and Directors, theCompany
shallhavethefollowingorganizations.
1. Board of Directors
2. Committees(Newly established)(Newly established)
3. Accounting auditors(Organization)
Article 4 In addition to the ordinary general
meeting of shareholders and Directors, theCompany
shallhavethefollowingorganizations.
1. Board of Directors(Deleted)
2. Auditors
3. Audit Committee
4. Accounting auditors

Article 5∫
Article 8

Article 5∫
Article 8(Text omitted)

Proposed Changes(Unchanged)(Unchanged)(Transfer Agent)
Article 9 The Company shall have a transferagent.
2
The Company’s transfer agent and its
business office shall be provided by aresolution of the Board of Directors or by adecision of an executive officer entrusted withthis responsibility by a resolution of the Boardof Directors, and this information shall be
released by public notice.
3(Text omitted)(Transfer Agent)
Article 9 The Company shall have a transferagent.
2The Company’s transfer agent and its
business office shall be provided by aresolution of the Board of Directors, and thisinformation shall be released by public notice.

(Share Handling Regulations)
Article 10
The procedures and fees
concerning handling of the Company’s stockand the exercise of shareholder rights andother matters shall be governed by laws andthese Articles of Incorporation and by the
Share Handling Regulations provided by the
Board of Directors or by an executive officer
entrusted with this responsibility by aresolution of the Board of Directors.

(Share Handling Regulations)
Article 10
The procedures and fees
concerning handling of the Company’s stockand the exercise of shareholder rights andother matters shall be governed by laws andthese Articles of Incorporation and by the
Share Handling Regulations provided by the
Board of Directors.

Article 11∫
Article 12

Article 11∫
Article 12(Text omitted)

3(Unchanged)(Unchanged)

Current Articles of Incorporation(Convener and Chairperson)Article 13 The Director who is in office as
Executive Officer and President and CEOshall convene the ordinary general meetingsof shareholders and shall preside as
Chairman thereof, based on a resolution ofthe Board of Directors.
2 When the Director who is in office as
Executive Officer and President and CEO isunable to preside over an ordinary general
meeting of shareholders, another Director
shall convene the ordinary general meeting ofshareholders and serve as Chairperson, inaccordance with the order establishedpreviously by the Board of Directors.

Proposed Changes(Convener and Chairperson)
Article 13 The Director who is in office as
Corporate Executive Officer and President
and CEO shall convene the ordinary general
Meetings of shareholders and shall presideas Chairman thereof, based on a resolution ofthe Board of Directors.
2 When the Director who is in office as
Corporate Executive Officer and President
and CEO is unable to preside over anordinary general meeting of shareholders,another Director shall convene the ordinary
general meeting of shareholders and serve as
Chairperson, in accordance with the order
established previously by the Board ofDirectors.

Article 14∫
Article 19

Article 14∫
Article 19(Text omitted)(Newly established)

Article 20(Unchanged)(Representative Directors)
Article 20 The Company shall elect one (1)or more Representative Directors by aresolution of the Board of Directors.
Article 21(Text omitted)(Unchanged)(Notice of Convocation of the Board ofDirectors)
Article 21 Notice for convocation of a meetingof the Board of Directors shall be dispatchedto each Director at least three (3) days prior
to the date of the meeting. Provided,
however, this period may be shortened incase of urgency.
2 The Board of Directors may be convened
without following convocation procedures
provided all of the Directors agree.

(Notice of Convocation of the Board ofDirectors)
Article 22 Notice for convocation of a meetingof the Board of Directors shall be dispatchedto each Director and each Auditor at least
three (3) days prior to the date of the meeting.
Provided, however, this period may be
shortened in case of urgency.
2 The Board of Directors may be convened
without following convention procedures
provided all of the Directors and Auditorsagree.

Article 22∫
Article 23

Article 23∫
Article 24(Text omitted)(Compensation and Other Benefits)
The amount of compensation,
Article 24
bonuses, and other financial benefits
Directors receive from the Company as value
for execution of their duties (referred tocollectively below as “compensation etc.”)
shall be determined by a resolution of theCompensation Committee.
Article 25(Text omitted)(Unchanged)(Compensation and Other Benefits)
The amount of compensation,
Article 25
bonuses, and other financial benefits
Directors receive from the Company as value
for execution of their duties (referred tocollectively below as “compensation etc.”)
shall be determined by a resolution of an
ordinary general meeting of shareholders.
Article 26(Unchanged)

Current Articles of Incorporation
Chapter 5 Executive Officers(Number of Auditors)
Article 26 The Company shall have no morethan three (3) Auditors.
(Method of Appointment)
Executive officers shall be
Article 27
appointed by a resolution of the Board ofDirectors.
(Term of Office)
Article 28 The term of office of executiveofficers shall extend until the close of theBoard of Directors meeting convened after
the close of the ordinary general meeting ofshareholders relating to the last businessfiscal year ending within one (1) year after
their election to office.
(Representative
ExecutiveOfficersandExecutive Officers with Duties)
Article 29 The Board of Directors shall electone (1) or more Representative Executive
Officer(s) by a resolution for such election.
The Board of Directors may appoint one
2(1) Executive Officer and Chairman of theBoard and one (1) Executive Officer andPresident and CEO, and executive officers
serving as vice presidents, senior managing
directors and managing directors, by aresolution for such elections.
(Executive Officer Provisions)
Matters concerning executive
Article 30
officers shall be governed by laws, these
Articles of Incorporation and by theRegulations of the Board of Directors, and by
the Executive Officer Rules provided by theBoard of Directors.
(Compensation Etc.)
Article 31 The amount of compensation etc.
to be granted to executive officers shall be
provided by a resolution of the Compensation
Committee.
(Exemption of Executive Officers from Liability)
Article 32 Pursuant to the provision of Article
426 paragraph (1) of the Companies Act theCompany may, by resolution of the Board ofDirectors, exempt executive officers (including
past executive officers) from the liability fordamages of executive officers provided byArticle 423 paragraph (1) of the CompaniesAct.
(Newly established)(Newly established)

Proposed Changes(Deleted)(Deleted)(Deleted)(Deleted)(Deleted)(Deleted)(Deleted)(Deleted)

Chapter 5

Auditors and Audit Committee(Number of Auditors)
Article 27 The Company shall have three (3)or more Auditors.

Current Articles of Incorporation(Newly established)(Newly established)(Newly established)(Newly established)(Newly established)(Newly established)(Newly established)

Proposed Changes(Method of Election)
Article 28 Auditors shall be elected by aresolution of an ordinary general meeting ofshareholders.
2 Resolutions for the election of Auditors shallbe adopted at an ordinary general meeting ofshareholders at which shareholders holding
one-third (1/3) or more of the shareholders
voting rights that can be exercised shall bepresent, by a majority of the votes of theshareholders present.
The Company shall be able to elect3
Alternate Auditors at the ordinary general
meeting of shareholders, to provide forsituations in which the number of Auditorsprescribed by laws and regulations isinsufficient, based on the provision of Article
329 paragraph (2) of the Companies Act.
(Term of Office)
Article 29 The term of office of Auditors shall
expire at the close of the ordinary general
meeting of shareholders relating to the lastbusiness fiscal year to end within four (4)years after their election to office.
2 The term of office of an Auditor elected tofill a vacancy created by an Auditor who
resigned before the end of his/her term ofoffice shall expire at the time the term ofoffice of his/her predecessor would expire.
(Standing Corporate Auditors)
Article 30 The Audit Committee shall electStanding Corporate Auditors by resolution.
(Notice of Convocation of the Audit Committee)
Article 31 Notice for convocation of a meetingof the Audit Committee shall be dispatched toeach Auditor at least three (3) days prior tothe date of the meeting. Provided, however,this period may be shortened in case ofurgency.
2 When all the Auditors are in agreement,
they shall be able to hold meetings of theAudit Committee without following theprocedure to convene.
(Procedure for Audit Committee Resolutions)
Article 32 Audit Committee resolutions shallbe adopted by a majority of the Auditors.
(Audit Committee Rules)
Matters concerning the AuditArticle 33
Committee shall be governed by theprovisions established by laws or by these
Articles of Incorporation, and by the Audit
Committee Rules provided by the Audit
Committee.
(Compensation and Other Benefits)
Article 34 The amount of compensation andother benefits to be granted to Auditors shallbe determined by a resolution of an ordinary
general meeting of shareholders.

Current Articles of Incorporation(Newly established)

Article 33∫Article 36(Text omitted)

Proposed Changes(Exemption of Auditors from Liability)
Article 35 Pursuant to the provision of Article
426 paragraph (1) of the Companies Act theCompany may, by resolution of the Board ofDirectors, exempt Auditors (including pastAuditors) from the liability for damages ofaccounting auditors provided by Article 423
paragraph (1) of the Companies Act.
2 The Company may, based on the provisionof Article 427 paragraph (1) of theCompanies Act, conclude agreements with its
Outside Auditors to limit the total of theamounts prescribed in each item of Article
425 paragraph (1) of the Companies Act
concerning their liability to pay thecompensation for damages under Article 423
paragraph (1) of the Companies Act.
Article 36∫Article 39(Unchanged)