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Notice Regarding Partial Amendment to the Articles of Incorporation

Aug 20, 2021

On August 20, 2021, the TechnoPro Holdings, Inc. Board of Directors has resolved to propose the partial amendment to the Articles of Incorporation at its 16th annual general meeting of shareholders scheduled on September 29, 2021, as described below.

1. Reason for the amendment

TechnoPro Holdings, Inc. proposes the amendment to Article 23 (Board of Directors), Paragraph 1 of the current Articles of Incorporation to select the convener and the chairperson by resolution of the Board of Directors. This aims to select the chairperson of the Board of Directors flexibly and further enhance effectiveness of the Board of Directors.

2. Details

(Underlined parts are amended)

Current Articles of IncorporationProposed Amendments

Article 23. (Board of Directors)

  1. A meeting of the Board of Directors shall, unless otherwise provided for in laws and regulations, be convened and chaired by a Representative Director; provided, however, that in cases where the Representative Director is unable to so act or there is a vacancy in the office or in cases where there are two (2) or more Representative Directors, one of other Directors in the order predetermined by the Board of Directors shall convene and chair the meeting of the Board of Directors.

  2. (Omitted)

  3. (Omitted)

Article 23. (Board of Directors)

  1. A meeting of the Board of Directors shall, unless otherwise provided for by laws and regulations, be convened and chaired by a Director predetermined by the Board of Directors; provided, however, that in cases where the Director is unable to so act or there is a vacancy in the office, one of other Directors in the order predetermined by the Board of Directors shall convene and chair the meeting of the Board of Directors.

  2. (No change)

  3. (No change)

3. Schedule

Date of Annual General Meeting of ShareholdersSeptember 29, 2021 (tentative)
Effective dateSeptember 29, 2021 (tentative)

(Note on translation)
This document is provided for informational purpose only. If there are any discrepancies between this and the original, the original Japanese document prevails.

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