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 shall prevail.

Securities code: 4541
June 15, 2022
To our shareholders:Yuichi Tamura
President & CEO
Nichi-Iko Pharmaceutical Co., Ltd.
1-6-21 Sogawa, Toyama-shi, Toyama, JAPANNOTICE OF THE 58TH ORDINARY GENERAL MEETING OF SHAREHOLDERS
We are pleased to announce that the 58th Ordinary General Meeting of Shareholders of Nichi-Iko PharmaceuticalCo., Ltd. (the “Company”) will be held as described below.
In place of attending the meeting in person, you may exercise your voting rights by either of the following methods.
Please review the attached Reference Documents for the General Meeting of Shareholders and exercise your voting
rights by no later than 5:40 p.m., Wednesday, June 29, 2022 (Japan Standard Time).
1. Date and Time: Thursday, June 30, 2022 at 10:00 a.m. (Japan Standard Time)
2. Venue:
Tamura Building 1F
1-5-24 Sogawa, Toyama-shi, Toyama, JAPAN3. Purposes:
Items to be reported:
1. Business Report, Consolidated Financial Statements, and the results of audit of the Consolidated Financial
Statements by the Accounting Auditor and the Audit and Supervisory Committee, for the 58th Term (from
April 1, 2021 to March 31, 2022)
2. Non-Consolidated Financial Statements for the 58th Term (from April 1, 2021 to March 31, 2022)
Items to be resolved:
Proposal 1:
Partial Amendments to the Articles of Incorporation
Proposal 2:
Election of Seven (7) Board Members (Excluding Board Members Who Are Audit andSupervisory Committee Members)
Proposal 3:
Election of Three (3) Board Members Who Are Audit and Supervisory Committee
Members
4. Instructions for Exercising Voting Rights(1) Exercising voting rights in writing (by postal mail)Please return the enclosed voting form indicating your vote for or against each proposal to us to arrive by
5:40 p.m., Wednesday, June 29, 2022 (Japan Standard Time).
(2) Exercising voting rights via the Internet, etc.
If you exercise your voting rights via the Internet, etc., you are kindly requested to examine the “Instructions
for Exercising Voting Rights via the Internet, etc.” and enter your vote for or against each proposal by 5:40
p.m., Wednesday, June 29, 2022 (Japan Standard Time).

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Reference Documents for the General Meeting of Shareholders
Proposal 1:

Partial Amendments to the Articles of Incorporation

1. Reason for the amendments(1) The Nichi-Iko Group has formulated its Quality Policy, “Out Pledge of Trust and Confidence” under which
each and every employee promises to deliver safe and reliable pharmaceuticals to patients and their families
around the world. Based on this commitment, our philosophy is to be established in the Articles ofIncorporation in order to unify our way forward as a company and clarify our reason for existence.
(2) In accordance with the fact that the revised provisions provided for in the proviso to Article 1 of the
Supplementary Provisions of the Act Partially Amending the Companies Act (Act No. 70 of 2019) are to
be enforced on September 1, 2022, the Company proposes to make the following changes to its Articles ofIncorporation due to the introduction of the system for providing informational materials for the general
meeting of shareholders in electronic format.
1) Since it is obligatory to stipulate in the Articles of Incorporation that electronic provision measures
will be taken for information that constitutes the content of reference documents for the general
meeting of shareholders, etc., Paragraph 1 of Article 17 (Measures, etc. for Providing Information inElectronic Format) will be newly established.
2) In order to ensure that the Company is able to exclude all or some of the items for which measures
are taken to provide electronically information that constitutes the content of reference documents
for the general meeting of shareholders, etc. from the statements in the paper-based documents to bedelivered to shareholders who requested the delivery of paper-based documents to the extent
stipulated by the Ministry of Justice Ordinance, Paragraph 2 of Article 17 (Measures, etc. for
Providing Information in Electronic Format) will be newly established.
3) When an electronic provision system for reference documents for the General Meeting of
Shareholders is introduced, the provisions in Article 16 of the current Articles of Incorporation(Internet Disclosure and Deemed Provision of Reference Documents for the General Meeting of
Shareholders, Etc.) will no longer be required and will therefore be deleted.
4) Supplementary provisions regarding the effective date, etc. of the aforementioned establishment anddeletion of provisions will be established. In addition, these supplementary provisions will be deleted
after their expiration date has elapsed.
2. Details of the amendments
The details of the amendments are as follows.
Current Articles of Incorporation
Article 1 (text omitted)(Newly established)(The underlined portions indicate the amendments.)
Amendment proposal
Article 1 (as present)
Philosophy
Article 2
The Philosophy of the Company is “We, the Nichi-Iko Group,
will contribute to the stability and growth of the Japanesepharmaceutical market with safe and reliable generic drugs.”-2-

Current Articles of Incorporation
Article 2 to Article 15 (text omitted)

Amendment proposal
Article 3 to Article 16 (as present)Internet Disclosure and Deemed Provision of Reference(Deleted)
Documents for the General Meeting of Shareholders, etc.
Article 16
When the Company convenes a general meeting ofshareholders, if it discloses information that is to be stated orpresented in the reference documents for the general meeting ofshareholders, business report, financial statements andconsolidated financial statements through the internet inaccordance with the provisions prescribed by the Ministry ofJustice Order, it may be deemed that the Company has
provided this information to shareholders.
(Newly established)
Measures, etc. for Providing Information in Electronic Format
Article 17
1. When the Company convenes a general meeting ofshareholders, it shall take measures for providing
information that constitutes the content of reference
documents for the general meeting of shareholders, etc. inelectronic format.
2. Among items for which the measures for providing
information in electronic format will be taken, theCompany is not required to include all or some of those
items designated by the Ministry of Justice Order in thestatements in the paper-based documents to be delivered toshareholders who requested the delivery of paper-based
documents by the record date of voting rights.
Article 17 to Article 35 (text omitted)

Article 18 to Article 36 (as present)

Supplementary Provisions
Article 1 (text omitted)

Supplementary Provisions
Article 1 (as present)(Newly established)

Transitional Measures Concerning Electronic Provision
Measures, etc.
Article 2
1. The deletion of Article 16 (Internet Disclosure and Deemed
Provision of Reference Documents for the General
Meeting of Shareholders, etc.) of the pre-amended Articles
of Incorporation and the new establishment of Article 17(Measures, etc. for Providing Information in Electronic
Format) of the amended Articles of Incorporation shall takeeffect from September 1, 2022.

-3-

Current Articles of Incorporation

Amendment proposal
2. Notwithstanding the provision of the preceding paragraph,
Article 16 of the pre-change Articles of Incorporation(Internet Disclosure and Deemed Provision of Reference
Documents for the General Meeting of Shareholders, etc.)
shall remain effective until the end of February 2023.
3. The provisions of this Article shall be deleted on the datewhen six months have elapsed since September 1, 2022, or
three months have elapsed from the date of the general
meeting of shareholders in the preceding paragraph,
whichever is later.

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Proposal 2:

Election of Seven (7) Board Members (Excluding Board Members Who Are Audit andSupervisory Committee Members)

The terms of office of all eight (8) Board Members (excluding Board Members who are Audit and Supervisory
Committee Members; applicable to the rest of this proposal) will expire at the conclusion of this meeting. Accordingly,
in order to speed up decision-making and ensure the efficiency of business execution, we request the appointment of
seven (7) Board Members, reducing the number of Board Members by one (1).
This proposal is based on the decision of the Audit and Supervisory Committee that all candidates for Board Member
are suited to the position.
The candidates for Board Member are as follows:
No.

Name

Position, etc., in the Company

1

Yuichi Tamura

Reelection
NewelectionNewelectionNewelectionNewelection

President & CEO

2

Osamu Mihara

3

Hirotoshi Naruse

4

Shuji Ishida

5

Susumu Kanda

6

Hajime Imamura

Reelection Board Member

7

Kyoko Tanebe

Reelection Board Member

Attendance rate at
meetings of theBoard of Directors
100%

Executive Vice President-

Executive Vice President-

Executive Vice President-

Executive Vice President--5-

OutsideIndependent
OutsideIndependent

100%
84.6%

No.

Name
(Date of birth)

Career summary, position and responsibilities(significant concurrent positions)Apr. 1989
Feb. 1990

1

2

3

Number of theCompany’s shares
ownedJoined the Company
Board Member, Director, Corporate Strategy
and Planning OfficeFeb. 1992
Board Member, Responsible for Sales andMarketing Division and Director, Corporate
Yuichi Tamura
Strategy and Planning Office and Tokyo(July 2, 1962)
Management Department
1,809,256
Feb. 1994
Representative Board of Executive Director,
Reelection
Responsible for Sales and Marketing Division
and Corporate Strategy and Planning OfficeFeb. 2000
President & CEO
July 2020
President & CEO, Responsible for Compliance(current position)(Reasons, etc. for nomination as candidate for Board Member)Dr. Yuichi Tamura has led the management of the entire Group as the Company’s President & CEO since 2000. He has
led the Group with a vision for the medium- to long-term, with strong leadership. The Company has nominated Dr.
Tamura as a candidate for Board Member so that his wide-ranging knowledge, extensive experience, broad discernment,strong leadership, and other qualities related to the generic drug industry will be utilized in future management forbusiness recovery of the Company.
Mar. 1994
Joined the Company
Apr. 2013
Branch Manager, Sendai Branch
Apr. 2018
Operating Officer, Vice Head of the Sales andMarketing Division
Osamu Mihara
Jan. 2020
Senior Vice President, Head of the Sales and(July 29, 1971)
8,092
Marketing Division
Apr. 2022
Executive Vice President, Head of the Sales andNew election
Marketing Division
May 2022
Executive Vice President, Head of the
Corporate Reconstruction Division (current
position)(Reasons, etc. for nomination as candidate for Board Member)
Osamu Mihara has been involved with the Sales and Marketing for many years, and has wide-ranging knowledge andextensive experience in the pharmaceutical industry, as well as excellent insight into the pharmaceutical business. He
has been judged to be an appropriate person to pursue improvement of corporate value of the Group; therefore theCompany has nominated him as a candidate for Board Member.
Apr. 1985
Joined Asahi Chemical Industry Co., Ltd.
Apr. 2017
General Manager, Regulatory Affairs andReliability Assurance Center, Asahi Kasei
Pharma Corporation and Director, Asahi Kasei
Hirotoshi Naruse
Sinmed Corporation(February 12, 1960)
Apr. 2020
Joined the Company
993
Apr. 2020
Director, GMP Audit Office
New election
Apr. 2021
Senior Vice President, Head of the Quality
Operations Division
Apr. 2022
Executive Vice President, Head of the Quality
Operations Division (current position)(Reasons, etc. for nomination as candidate for Board Member)
In his previous job, Hirotoshi Naruse was involved in management, manufacturing, sales, and regulatory affairs andreliability assurance in the pharmaceutical business, and he has extensive experience and specialist knowledge, as well
as a high level of insight into corporate management. Since joining the Company in 2020, Mr. Naruse has been involved
with the Quality Operations Division, and has been judged to be an appropriate person to pursue improvement ofcorporate value of the Group; therefore the Company has nominated him as a candidate for Board Member.

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No.

Name
(Date of birth)

Career summary, position and responsibilities(significant concurrent positions)Apr. 1981
June 2012

4

5

6

Number of theCompany’s shares
ownedJoined The Hokuriku Bank, Ltd.
General Manager, Horikawa Branch of The
Hokuriku Bank, Ltd.
Oct. 2013
Joined the Company
Shuji Ishida
Oct. 2013
Director, Finance Department(September 4, 1958)
2,620
Apr. 2015
Operating Officer, Vice Head of the
Administrative Division
New election
May 2019
Senior Vice President, Head of the
Administrative Division
Apr. 2022
Executive Vice President, Head of the
Administrative Division (current position)(Reasons, etc. for nomination as candidate for Board Member)
Mr. Shuji Ishida has extensive experience and specialist knowledge, as well as a high level of insight into corporate
management and financial accounting, gained through his many years working at financial institutions. Since joining theCompany in 2013, Mr. Ishida has been involved with the Administrative Division, and has been judged to be an
appropriate person to pursue improvement of corporate value of the Group; therefore the Company has nominated him
as a candidate for Board Member.
Apr. 1985
Joined The Sumitomo Bank, Ltd.
Mar. 2012
Executive Officer, Head of Corporate Business,
SMBC Nikko Securities Inc.
Susumu Kanda(October 26, 1962)
Oct. 2020
Joined the Company–
Oct. 2020
Senior Vice President, Director, President
New election
OfficeApr. 2022
Executive Vice President, Director, President
Office (current position)(Reasons, etc. for nomination as candidate for Board Member)
In his previous job, Susumu Kanda was involved in the investment banking business, and he has extensive experienceand specialist knowledge, as well as a high level of insight into corporate management. Since joining the Company in2020, Mr. Kanda has been involved with the President Office, and has been judged to be an appropriate person to pursue
improvement of corporate value of the Group; therefore the Company has nominated him as a candidate for Board
Member.
Apr. 1984
Registered Toyama-ken Bar Association
Feb. 1994
Outside Auditor of the Company (currently
Outside Audit & Supervisory Board Member)
Hajime Imamura
Jan. 1998
Representative of Imamura Law Office (present(November 19, 1955)
position)–
June 2017
Outside Board Member of the Company
Reelection(present position)
Outside[Significant concurrent positions]
Independent
Representative of Imamura Law Office
Attorney at law
Outside Director, TANAKA SEIMITSU KOGYO CO., LTD.
(Reasons for nomination as candidate for Outside Board Member and expected role)
During the term as an Outside Audit & Supervisory Board Member of the Company, Mr. Hajime Imamura has
expressed opinions from an independent perspective as an attorney based on this extensive knowledge and experience
regarding legal matters and has adequately fulfilled his duties. Mr. Imamura has also become very familiar with detailsof the Company’s operations by conducting audits, and the Company has nominated him as a candidate for Outside
Board Member expecting that he will provide guidance and supervision for management of the Company based on his
abundant knowledge and experience. He has never been directly involved in the management of a company except as an
outside officer. However, the Company judges he will appropriately fulfill his duties as an Outside Board Member basedon the above reasons.

-7-

Name
(Date of birth)

No.

Career summary, position and responsibilities(significant concurrent positions)
June 1990

7(Notes)

1.
2.
3.

4.

Number of theCompany’s shares
owned

Clinical Fellow, Toyama Medical andPharmaceutical University HospitalFeb. 1991
Medical Doctor, Department of Obstetrics andGynecology of Aiiku Hospital, Imperial Gift
Foundation Boshi-Aiiku-Kai
Feb. 1992
Medical Doctor, Department of Obstetrics andGynecology of Itoigawa sogo Hospital
Apr. 1992
Medical Doctor, Department of Obstetrics andGynecology of Kurobe City Hospital
Apr. 1998
Research Associate, Department of Obstetrics
and Gynecology of Toyama Medical andPharmaceutical University
Apr. 2001
Chief Physician in Outpatient Department of
Obstetrics and Gynecology Outpatient Clinic,
Toyama Medical and Pharmaceutical
University Hospital
Kyoko Tanebe
Apr. 2003
Chief Physician, Department of Obstetrics and(October 14, 1964)
Gynecology of Saiseikai Toyama Hospital
July 2006
President, Ladies’ Clinic We! Toyama,–
Reelection
Touseikai Medical Corporation
OutsideJune 2018
Outside Board Member of the Company
Independent(present position)
Jan. 2019
Representative of Ladies’ Clinic We! Toyama,
Touseikai Medical Corporation (present
position)
Apr. 2019
Toyama Prefectural Assembly Member (present
position)[Significant concurrent positions]
Member of the Specialist Committee on Violence against
Women, Council of Gender Equality Bureau of the Cabinet
OfficeExecutive Director of Public Interest Incorporated Association
Toyama Medical Association
Board of Director of Public Interest Incorporated Association
Japan Association of Obstetricians and Gynecologists
Representative of Ladies’ Clinic We! Toyama, Touseikai
Medical Corporation
Toyama Prefectural Assembly Member(Reasons for nomination as candidate for Outside Board Member and expected role)
The Company has nominated Dr. Kyoko Tanebe as a candidate for Outside Board Member because she is expected toprovide guidance and supervision for management of the Company based on the extensive specialist knowledge anddiscernment related to the medical industry accumulated as a doctor. She has never been directly involved in the
management of a company except as an outside director. However, the Company judges she will appropriately fulfill
her duties as an Outside Board Member based on the above reasons.
There is no special interest between any of the candidates and the Company.
Mr. Hajime Imamura and Dr. Kyoko Tanebe are candidates for Outside Board Member.
Mr. Hajime Imamura and Dr. Kyoko Tanebe are current Outside Board Members of the Company, and their terms of officeas Outside Board Members are five (5) years for Mr. Imamura (his term of office as an Outside Audit & Supervisory Board
Member was twenty-three (23) years and four (4) months to June, 2017), and four (4) years for Dr. Tanebe as of theconclusion of this Meeting. The Company has executed an agreement to limit liability for damages under Article 423,
Paragraph 1 of the Companies Act, pursuant to the provisions of Article 427, Paragraph 1 of the Companies Act, and thecap on liability for damages under the relevant agreement is the amount stipulated under the laws and regulations. If theirreelection is approved, the Company plans to renew the aforementioned agreements with them.
As provided for in Article 430-3, Paragraph 1 of the Companies Act, the Company has entered into a liability insurance
policy with an insurance company for officers, etc., including Board Members of the Company, which covers losses that
may arise from the insured’s assumption of liability incurred in the course of the performance of duties, or receipt ofclaims pertaining to the pursuit of such liability.

-8-Both candidates who are elected and assume the office as Board Member will be insured under the insurance policy. In
addition, the insurance policy is scheduled to be renewed with the same contents at the next renewal.
5. The number of shares of the Company in the possession of the candidates for Board Member includes their own shares inthe shareholding association of the Company.
6. During the terms of office of Mr. Hajime Imamura and Dr. Kyoko Tanebe as Outside Board Members, there was anincident in which Elmed Co., Ltd., a consolidated subsidiary of the Company, filed an application for approval of
manufacturing and sales using inappropriate approval application materials, and in May 2021, the Company received abusiness improvement order from the Ministry of Health, Labour and Welfare based on the Act on Securing Quality,
Efficacy and Safety of Products Including Pharmaceuticals and Medical Devices.
Both Outside Board Members were not aware of the situation beforehand, but they provided advice from the standpointof legal compliance based on their extensive experience and advanced knowledge during board meetings, etc. and, upon
becoming aware of the situation, provided advice on thorough investigation of the cause, enhancing internal control toprevent recurrence, and strengthening compliance efforts. In so doing they fulfilled their duties in relation to this matter.
7. The Company has submitted notification to the Tokyo Stock Exchange that Mr. Hajime Imamura and Dr. Kyoko Tanebe
have been designated as independent officers as provided for by the aforementioned exchange.

-9-

Proposal 3:

Election of Three (3) Board Members Who Are Audit and Supervisory Committee Members

The terms of office of all three (3) Board Members who are Audit and Supervisory Committee Members will expire
at the conclusion of this meeting. Therefore, the Company proposes to elect three (3) Board Members who are Audit
and Supervisory Committee Members.
In addition, the consent of the Audit and Supervisory Committee has been obtained for this proposal.
The candidates for the role of a Board Member who is an Audit and Supervisory Committee Member are as follows.
No.

Name
(Date of birth)

Career summary, position and responsibilities(significant concurrent positions)Mar. 1978
Dec. 2001
May 2009

1

2

Number of theCompany’s shares
ownedJoined the Company
Director, Operation Department
Senior Operating Officer, Director, Purchasing
Department
Noboru Inasaka
Dec. 2011
Senior Operating Officer, Head of the(December 18, 1955)
Administrative Division
30,333June 2014
Board of Senior Director, Head of the
New election
Administrative Division
Apr. 2018
Board Member, Executive Vice President, Headof the Administrative Division
Apr. 2022
Board Member, Responsible for Strategy(current position)(Reasons, etc. for nomination as candidate for Board Member who is an Audit and Supervisory Committee Member)
The Company has nominated Mr. Noboru Inasaka as a candidate for Board Member who is an Audit and Supervisory
Committee Member since he has been involved with the Administrative Division, Sales and Marketing Division, andProduction Division, and has wide-ranging knowledge and extensive experience in the generic drug industry, and has
been judged to be able to appropriately perform audit duties and supervisory function at the Company.
Aug. 1982
Registered as Certified Public Accountant
Sept. 1985
Registered as Tax Accountant
Aug. 2002
Representative of Hori Tax Accountant
Corporation (present position)
Feb. 2005
Outside Auditor of the Company (currently
Outside Audit & Supervisory Board Member)
Hitoshi Hori
June 2020
Outside Board Member of the Company [Audit(July 27, 1953)
and Supervisory Committee Member] (present
position)
4,500
Reelection
June 2021
Senior Partner of Ginga Audit Corporation andOutsideHead of Toyama Office (present position)
Independent[Significant concurrent positions]Representative of Hori Tax Accountant Corporation
Senior Partner of Ginga Audit Corporation and Head of Toyama
OfficeCertified Public Accountant, Tax Accountant
Outside Director (Audit and Supervisory Committee Member),
Daito Pharmaceutical Co., Ltd.
(Reasons for nomination as candidate for Outside Board Member who is an Audit and Supervisory Committee Member
and expected role)
The Company has nominated Mr. Hitoshi Hori as a candidate for Outside Board Member who is an Audit andSupervisory Committee Member because he is expected to provide guidance and supervision for management of theCompany based on his extensive experience and advanced knowledge gained through practices as a certified public
accountant and tax accountant. Mr. Hori has no previous experience of being directly involved in company management
except as an outside officer. However, the Company judges he will appropriately fulfill his duties as an Outside Board
Member who is an Audit and Supervisory Committee Member based on the above reasons.

- 10 -

Name(Date of birth)

No.

Career summary, position and responsibilities(significant concurrent positions)Oct. 1975
Mar. 1979
Aug. 1997

3(Notes)

1.
2.
3.

4.

5.

6.

7.

Number of theCompany’s shares
ownedJoined Fuso Audit Corporation
Registered as Certified Public Accountant
Representative Partner of Chuo Audit
Corporation
Aug. 2007
Representative Partner of KPMG AZSA LLC
June 2012
Resigned from KPMG AZSA LLC
July 2012
General Manager of Certified Public
Kou Sato
Accountant Sato Kou Office (present position)(January 4, 1950)
Sept. 2012
Registered as Tax Accountant–
June 2014
Outside Auditor of the Company (currently
Reelection
Outside Audit & Supervisory Board Member)
OutsideJune
2020
Outside Board Member of the Company [Audit
Independentand Supervisory Committee Member] (present
position)[Significant concurrent positions]
General Manager of Certified Public Accountant Sato Kou
OfficeCertified Public Accountant, Tax Accountant
Outside Auditor, THE GIFU SHINKIN BANK
(Reasons for nomination as candidate for Outside Board Member who is an Audit and Supervisory Committee Member
and expected role)
The Company has nominated Mr. Kou Sato as a candidate for Outside Board Member who is an Audit and Supervisory
Committee Member because he is expected to provide guidance and supervision for management of the Company basedon his extensive experience and advanced knowledge gained through practices as a certified public accountant and tax
accountant. Mr. Sato has no previous experience of being directly involved in company management except as an
outside officer. However, the Company judges he will appropriately fulfill his duties as an Outside Board Member who
is an Audit and Supervisory Committee Member based on the above reasons.
There is no special interest between any of the candidates and the Company.
Messrs. Hitoshi Hori and Kou Sato are candidates for Outside Board Member.
Messrs. Hitoshi Hori and Kou Sato are currently Outside Board Members who are Audit and Supervisory Committee
Members of the Company with a term of office of two (2) years as of the conclusion of this Meeting. In the past, both ofthem have been officers (Audit & Supervisory Board Members) who are not business executives of the Company.
The Company has executed an agreement with Messrs. Hitoshi Hori and Kou Sato to limit their liability for damages
under Article 423, Paragraph 1 of the Companies Act, pursuant to the provisions of Article 427, Paragraph 1 of theCompanies Act, and the cap on liability for damages under the relevant agreement is the amount stipulated under the laws
and regulations. If their reelection is approved, the Company plans to renew the aforementioned agreements with them.
As provided for in Article 430-3, Paragraph 1 of the Companies Act, the Company has entered into a liability insurance
policy with an insurance company for officers, etc., including Board Members who are Audit and Supervisory Committee
Members of the Company, which covers losses that may arise from the insured’s assumption of liability incurred in thecourse of the performance of duties, or receipt of claims pertaining to the pursuit of such liability.
Both candidates who are elected and assume the office as Board Member who is an Audit and Supervisory Committee
Member will be insured under the insurance policy. In addition, the insurance policy is scheduled to be renewed with thesame contents at the next renewal.
During the terms of office of Messrs. Hitoshi Hori and Kou Sato as Outside Board Members, there was an incident of nonconforming testing methods and manufacturing methods in products of the Company’s Toyama Plant 1, and in March
2021, the Company received an administrative disposition from Toyama Prefecture based on the Act on Securing Quality,
Efficacy and Safety of Products Including Pharmaceuticals and Medical Devices.
Both Outside Board Members were not aware of the situation beforehand, but they provided advice from the standpointof legal compliance based on their extensive experience and advanced knowledge during meetings of the Board of
Directors, etc. and, upon becoming aware of the situation, provided advice on thorough investigation of the cause,enhancing internal control to prevent recurrence, and strengthening compliance efforts. In so doing they fulfilled theirduties in relation to this matter.
During the terms of office of Messrs. Hitoshi Hori and Kou Sato as Outside Board Members, there was an incident inwhich Elmed Co., Ltd., a consolidated subsidiary of the Company, filed an application for approval of manufacturing andsales using inappropriate approval application materials, and in May 2021, the Company received a business improvement
order from the Ministry of Health, Labour and Welfare based on the Act on Securing Quality, Efficacy and Safety of
Products Including Pharmaceuticals and Medical Devices.

- 11 -

Both Outside Board Members were not aware of the situation beforehand, but they provided advice from the standpointof legal compliance based on their extensive experience and advanced knowledge during meetings of the Board of
Directors, etc. and, upon becoming aware of the situation, provided advice on thorough investigation of the cause,enhancing internal control to prevent recurrence, and strengthening compliance efforts. In so doing they fulfilled theirduties in relation to this matter.
8. The Company has submitted notification to the Tokyo Stock Exchange that Messrs. Hitoshi Hori and Kou Sato have been
designated as independent officers as provided for by the aforementioned exchange.

- 12 -