Note: This document has been translated from a part of the Japanese original for reference purposes only. In
the event of any discrepancy between this translated document and the Japanese original, the original shallprevail. The Company assumes no responsibility for this translation or for direct, indirect or any other formsof damages arising from the translation.
(Stock Exchange Code 4633)
March 6, 2020
To Shareholders with Voting Rights:
Kotaro Morita
Representative Director,
President & CEO
SAKATA INX CORPORATION
1-23-37 Edobori, Nishi-ku, Osaka

NOTICE OF
THE 142ND ANNUAL GENERAL MEETING OF SHAREHOLDERS
Dear Shareholders:
We would like to express our appreciation for your continued support and patronage.
You are cordially invited to attend the 142nd Annual General Meeting of Shareholders of SAKATA INXCORPORATION (the “Company”). The meeting will be held for the purposes as described below.
If you are unable to attend the meeting, you can exercise your voting rights in writing or via the Internet,
etc. Please review the attached Reference Documents for the General Meeting of Shareholders, and exercise
your voting rights by 5:30 p.m. on Wednesday, March 25, 2020, Japan time. (The Voting Rights Exercise
Form and the Reference Documents are available in Japanese only.)
1. Date and Time:Thursday, March 26, 2020 at 10:00 a.m. Japan time
(Registration will begin at 9:00 a.m.)

2. Place:

SAKATA INX CORPORATION Osaka Head Office
1-23-37 Edobori, Nishi-ku, Osaka(Please note that the place of the meeting has been changed from last year. For theplace of the meeting, please refer to the guide map attached at the end of the
Notice.)3. Meeting Agenda:
Matters to be reported: 1. The Business Report, Consolidated Financial Statements for the Company’s
142nd Fiscal Year (January 1, 2019 – December 31, 2019) and results ofaudits by the Accounting Auditor and the Audit & Supervisory Board of theConsolidated Financial Statements
2. Non-consolidated Financial Statements for the Company’s 142nd Fiscal Year
(January 1, 2019 – December 31, 2019)
Proposals to be resolved:
Distribution of Surplus
Proposal 1:
Election of 8 Directors
Proposal 2:
Election of 1 Audit & Supervisory Board Member
Proposal 3:
Determination of Compensation for Granting Restricted Stock to Directors
Proposal 4:(excluding Outside Directors)

1







When attending the meeting, please submit the enclosed Voting Rights Exercise Form at the reception desk.
Of the documents to be included in the Notice, “Notes to the Consolidated Financial Statements” and“Notes to the Non-consolidated Financial Statements” are posted on the Company’s website(http://www.inx.co.jp/ir/about) (Japanese only) pursuant to provisions of laws, regulations and Article 16 of
the Articles of Incorporation of the Company and therefore are not included in the documents attached to
the Notice. Accordingly, the Consolidated Financial Statements and the Non-consolidated Financial
Statements set forth in the documents attached to the Notice are parts of the Consolidated Financial
Statements and the Non-consolidated Financial Statements audited by the Accounting Auditor and the
Audit & Supervisory Board Members in preparing the accounting audit report and the audit report,
respectively.
Revisions to the Reference Documents for the General Meeting of Shareholders, Business Report,
Non-consolidated Financial Statements or Consolidated Financial Statements will be posted on the
Company’s website (http://www.inx.co.jp/). (Japanese only)
Please note that souvenirs will not be provided to the attendees at the meeting.

2

Reference Documents for the General Meeting of Shareholders
Proposals and References

Proposal 1: Distribution of Surplus
The Company proposes the distribution of surplus as follows:
1. Year-end dividend
The Company’s basic policy is to distribute dividends in a stable and continuous manner upon
comprehensively taking into account matters including internal reserves for strengthening the corporate
structure and future business development.
Based on this policy, the Company proposes year-end dividend for this fiscal year as follows:(1) Type of dividend property:
Cash(2) Allotment of dividend property and its total amount
15 yen per share of the Company’s common stock (total dividend of 875,983,860 yen).
As a result, combined with the interim dividend of 15 yen per share paid on September 6, 2019, theannual dividend will be 30 per share.
(3) Effective date of the distribution of dividends of surplus:
March 27, 2020
2. Other matters regarding the distribution of surplus
The Company proposes to retain internal reserves as follows to strengthen the management foundation in
preparation for future business development:(1) Item and amount of surplus to be increased:
General reserve: 900,000,000 yen(2) Item and amount of surplus to be decreased:
Retained earnings brought forward: 900,000,000 yen

3Proposal 2: Election of 8 Directors
As the term of office of all 7 Directors will expire at the close of the meeting, the Company proposes to elect8 Directors, an increase of 1 female Outside Director with the aim of strengthening corporate governance.
The details of the candidates for Director are as follows:

No.

Name
(Date of birth)

Kotaro Morita(October 17,
1955)
1(Male)
Number of theCompany’s shares
held:
53,882Career summary, positions, responsibilities and significant concurrent positions
April 1979
Joined the Company
April 2004
General Manager, 1st R&D Dept., Corporate R&D Div.
June 2007
Director, based in Chicago
June 2009
Director, In charge of International Operations Dept.
June 2011
Managing Director, In charge of International Operations Dept.
June 2013
Representative Director (current position), President
March 2018
President & CEO (current position)(Significant concurrent positions)
Chairman and President, THE INX GROUP LIMITED
Chairman, INX International Ink Co.

Reason for appointment as candidate for Director
Mr. Kotaro Morita has been serving as Representative Director, President from 2013, and Representative
Director, President & CEO from 2018. As a management executive, he has led the Group with strong
leadership, and has played an appropriate role in promoting the Group’s sustainable growth and improvementof corporate value over the medium to long term. The Company believes that he is qualified to continue
making important management decisions and supervising the execution of business for the Company based on
his abundant experience and extensive knowledge and insight.

4

Name
No.

(Date of birth)

Career summary, positions, responsibilities and significant concurrent positions
April 1980
April 2003

Joined the Company
General Manager, Technical Service & Development Dept.,
Newspaper Ink Div.
September 2004 General Manager, Technical Service & Development Dept.,
Graphic Arts Div.
General Manager, Production Technology Div., concurrently,
Masaki Nakamura June 2006
General Manager, Technical Service & Development Dept.,
Offset Ink Div.
(October 24,
October 2008
Concurrently, General Manager, Technical Service &1956)
Development Dept., Newspaper Ink Div.
April
2011
General Manager, Production Technology Div., concurrently,
2(Male)
Plant Manager, Osaka Plant
June 2011
Associate Director
Number of theJune 2012
Director, Commissioned as General Manager, Production
Company’s sharesTechnology Div. (current position)
held:
October 2012
Commissioned as General Manager, Environment & Quality
27,564Div.
April 2015
Director, In charge of Environment & Quality Div.
March 2016
Managing Director, In charge of Environment & Quality Div.
March 2018
Director (current position), Managing Executive Officer(current position), In charge of Environment & Quality Div.
(current position)
Reason for appointment as candidate for Director
Mr. Masaki Nakamura has held many important positions in the production technology division and thetechnical service & development division. As an incumbent Director, Managing Executive Officer, he has
played an appropriate role in promoting the Group’s sustainable growth and improvement of corporate value
over the medium to long term. The Company believes that he is qualified to continue making importantmanagement decisions and supervising the execution of business for the Company based on his abundant
experience and extensive knowledge and insight.

5

Name
No.

(Date of birth)

Career summary, positions, responsibilities and significant concurrent positions
April 1981
July 2003
June 2006

Joined the Company
Branch Manager, Shikoku Branch Office
General Manager, Osaka Sales & Marketing Dept., Newspaper
Ink Div.
July 2008
General Manager, Tokyo Sales & Marketing Dept., Newspaper
Ink Div.
June
2009
General Manager, Newspaper Ink Div.
Hitoshi Nakamura
January 2010
Concurrently, General Manager, Offset Ink Div．
June 2012
Associate Director(November 1,
June 2013
Director, In charge of Offset Ink Div., Commissioned as
1957)
General Manager, Newspaper Ink Div.
June
2014
Director, In charge of Newspaper Ink Div., Commissioned as
3(Male)
General Manager, Offset Ink Div.
March 2016
Managing Director, In charge of Newspaper Ink Div.
Number of theSeptember 2016 In charge of Newspaper Ink Div. and Offset Ink Div.
Company’s shares June 2017
In charge of Printing Solution Div., Newspaper Ink Div. and
held:Offset Ink Div.
25,981March 2018
Director (current position), Managing Executive Officer(current position)
March 2019
In charge of Newspaper Ink Div., Offset Ink Div., Printing
Solution Div. and Sales Administration Div.
January 2020
In charge of Information Media Business (current position), In
charge of Printing Solution Div. and Sales Administration Div.
(current position)
Reason for appointment as candidate for Director
Mr. Hitoshi Nakamura has held many important positions in the newspaper ink division and the offset ink
division. As an incumbent Director, Managing Executive Officer, he has played an appropriate role inpromoting the Group’s sustainable growth and improvement of corporate value over the medium to long term.
The Company believes that he is qualified to continue making important management decisions andsupervising the execution of business for the Company based on his abundant experience and extensive
knowledge and insight.
April 1985
Joined the Company
June
2007
General Manager, 2nd R&D Dept., Corporate R&D Div.
Yoshiaki Ueno
October 2008
General Manager, 3rd R&D Dept., Corporate R&D Div.
June 2014
Director (current position), Commissioned as General Manager,(December 22,
Corporate R&D Div. (current position)
1961)
June 2015
In charge of Purchasing Div.
July
2016
In charge of Purchasing Div. and Marketing & New Business
4(Male)Development Div.
March 2018
Executive Officer, In charge of Purchasing Div. and Marketing
Number of the& New Business Development Div.
Company’s shares July 2018
In charge of Purchasing Div. (current position)
held:
March 2019
Managing Executive Officer (current position)
15,523
Reason for appointment as candidate for Director
Mr. Yoshiaki Ueno has held many important positions in the research and development division. As an
incumbent Director, Managing Executive Officer, he has played an appropriate role in promoting the Group’s
sustainable growth and improvement of corporate value over the medium to long term. The Company believes
that he is qualified to continue making important management decisions and supervising the execution ofbusiness for the Company based on his abundant experience and extensive knowledge and insight.

6

Name
No.

(Date of birth)

Career summary, positions, responsibilities and significant concurrent positions
April 1983
March 2008
June 2014
July 2015
March 2016

Joined the Company
General Manager, International Operations Dept.
Associate Director
General Manager, Finance & Accounting Div.
Toshihiko
Director (current position)
Fukunaga
In charge of Information Systems Div. and International
Operations Dept. and Commissioned as General Manager,
March 26, 1961
Finance & Accounting Div.
March
2017
In charge of Information Systems Div., Finance & Accounting
5
Div. and International Operations Dept.
(Male)March 2018
Executive Officer, In charge of Information Systems Div.,
Finance & Accounting Div. and International Operations Dept.
Number of theOctober2018
In charge of Corporate Planning Div., Information Systems Div.
Company’s sharesand Finance & Accounting Div.
held:
March
2019
Senior Executive Officer (current position), In charge of
16,588
Corporate Planning Div., Information Systems Div., Finance &Accounting Div. and Public & Investor Relations Div. (current
position)
Reason for appointment as candidate for Director
Mr. Toshihiko Fukunaga has served many important positions in the finance and accounting division and theinternational operations division. As an incumbent Director, Senior Executive Officer, he has played an
appropriate role in promoting the Group’s sustainable growth and improvement of corporate value over the
medium to long term. The Company believes that he is qualified to continue making important management
decisions and supervising the execution of business for the Company based on his abundant experience andextensive knowledge and insight.
April 1976
Admitted to the bar (Osaka Bar Association)
April 1976
Joined Takebayashi Law Office (currently TAKEBAYASHI /KatsumiHATA / NAKAGAWA / FUKUSHIMA LAW OFFICE)
Nakagawa
January 1993
Partner Attorney, TAKEBAYASHI / HATA / NAKAGAWA /FUKUSHIMA LAW OFFICE (current position)
Governor, Japan Federation of Bar Associations and Vice
(October 4, 1949) April 2002
President, Osaka Bar Association
6
June
2008
Outside Audit & Supervisory Board Member, the Company(Male)
June 2014
Outside Director, the Company (current position)(Significant
concurrent
positions)
Number of thePartner
Attorney,
TAKEBAYASHI/ HATA / NAKAGAWA / FUKUSHIMA LAW
Company’s shares
OFFICE
held:
0
Reason for appointment as candidate for Outside Director
Although Mr. Katsumi Nakagawa has never been involved in corporate management except as outside director
and outside Audit & Supervisory Board member, he has expert knowledge in the field of corporate legal affairs
and abundant experience as an attorney. The Company believes that he will be able to perform his
management supervisory function from an independent and fair standpoint based on his past experience as theCompany’s Outside Audit & Supervisory Board Member and Outside Director.
Mr. Katsumi Nakagawa is an incumbent Outside Director of the Company, and he will have served for 5 years
and 9 months at the close of the meeting since taking office.

7

Name
No.

(Date of birth)

Career summary, positions, responsibilities and significant concurrent positions

October 1973
Joined Asahi & Co. (currently KPMG AZSA LLC)
September 1977 Registered as a certified public accountant
August 1995
Representative Partner, Asahi Audit Corp. (currently KPMG
AZSA LLC)
May
2001
Senior Executive, Osaka Office Managing Partner, Asahi Audit
Yasumi Katsuki
Corp.
May 2006
Headquarter Executive, KPMG AZSA LLC(November 29,
June 2010Retired from KPMG AZSA LLC on reaching retirement age
1947)
July 2010
Certified Public Accountant, Katsuki CPA Office (current
position)
7(Male)
June 2011
External Audit & Supervisory Board Member, West Japan
Railway Company (current position)
Number of theJune 2011
Outside Audit & Supervisory Board Member, the Company
Company’s shares June 2013
External Director, Sumitomo Seika Chemicals Company,
held:
Limited (current position)
0
March 2016
Outside Director, the Company (current position)(Significant concurrent positions)Certified Public Accountant, Katsuki CPA Office
External Audit & Supervisory Board Member, West Japan Railway Company
External Director, Sumitomo Seika Chemicals Company, Limited
Reason for appointment as candidate for Outside Director
Although Mr. Yasumi Katsuki has never been involved in corporate management except as outside director
and outside Audit & Supervisory Board member, he is well versed in finance and accounting and has deep
insight and extensive experience as a certified public accountant. The Company believes that he will be able toperform his management supervisory function from an independent and fair standpoint based on his pastexperience as the Company’s Outside Audit & Supervisory Board Member and Outside Director.
Mr. Katsumi Nakagawa is an incumbent Outside Director of the Company, and he will have served for 4 years
at the close of the meeting since taking office.

8

No.

Name
(Date of birth)

Career summary, positions, responsibilities and significant concurrent positions
April 2017

Professor, Faculty of Data Science, Shiga University (current
position)
April 2017
Councillor, Educational Research Council, Shiga University(current position)
August 2017
Vice-chairperson, Shiga Prefecture ICT Promotion Forum(current position)
April 2018
Visiting researcher, Graduate School of Medicine, Kyoto*
University (current position)
Shizue Izumi
April 2018
Visiting Professor, The Institute of Statistical Mathematics
April 2018
Part-time lecturer, Disaster Prevention Research Institute,
Kyoto University (current position)(March 18, 1964)
August 2018
Data Analysis Advisor, Otsu City Municipal Office, Shiga
8
Prefecture (current position)(Female)April 2019
Professor, Graduate School of Data Science, Shiga University(current position)
Number of theAugust2019
Lecturer for educational program, Statistical Research andCompany’s shares
Training Institute, Ministry of Internal Affairs andheld:
Communications (current position)0
September 2019 Regional Member of Screening Committee for "Idea Contest
2019 for Regional Revitalization Policies Contest" by Office for
Promotion of Regional Revitalization, Cabinet Office (current
position)(Significant concurrent positions)
Professor, Faculty of Data Science, Shiga University
Professor, Graduate School of Data Science, Shiga University
Reason for appointment as candidate for Outside Director
Although Ms. Shizue Izumi has never been involved in corporate management except as outside director andoutside Audit & Supervisory Board member, she has accumulated remarkable track record mainly in the areaof data science through her career as a professor at Faculty of Data Science and Graduate School of Data
Science of Shiga University. She also has experience and insight as an expert at administrative agencies. The
Company believes that she will be able to provide opinions and suggestions that would benefit the Company’s
management and perform her management supervisory function from an independent and fair standpoint
based on her abundant experience and extensive insight.
Notes: 1. An asterisk (*) indicates a newly appointed candidate for Director.
2. There are no special interests between the candidates and the Company.
3. Mr. Katsumi Nakagawa, Mr. Yasumi Katsuki, and Ms. Shizue Izumi are candidates for Outside
Director.
4. To attract competent personnel as outside directors, the Company has stipulated in its Articles ofIncorporation that it may conclude agreements to limit their liability for damages to the Company
within the range of laws and regulations. The Company has signed liability limitation agreementswith its incumbent Outside Directors Katsumi Nakagawa and Yasumi Katsuki, respectively. The
Company will extend the said agreements with both of them upon the approval of their election.
Additionally, the Company will sign the said agreement with Ms. Shizue Izumi upon the approval ofher election as Outside Director.
The maximum amount of liability for damages under the liability limitation agreement is the amountspecified by laws and regulations.
5. Messrs. Katsumi Nakagawa and Yasumi Katsuki are the Company’s incumbent Outside Directors
who are registered as independent directors based on the provisions of the Tokyo Stock Exchange.
They will continue to serve as independent directors as stipulated by the Exchange upon the approvalof their election. Additionally, Ms. Shizue Izumi will serve as independent director as stipulated by
the Exchange upon the approval of her election. Ms. Shizue Izumi is a professor of Shiga University.
Although the Company has paid a donation, etc. to the said university regarding an agreement9

concerning collaboration and cooperation with the said university, such donation will not affect her
independence given its negligible amount.
6. The name of Ms. Shizue Izumi on the family registry is Shizue Okubo.

10

Proposal 3:
Election of 1 Audit & Supervisory Board Member
As the term of office of Audit & Supervisory Board Member Hiroyuki Sugimoto will expire at
the close of the Meeting, the Company proposes to elect 1 Audit & Supervisory Board Member.
The details of the candidate for Audit & Supervisory Board Member are as follows:
The Audit & Supervisory Board has given its consent to this proposal.
Name(Date of birth)

Career summary, positions and significant concurrent positions

November 1975 Joined Asahi & Co. (currently KPMG AZSA LLC)
September 1979 Registered as a certified public accountant
May 2000
Representative Partner, Asahi Audit Corp. (currently KPMG
Hiroyuki Sugimoto
AZSA LLC)
June 2000
Deputy Chairman, Senior Review Board, Asahi Audit Corp.
June 2003
Osaka Office Managing Executive, Asahi Audit Corp.
(February 24,
June 2008
Headquarter Executive, KPMG AZSA LLC
1953)
August 2010Retired from KPMG AZSA LLC
September
2010
Certified Public Accountant, Sugimoto CPA Office (current(Male)
position)
March 2016
Outside Audit & Supervisory Board Member, the Company
Number of the(current position)
Company’s shares
June 2017
Outside Corporate Auditor, TOYOBO CO., LTD. (current
held:
position)
0(Significant concurrent positions)Representative, Sugimoto CPA OfficeOutside Corporate Auditor, TOYOBO CO., LTD.
Reason for appointment as candidate for Outside Audit & Supervisory Board Member
Although Mr. Hiroyuki Sugimoto has never been involved in corporate management other thanserving as an outside director or an outside Audit & Supervisory Board member, he is well versed infinance and accounting and has deep insight and extensive experience as a certified public
accountant. The Company therefore believes that he is qualified to continue serving as theCompany’s Outside Audit & Supervisory Board Member and requests his election.
Mr. Hiroyuki Sugimoto is an incumbent Outside Audit & Supervisory Board Member of theCompany, and he will have served for 4 years at the close of the meeting since taking office.
Notes: 1. There are no special interests between the candidate and the Company.
2. Mr. Hiroyuki Sugimoto is a candidate for Outside Audit & Supervisory Board Member.
3. To attract competent personnel as outside Audit & Supervisory Board members, theCompany has stipulated in its Articles of Incorporation that it may conclude
agreements to limit their liability for damages to the Company within the range of laws
and regulations. The Company has signed a liability limitation agreement with its
incumbent Outside Audit & Supervisory Board Member Hiroyuki Sugimoto. The
Company will extend the said agreement with him upon the approval of his election.
The maximum amount of liability for damages under the liability limitation agreement
is the amount specified by laws and regulations.
4. Mr. Hiroyuki Sugimoto is the Company’s incumbent Outside Audit & Supervisory
Board Member who is registered as an independent auditor based on the provisions of
the Tokyo Stock Exchange. He will continue to serve as an independent auditor as
stipulated by the Exchange upon the approval of his election.

11

Proposal 4: Determination of Compensation for Granting Restricted Stock to Directors (excluding Outside
Directors)

The amount of compensation, etc. for Directors of the Company was approved to be up to 380 million yen
per year (excluding the amount of employee salary portion for Directors who concurrently serves as an
employee) at the 129th Annual General Meeting of Shareholders held on June 28, 2007.
As part of the ongoing revision of the compensation system for officers, the Company proposes to offer newcompensation for granting restricted stock to the Company’s Directors (excluding Outside Directors, hereinafterreferred to as “Eligible Directors”) in order to provide them with an incentive to sustainably increase theCompany’s corporate value and to further promote shared value between shareholders and Eligible Directors,
separately from the above-mentioned amount of compensation.
The compensation to be offered to Eligible Directors for granting restricted stock in accordance with this
Proposal shall be in the form of monetary claims (hereinafter referred to as “Monetary Compensation
Receivables”). The total amount thereof shall be up to ¥30 million per year, an amount deemed reasonable inconsideration of the aforementioned aims. The specific timing to grant the Monetary Compensation Receivables
and allocation thereof to each Eligible Director shall be determined by the Board of Directors. However, nocompensation for granting restricted stock shall be offered to Outside Directors.
The above-mentioned amount of compensation shall not include employee salary portion for Directors who
concurrently serves as an employee.
The current number of Directors is 7 (including 2 Outside Directors). If Proposal 2 “Election of 8 Directors”
is approved and resolved as originally proposed, the number of Directors will become 8 (including 3 Outside
Directors).
Eligible Directors shall, based on a resolution of the Company’s Board of Directors, make in-kind
contribution of all the Monetary Compensation Receivables to be granted according to this Proposal, andcommon stock of the Company shall either be issued or disposed of by the Company with the upper limit set at
100,000 shares per year. (However, the total number may be adjusted within a reasonable range in the case that ashare split (including an allotment of the Company’s common stock without contribution) or a shareconsolidation of the Company’s common stock is conducted, or any other reason that requires an adjustment to
the total number of common stock to be issued or disposed of by the Company as restricted stock, on or after the
day on which this Proposal is approved and resolved.)
The amount to be paid per share shall be determined at the Board of Directors meetings based on theclosing price of the Company’s common stock on the Tokyo Stock Exchange on the business day immediately
prior to the date on which resolution is made at Board of Directors meetings (or the closing price on thetransaction day immediately prior thereto if no transaction is made on such business day), within a scope which
would not be considered specially advantageous to the Eligible Directors receiving the allotment of the common
stock. For the purpose of such issuance or disposal of common stock of the Company, a contract on the allotmentof restricted stock (hereinafter referred to as “Allotment Contract”) that includes the following provisions shall beconcluded between the Company and Eligible Directors.
(1) Transfer restriction period
Eligible Directors shall not transfer, create a security interest on, or otherwise dispose of the Company’scommon stock that is allotted according to Allotment Contract (hereinafter referred to as “Allotted Shares”)
during a period of 30 years from the day when Eligible Directors are allotted shares according to the Allotment
Contract (such restriction shall be hereinafter referred to as “Transfer Restriction,” and the period during which
the transfer is restricted shall be hereinafter referred to as “Transfer Restriction Period”).
(2) Treatment on retirement
In the event that Eligible Directors retire from the position predetermined by the Company’s Board of Directors
prior to the expiry of Transfer Restriction Period, the Company shall acquire Allotted Shares rightfully without
consideration unless the reason for Eligible Directors’ retirement from office is the expiration of the term ofoffice, death, or any other justifiable reason.
(3) Lifting of transfer restriction
Notwithstanding the provision of (1) above, the Company shall lift Transfer Restriction on all of the Allotted
Shares at the expiration of Transfer Restriction Period on the condition that Eligible Directors havecontinuously served in the position predetermined by the Company’s Board of Directors during Transfer
Restriction Period. However, if such Eligible Directors retire from the position stipulated in (2) above prior to
the expiry of Transfer Restriction Period for the reasons stipulated in (2) above which include the expiration of12term of office, death, or any other justifiable reason, the number of Allotted Shares for which Transfer
Restriction is to be lifted and the timing of the lifting of Transfer Restriction shall be reasonably adjusted asnecessary. Pursuant to the stipulation above, at the time immediately after the lifting of Transfer Restriction, theCompany shall acquire Allotted Shares for which Transfer Restriction has not been lifted, rightfully without
contribution.
(4) Treatment on organizational restructuring, etc.
Notwithstanding the provision of (1) above, in the case where an agreement of merger with the Company as thedisappearing company, share exchange agreement or share transfer plan through which the Company becomesa wholly-owned subsidiary, or a matter concerning other organizational restructuring, etc. is approved at theCompany’s General Meeting of Shareholders (or at the Company’s Board of Directors meeting in the casewhere approval of the General Meeting of Shareholders is not required for the said organizational restructuring,etc.) during Transfer Restriction Period, Transfer Restriction shall be lifted by the resolution of the Company’s
Board of Directors prior to the effective date of the said organizational restructuring, etc., with regard to thenumber of the Allotted Shares reasonably set forth in light of the period from the start date of Transfer
Restriction Period to the approval date of the said organizational restructuring, etc. In the case described above,at the time immediately after the lifting of Transfer Restriction, the Company shall acquire Allotted Shares forwhich Transfer Restriction has not been lifted, rightfully without contribution.
(5) Other matters
Any other matters concerning Allotment Contract shall be determined by the Company’s Board of Directors.

13