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.
(Securities Code 2418)
March 14, 2022
To Shareholders with Voting Rights:
Masayuki Tsukada
President and CEO
TSUKADA GLOBAL HOLDINGS Inc.
3-11-10 Higashi, Shibuya-ku, Tokyo, JapanNOTICE OF
THE 27TH ANNUAL GENERAL MEETING OF SHAREHOLDERS
We are pleased to inform you that the 27th Annual General Meeting of Shareholders of TSUKADAGLOBAL HOLDINGS Inc. (the “Company”) will be held for the purposes as described below.
To prevent the spread of COVID-19 infections, please refrain from attending the meeting in personand exercise your voting rights in writing or via the internet in advance. Please review the Reference
Documents for the General Meeting of Shareholders attached hereto, and exercise your voting rights nolater than 6:00 p.m. on Tuesday, March 29, 2022 (JST).

1. Date and Time:
2. Place:

Wednesday, March 30, 2022, at 10:00 a.m. (JST)Grand Central, 1F, The Strings Omotesandoh
3-6-8, Kita-Aoyama, Minato-ku, Tokyo, Japan*Please note there will be no souvenirs for attendees.

3. Meeting Agenda:
Matters to be reported: 1. The Business Report, Consolidated Financial Statements for the Company’s
27th fiscal term (from January 1, 2021 to December 31, 2021) and results ofaudits by the Financial Auditor and the Audit & Supervisory Board of theConsolidated Financial Statements
2. Non-consolidated Financial Statements for the Company’s 27th fiscal term(from January 1, 2021 to December 31, 2021)
Proposals to be resolved:
Proposal 1:
Partial Amendments to the Articles of Incorporation
Proposal 2:
Election of Six Directors
Proposal 3:Awarding of Retirement Benefits to Retiring Director
4. Guidance for Exercise of Voting Rights(1) If approval or disapproval for each proposal is not indicated on the Voting Rights Exercise Form, it
will be deemed that approval is indicated for each proposal.
(2) If a shareholder of the Company exercises his/her voting rights by proxy pursuant to the provisions ofArticle 15 of the Company’s Articles of Incorporation, the shareholder may authorize one othershareholder with voting rights to exercise his/her voting rights. In this case, please submit a document
certifying the authority of representation.
(3) If you exercise your voting rights via the internet, please refer to “Procedures for Exercising Voting
Rights via the Internet” on page 10 and exercise your voting rights no later than 6:00 p.m. on Tuesday,
March 29, 2022.
(4) If you exercise your voting rights twice, once in writing and via the internet, those exercised via theinternet shall be deemed valid. Also, if you exercise your voting rights more than once via the internet
or using a personal computer and a smart phone, the vote exercised last shall be deemed valid.

-1-◎ If you are attending in person, please present the enclosed Voting Rights Exercise Form at the reception
desk on arrival at the meeting.
◎ If there should be any matters that must be corrected in the Reference Documents for the General
Meeting of Shareholders, the Business Report, and/or the Consolidated and the Non-consolidated
Financial Statements, the corrected matters are posted on the website of the Company(https://www.tsukada-global.holdings).
◎ In accordance with laws and regulations and the provisions of Article 16 of the Company’s Articles ofIncorporation, Notes on Consolidated and Non-consolidated Financial Statements are posted on thewebsite of the Company (https://www.tsukada-global.holdings). The Consolidated and theNon-consolidated Financial Statements shown in the attachment to this Notice are part of theConsolidated and the Non-consolidated Financial Statements audited by the Audit & Supervisory
Board Members and the Financial Auditor in preparing their respective audit reports.
◎ If any material changes should be made to the operation of the General Meeting of Shareholders in
response to the status of the COVID-19 pandemic before the meeting, they will be posted on thewebsite of the Company (https://www.tsukada-global.holdings).

-2-

Reference Documents for the General Meeting of Shareholders
Proposals and References
Proposal 1: Partial Amendments to the Articles of Incorporation
1. Reasons for the amendments
The amended provisions stipulated in the proviso of Article 1 of the supplementary provisions of the Act
Partially Amending the Companies Act (Act No. 70 of 2019) will be enforced on September 1, 2022.
Accordingly, in order to prepare for the introduction of the system for electronic provision of materials forgeneral meetings of shareholders, the Articles of Incorporation of the Company shall be amended asfollows.
(1) The proposed Article 16, Paragraph 1 provides that information contained in the reference documents
for the general meeting of shareholders, etc. shall be provided electronically.
(2) The purpose of the proposed Article 16, Paragraph 2 is to establish a provision to limit the scope ofmatters to be included in the paper copy to be sent to shareholders who have requested it.
(3) The provisions related to the internet disclosure and deemed provision of the reference documents forthe general meeting of shareholders, etc. (Article 16 of the current Articles of Incorporation) will
become unnecessary and will therefore be deleted.
(4) In line with the above establishment and deletion of the provisions, supplementary provisions related tothe effective date, etc. shall be established.
2. Details of the amendments
The details of the amendments are as follows.
(Amended parts are underlined.)
Current Articles of Incorporation(Internet Disclosure and Deemed Provision ofReference Documents for the General Meeting ofShareholders, Etc.)
Article 16 The Company may, when convening ageneral meeting of shareholders, deem thatit has provided information to shareholders
pertaining to matters to be described orindicated in the reference documents for thegeneral meeting of shareholders, business
report, non-consolidated financial
statements and consolidated financial
statements, by disclosing such information
through the internet in accordance with theprovisions provided in the Ordinance of theMinistry of Justice.
<Newly established>

Proposed Amendments<Deleted>(Measures for Electronic Provision, Etc.)
Article 16 The Company shall, when convening ageneral meeting of shareholders, provide
information contained in the reference
documents for the general meeting ofshareholders, etc. electronically.
2 Among the matters to be provided
electronically, the Company may choose not
to include all or part of the matters stipulated
in the Ordinance of the Ministry of Justice inthe paper copy to be sent to shareholders
who have requested it by the record date forvoting rights.

-3-Current Articles of Incorporation<Newly established>Proposed Amendments(Supplementary Provisions)
1. The deletion of Article 16 (Internet Disclosure andDeemed Provision of Reference Documents for theGeneral Meeting of Shareholders, Etc.) of theArticles of Incorporation before amendment andthe establishment of Article 16 (Measures forElectronic Provision, Etc.) of the Articles ofIncorporation after amendment shall come into
effect on the date of enforcement of the amended
provisions stipulated in the proviso of Article 1 ofthe supplementary provisions of the Act PartiallyAmending the Companies Act (Act No. 70 of2019) (the “Effective Date”).
2. Notwithstanding the provisions of the preceding
paragraph, Article 16 of the Articles ofIncorporation before amendment shall remain inforce with respect to a general meeting ofshareholders to be held on a date within six months
from the Effective Date.
3. These supplementary provisions shall be deleted
after the lapse of six months from the Effective
Date or the lapse of three months from the date of
the general meeting of shareholders set forth in thepreceding paragraph, whichever is later.

-4-

Proposal 2: Election of Six Directors
The terms of office of six Directors will expire at the conclusion of this Annual General Meeting ofShareholders. Accordingly, the Company proposes that six Directors be elected.
The candidates for Directors are as follows:No.

Name(Date of birth)

Career summary, positions, assignments and important concurrent positions
June

1997

President and CEO of the Company (to present)

June

1999

CEO of Best Bridal Hawaii, Inc. (to present)

August2000

October2006

February

2007

President and Representative Director of Best Planning
Inc. (to present)
President and Representative Director of Acqua Grazie,Inc. (currently Best-Anniversary Inc.)
President and Director of PT. Tirtha Bridal (to present)

January

2011

November 2013
December 2013
1

Masayuki Tsukada(June 21, 1946)

February

2014

September 2014

Number ofshares of theCompany held

President and Representative Director of Hospitality
Network Corporation (currently BEST HOSPITALITY
Network Inc.) (to present)
President and Representative Director of Best Global,Inc. (to present)
Representative Director of Ecpark Pte. Ltd. (to present)
President and Representative Director of Best Bridal
Inc. Successor Preparatory Company (currently Best
Bridal Inc.) (to present)

January

2015

President and Representative Director of FAJA, Inc.
(currently BEST HERBS, Inc.) (to present)
President and Representative Director of RAJA, Inc. (topresent)
Manager of Best Resort LLC (to present)

August2015

Manager of BEST HOSPITALITY LLC (to present)

January

2018

Chairman and CEO of Best-Anniversary Inc. (topresent)

May

2019

President and Representative Director of BEST LIFESTYLE Inc. (to present)

July

2020

Manager of TGU LLC (to present)

August2020

President and Representative Director of Gloria Bridal
Japan, Inc. (to present)

7,351,700

Reasons for Nomination as a Candidate for Director
Masayuki Tsukada built the Tsukada Global Holdings Group seen today as the Company’s founder. He leads managementwith strong leadership as the Representative Director and provides guidance and advice from a broad perspective for themanagement in general. We nominated him as a candidate for Director to sustainably increase corporate value.

-5-No.

Name(Date of birth)

Career summary, positions, assignments and important concurrent positions
December 1995

Joined the Company

June

Executive Managing Director of the Company (topresent)
Representative Director of Fine Expand Co., Ltd. (topresent)
President of Best Bridal Hawaii, Inc. (to present)

1997

December 2002

2Keiko Tsukada(December 7, 1951)

March2005

July2007

July2014

April

2016

Responsible for Business Development Division of theCompany (to present)

May2019

Director of BEST LIFE STYLE Inc. (to present)

General Manager of Marketing Division of theCompany
General Manager of Business Development Division ofthe Company

Number ofshares of theCompany held

1,224,400

Reasons for Nomination as a Candidate for Director
Keiko Tsukada, since joining the Company in 1995, has engaged in predominately marketing related work for many years,
contributed to value creation of various facilities and branding for the Group, and has abundant experience and knowledge
related to management. We nominated her as a candidate for Director to sustainably increase corporate value.

3

Kento Tsukada(February 13, 1989)

September 2014

Director of FAJA, Inc. (currently BEST HERBS, Inc.)
Director of RAJA, Inc.

February

2016

Managing Director of FAJA, Inc. (currently BESTHERBS, Inc.) (to present)

March

2016

General Manager of Planning & Development Divisionof the Company (to present)
Director of the Company (to present)

January

2018

President and Representative Director ofBest-Anniversary Inc. (to present)

May2019

Director of BEST LIFE STYLE Inc.

August2019

Managing Director of RAJA, Inc. (to present)

August2020

Director of Gloria Bridal Japan, Inc. (to present)

March

2021

Managing Director of BEST HOSPITALITY NetworkInc. (to present)

March

2021

Managing Director of BEST LIFE STYLE Inc. (topresent)

483,200

Reasons for Nomination as a Candidate for Director
Kento Tsukada has experience as a Director at our group companies in addition to experience that includes new businessdevelopment, and is a competent person who can reliably implement the Group governance sought for a holding company. In
light of this, we nominated him as a candidate for Director to sustainably increase corporate value.

-6-No.

4Name(Date of birth)

Takashi Nishibori(April 1, 1960)

Career summary, positions, assignments and important concurrent positions
April1983

Joined Hitachi Zosen Corporation

March

1987

Joined Wako Securities Co., Ltd. (currently Mizuho
Securities Co., Ltd.)

October

1996

Joined Weathernews Inc.

December 1999

Joined Big Store.Com Co., Ltd.

October

2001

Director of Finantec Co., Ltd.

March

2006

Outside Director of the Company (to present)

November 2007

Outside Director of ANAP Inc. (to present)

March

Outside Director of Shinoken Group Co., Ltd.

2011

September 2011

Number ofshares of theCompany held

2,000

President and Representative Director of JBI Inc. (topresent)

Reasons for Nomination as a Candidate for Outside Director and Expected Role
Takashi Nishibori has abundant experience and extensive knowledge concerning the field of corporate management as themanager of a consulting company. We nominated him as a candidate for Outside Director so that he will contribute to theenhancement of corporate governance by continuing to supervise the management of the Company and giving advice on themanagement of the Company in general. Since he took office as Outside Director of the Company in March 2006, his term ofoffice is 16 years at the conclusion of this Annual General Meeting of Shareholders.

5Takashi Terachi(June 20, 1959)

April

1998

Professor at School of Business Administration atKwansei Gakuin University (to present)

January

2010

President and Representative Director of Anchor
Associates Co., Ltd. (to present)

April

2011

Manager of Academic Affairs at Kwansei Gakuin
University

April

2014

Dean of School of Business Administration at Kwansei
Gakuin University

March

2016

Outside Director of the Company (to present)

October

2018

Outside Director of SHINMEI HOLDINGS CO., LTD.
(to present)

March

2021

Outside Director of Aigran Holdings, Inc. (to present)－Reasons for Nomination as a Candidate for Outside Director and Expected Role
Takashi Terachi has expertise and extensive knowledge as a university professor. We nominated him as a candidate forOutside Director so that he will contribute to the enhancement of corporate governance by giving advice on the managementof the Company in general. Since he took office as Outside Director of the Company in March 2016, his term of office is six
years at the conclusion of this Annual General Meeting of Shareholders.

6Hideto Nishitani(March 2, 1960)

April

1983

Joined Orient Leasing Co., Ltd. (currently ORIXCorporation)

January2011Executive Officer of ORIX Corporation

October

2012

Board Director of Houlihan Lokey Inc.

January

2014

Managing Executive Officer of ORIX Corporation

April

2015

CEO of ORIX Corporation USA

September 2019

Managing Executive Officer and Assistant to CEO ofORIX Corporation

July

CEO of Virtuous Capital LLC (to present)

2020－Reasons for Nomination as a Candidate for Outside Director and Expected Role
Hideto Nishitani has abundant experience and extensive knowledge concerning investment, finance and M&A. We
nominated him as a candidate for Outside Director so that he will contribute to the enhancement of corporate governance bysupervising the Company’s business related to investment, including overseas investment, and giving advice on themanagement of the Company in general from an international perspective.

-7-Notes:
1. No special interest exists between the Company and any of the above candidates for Directors.
2. Masayuki Tsukada, a candidate for Director, is a parent or equivalent as defined in Article 2, Item 4-2 of theCompanies Act.
3. Matters related to candidates for Outside Directors are as follows:(1) Takashi Nishibori and Takashi Terachi are candidates for Outside Directors. The Company has notified the Tokyo
Stock Exchange, on which the Company is listed, of said candidates’ designation as independent officers. If theirreelection is approved in accordance with this proposal, the Company plans to continue the said notification.
(2) Hideto Nishitani is a candidate for Outside Director. As he meets the requirements for an independent officer set
by the Tokyo Stock Exchange, the Company plans to designate him as an independent officer and notify theTokyo Stock Exchange.
(3) Pursuant to the provisions of Article 427, Paragraph 1 of the Companies Act and Article 29, Paragraph 2 of theCompany’s Articles of Incorporation, the Company has concluded an agreement with Takashi Nishibori andTakashi Terachi to limit liability for damages stipulated in Article 423, Paragraph 1 of the Act. If this proposal isapproved, the Company plans to continue the said limited liability agreement. The maximum amount of liability
for damages based on the said agreement shall be the minimum liability amount as stipulated in laws andregulations.
(4) If this proposal is approved, pursuant to the provisions of Article 427, Paragraph 1 of the Companies Act andArticle 29, Paragraph 2 of the Company’s Articles of Incorporation, the Company plans to conclude an agreementwith Hideto Nishitani to limit liability for damages stipulated in Article 423, Paragraph 1 of the Act. Themaximum amount of liability for damages based on the said agreement shall be the minimum liability amount as
stipulated in laws and regulations.
4. The Company has in effect a directors and officers liability insurance agreement stipulated in Article 430-3, Paragraph
1 of the Companies Act that insures all its Directors, and all insurance premiums are borne by the Company. This
insurance agreement covers losses that may arise in the event that the Directors, the insured, are held liable, or incur aclaim in pursuit of such liability, with regard to the performance of their duties.
If the candidates take office as Directors, they will be insured by the insurance agreement, which is to be renewed on
March 31, 2022.

-8-

Proposal 3: Awarding of Retirement Benefits to Retiring Director
To reward the service of Kenichi Maruyama, who will retire from the office of Director at the conclusion ofthis Annual General Meeting of Shareholders, during his term of office, the Company would like to payretirement benefits to him within the scope of a reasonable amount according to certain standards determinedby the Company.
We would like to leave the specific amount of retirement benefits, timing of awarding, method, etc. entirely tothe Board of Directors.
The retirement benefits are awarded because of Kenichi Maruyama’s appropriate involvement in themanagement of the Company as a Director and his efforts to carry out business. The amount is calculated andpaid based on the Company’s officer retirement benefits regulations and is deemed appropriate.
The career summary of the retiring Director is as follows:
NameKenichi Maruyama

Career Summary
March 2016 Director of the Company (to present)-9-<Procedures for Exercising Voting Rights via the Internet>
Please confirm the following matters before exercising your voting rights via the internet.
If you attend the meeting in person, you do not need to exercise your voting rights either by postal mail(Voting Rights Exercise Form) or via the internet.
1. Website for exercising voting rights(1) You can exercise your voting rights via the internet only by accessing the Company’s designatedwebsite for exercising voting rights (https://evote.tr.mufg.jp/) via a personal computer or a smart
phone. (Please note that this service is unavailable between the hours of 2:00 a.m. and 5:00 a.m.
daily.)(2) You may not be able to exercise your voting rights depending on your internet connection
environments: e.g., when you use a firewall, etc. for internet connection; when antivirus software isinstalled; when a proxy server is used; and when Transport Layer Security (TLS) encrypted
communication is not designated.
(3) When exercising voting rights from a mobile phone, in order to ensure security, the designatedwebsite is only compatible with mobile terminals capable of TLS encrypted communication andtransmission of mobile phone information.
(4) Votes will be accepted via the internet until 6:00 p.m. on Tuesday, March 29, 2022. However, you arecordially requested to exercise your voting rights earlier, and call the Help Desk for any inquiries orquestions.
2. How to exercise voting rights via the internet(1) Method via personal computer・ On the website for exercising voting rights (https://evote.tr.mufg.jp/), please enter the “login ID”
and “temporary password” that are indicated on the Voting Rights Exercise Form, and follow theon-screen guidance to enter whether you approve or disapprove each proposal.
・ To prevent unauthorized access (“spoofing”) and falsification of the details of votes by third
persons other than shareholders, you will be requested to change your “temporary password” on thewebsite for exercising voting rights.
・ You will be provided with a new “login ID” and “temporary password” each time a General
Meeting of Shareholders is convened.
(2) Method via smart phone
・ By scanning the “login QR code” indicated on the Voting Rights Exercise Form into your smart
phone, you will be automatically connected to the website for exercising voting rights, where you will
be able to exercise your voting rights.
(You will not need to enter your “login ID” and “temporary password.”)・ For security reasons, you may only exercise your voting rights using the QR code one time. Fromthe second time, you will need to enter the “login ID” and “temporary password” even if you scan theQR code.
・ You may not be able to log in using the QR code on certain types of smart phones. If you areunable to log in using the QR code, please exercise your voting rights via the method noted above in
2. (1) “Method via personal computer.”*QR code is a registered trademark of DENSO WAVE INCORPORATED.
3. How multiple votes by the same shareholder will be handled(1) If you exercise your voting rights both by postal mail and via the internet, the internet vote shall beconsidered valid.
(2) If you exercise your voting rights multiple times via the internet, the last vote cast shall be consideredvalid.
4. Fees incurred when you access the website for exercising voting rights
Please note that any fees (internet connection charges, etc.) incurred when you access the website forexercising voting rights shall be borne by the shareholders in question.

- 10 -Inquiries about the system, etc.
Securities Agency Division, Mitsubishi UFJ Trust and Banking Corporation (Help Desk)
Telephone: 0120-173-027 (operating hours: 9:00 - 21:00; toll free, available only in Japan)
Electronic Voting Platform
Shareholders registered in the name of a trust and custody bank, etc. (including standing proxies) may use
the Electronic Voting Platform operated by ICJ, Inc., a joint venture established by Tokyo Stock Exchange,
Inc. and others, as an alternative electronic method other than the use of the internet as described above forexercising voting rights at the General Meeting of Shareholders of the Company, provided that they havealready filed applications for the use of the said platform.

- 11 -