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(Translation)
 REGULATIONS OF THE BOARD OF DIRECTORS
 as amended as of July 28, 2005
  (Pioneer Kabushiki Kaisha)




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(Translation)
 REGULATIONS OF THE BOARD OF DIRECTORS
OF
PIONEER CORPORATION  (Pioneer Kabushiki Kaisha)
 
 Article 1. (Purpose)
  Article 2. (Duty)
  Article 3. (Kind)
  Article 4. (Person Who Convenes Meetings)
  Article 5. (Convocation Notice)
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Article 6. (Chairman of the Meetings)
  Article 7. (Method of Making Decisions of the Meetings)
 1.
    
    A resolution of a Meeting shall require the presence of a majority of the total number of
directors and it shall be adopted by a majority vote of the directors present.2.
    
    A director who has special interest in respect of an item on the agenda shall not participate
in the resolution mentioned in the preceding paragraph. In this case, the number of such
disqualified directors shall not be counted in the number of directors present at the Meeting.
 Article 8. (Matters Requiring Resolutions)
 1.
    
    The following matters shall be determined by resolution of the Meetings:
 1)
    
    Matters pertaining to shares
 (1)
    
    Issuance of new shares(2)
    
    Splitting of shares and relevant amendments to the Articles of Incorporation related thereto(3)
    
    Purchase, disposition or cancellation of the Companys own shares(4)
    
    Reduction of the number of shares constituting one unit of stock or abolition of the unit
share system and relevant amendments to the Articles of Incorporation related thereto(5)
    
    Issuance and cancellation of share acquisition rights(6)
    
    Determination or change of transfer agent and determination of its place of business(7)
    
    Establishment of record date(8)
    
    Adoption, amendment or abolition of the Share Handling Regulations
 2)
    
    Matters pertaining to general meetings of shareholders
 (1)
    
    Convocation of general meetings of shareholders(2)
    
    Determination of matters with which the general meeting of shareholders has by its resolution
entrusted the Meeting(3)
    
    Adoption of a system in which voting rights may be exercised by electronic means
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3)
    
    Matters pertaining to directors and the Meetings
 (1)
    
    Election or change of representative director(s) and director(s) with specific titles(2)
    
    Approval of a directors transaction in competition with the Companys business(3)
    
    Approval of transaction between the Company and a director(4)
    
    Assumption by a director of a concurrent office of director, auditor, etc. of other company
or business organization
 4)
    
    Matters pertaining to accounts of the Company
 (1)
    
    Approval of accounting documents and detailed statement accompanying the same(2)
    
    Crediting of statutory reserve to capital stock(3)
    
    Payment of interim dividends(4)
    
    Providing information concerning the balance sheet and statements of income by electronic
means
 5)
    
    Matters pertaining to debentures
 (1)
    
    Issuance of debentures(2)
    
    Issuance of debentures with share acquisition rights
 6)
    
    Matters pertaining to important business affairs
 (1)
    
    Establishment, alteration and abolition of important business offices and facilities(2)
    
    Important agreements or litigations(3)
    
    Acquisition, disposition, lending and borrowing of substantial assets, as well as
establishment of substantial guarantees and substantial lien or mortgage(4)
    
    Substantial investments(5)
    
    Establishment or adoption, as well as alteration, amendment and abolition of substantial
organizational unit and regulations of the Company(6)
    
    Appointment or change of executive officer(s) and executive officer(s) with specific titles(7)
    
    Appointment or change of senior employee(s)(8)
    
    Appointment of member(s) of the Nominating Committee, the Compensation Committee and the
Special Committee, each of which Committee is described in the regulations thereof
 7)
    
    Any other matters which the Board of Directors shall deem necessary
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2.
    
    In case of emergency, the President and Director may effectuate any matter listed above
without first obtaining a resolution of the Meeting unless such execution conflicts with the
law or the Articles of Incorporation; provided, however, that approval for such execution
shall be obtained at the subsequent Meeting.
 Article 9. (Report)
 1.
    
    The President and Director shall report to the Board of Directors the matters pertaining to
the execution of business affairs in general.2.
    
    A director who has conducted a transaction in competition with the Companys business or a
transaction with the Company shall report to the Board of Directors the material facts
regarding said transaction.
 Article 10. (Presence of Persons Other than Directors and Corporate Auditors)
  Article 11. (Minutes)
 1.
    
    The substance of the proceedings at the Meeting and the results thereof shall be recorded in
the minutes in writing or digitally and the directors and corporate auditors shall affix their
names and seals thereto or put their electronic signatures thereon.2.
    
    Minutes shall be retained at the head office for ten (10) years.3.
    
    Any director or corporate auditor who is absent from a Meeting shall be notified of the
substance of the proceedings.
 Article 12. (Amendments to and Abolitions of the Provisions of These Regulations)
  SUPPLEMENTARY PROVISIONS
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