This document has been translated from Japanese original forreference purposes only. In the event of any discrepancy between
this translated document and the Japanese original, the original
shall prevail. JAIC assumes no responsibility for this translation orfor direct, indirect or any other forms of damages arising from thetranslation.

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April 24, 2023
Japan Asia Investment Co., Ltd. (JAIC)Tokyo Stock Exchange Standard Market (Stock code:8518)
Tetsuro Shimomura, President and CEO
Kenji Kishimoto, Executive Officer+81-3-3221-8518

Notice Concerning Change of Directors and Notice of Partial
Amendments to the Articles of Incorporation

Japan Asia Investment Co., Ltd. (JAIC) hereby announces that it has resolved,
at a meeting of the Board of Directors held on today, to submit proposals forthe change of directors and the partial amendments to the Articles ofIncorporation to the Annual General Meeting of Shareholders to be held on
June 28, 2023.
Currently, the number of directors of the Company is seven. Of the sevendirectors, three are inside directors and four are outside directors. On the otherhand, the consolidated number of employees of the Company is 43. We havereconsidered the composition of the Board of Directors and governance systemthat are more suitable for the size of the Company. As a result, we havedecided to reduce the number of directors. We will strive to maintain a balanceof diversity and skills in the Board of Directors. In addition, we will strive tomaintain a more efficient and effective governance system.

1. Change of directors (Scheduled to be proposed to the Annual General
Meeting of Shareholders scheduled to be held on June 28, 2023)（１）Candidate for new director
To strengthen the legal and risk management skills of the Company's Board ofDirectors, JAIC appoints a lawyer as a candidate for new director.

1NameNew PositionKen Kudo

ResponsibleDirector, Member of Audit

Independent outsideand Supervisory Committeedirector（Note 1） Mr. Ken Kudo is candidate for an outside director of the Company.
（Note 2） The Company plans to report Mr. Ken Kudo as its independent officer to Tokyo
Stock Exchange.

（２）Profile of the candidate for new director
Number of
Shares ofDate oftheCareer SummarybirthCompany
Held
Joined Emori Kawamori Atsumi Law

April 1996

April 23,
1965

OfficeFounded Tokyo Green Law Office as

December 2000

lawyer (to present)
Outside corporate auditor of theApril 2006

－Company
Retired from outside corporate auditor

June 2015of the Company（Appendix） All candidates for directors (Scheduled to be proposed to theAnnual General Meeting of Shareholders scheduled to be held on June 28,2023)
New Position
President & CEO

Name
TetsuroShimomura

Responsible
Equity trading officeDirector, Managing

Masafumi

Business development group, Investment

operating officer

Hattaand business planning group

Director, Chairman ofAudit and Supervisory
Committee
Director, Member ofAudit and Supervisory
Committee

Kazunori
Omori
Harumi
Katagiri―Independent outside director

Director, Member ofAudit and Supervisory

Ken Kudo

Independent outside director

Committee（Note 1）
Changes of directors are conditioned upon approval at the Company’s Annual General
Meeting of Shareholders scheduled to be held on June 28, 2023.
（Note 2）
Election of President & CEO is conditioned upon approval at the Board of Directors following
the conclusion of the Annual General Meeting of Shareholders scheduled to be held on June28, 2023.

2

（３）Directors scheduled to be retired
Name

Current position

Yoshiaki Kawamata

Chairperson

Responsible
Independent Outside
Director, Chairperson ofboard of directors

Hitoshi Yasukawa
Tadashi Nunami

Director, Member of Audit

Independent Outsideand Supervisory Committee

Director

Director, Member of Audit

Independent Outside

and Supervisory Committee

Director（Note）
The above three directors are scheduled to retire at the end of their terms ofoffice at the conclusion of the Annual General Meeting of Shareholders
scheduled to be held on June 28, 2023.

2. Partial Amendments to the Articles of Incorporation (Scheduled to be
proposed to the Annual General Meeting of Shareholders scheduled to beheld on June 28, 2023)（１）Reason for the amendments to the Articles of Incorporation
Since the Chairperson is scheduled to retire at the end of his term of office,
the Company proposes to change the chairperson of the Board of Directors
from the Chairperson to the Representative Director.

（２）Details of amendments to the Articles of Incorporation
The details of amendments are as follows:(Underlined parts represent the changes)
Current articles of incorporation

Proposed amendments(Convocation of Meetings and(Convocation of Meetings andChairman)

Chairman)

Article 23 The Chairperson shall

Article 23 The Representative Director

convene the meetings of the Board ofshall convene the meetings of theDirectors and act as the chairperson

Board of Directors and act as thethereof. When the Chairperson is vacantchairperson thereof. When theor unable to act, another director,

Representative Director is vacant ordetermined in accordance with an orderunable to act, another director,of priority previously determined bydetermined in accordance with an orderresolution of the Board of Directors ofof priority previously determined bythe Company, shall convene theresolution of the Board of Directors ofmeetings of the Board of Directors andthe Company, shall convene theact as the chairperson thereof.

meetings of the Board of Directors andact as the chairperson thereof.

3（３）Timetable
Date of Annual General Meeting of Shareholders toJune 28, 2023

amend the Articles of Incorporation(scheduled)

Effective date of amendments to the Articles ofJune 28, 2023

Incorporation(scheduled)(End)4