Oasis Proposes Truly Independent Outside Director Candidate for Comsys AGM to Accelerate Growth and Improve Corporate Governance (Securities Code: 1721 JT)

* Comsys share price performance lags industry peers

* Comsys Board lacks knowledge and experience in social infrastructure-related business, Comsys’s key growth sector

* Former NTT Group executives account for the overwhelming majority of the company's internal directors, raising serious concerns over Comsys’s corporate governance

* Oasis urges shareholders to vote FOR its shareholder proposal to appoint Masaharu Okada as an outside director, a candidate who possesses deep expertise and extensive experience in the social infrastructure and construction sectors

More information available at www.ComsysCorpGov.com

HONG KONG, May 24, 2026--(BUSINESS WIRE)--Oasis Management Company Ltd. ("Oasis") is the manager to funds that beneficially own over 6.3% of Comsys Holdings Corporation (1721 JT) ("Comsys" or the "Company"). Oasis has adopted the Japan FSA’s "Principles of Responsible Institutional Investors" (a.k.a. the Japan Stewardship Code) and, in line with those principles, Oasis monitors and engages with its investee companies.

Comsys's share price performance significantly lags behind peers in segments that Comsys categorizes as growth sectors, such as its social infrastructure-related business, which include data center, construction, civil engineering and renewable energy. Compared to January 2021, Comsys’s share price has risen only +76%, while its peers such as Kandenko (+662%), Takasago Thermal Engineering (+487%), Kinden (+387%), and Taikisha (+159%) have all recorded substantial gains.

To unlock Comsys’s true potential, Oasis has been working to aid growth of Comsys by improving its corporate governance through continuous dialogue as a long-term shareholder. Since December 2022, Oasis has engaged with the Company over multiple letters and meetings with the Board of Directors and Investor Relations department. Through our engagement, we have urged Comsys to focus on growth businesses through diversification of its Board of Directors. As part of these efforts, at the beginning of this year, Oasis nominated Mr. Masaharu Okada, who possesses deep knowledge and experience in the company's growth business of social infrastructure-related business, as an outside director candidate.

However, the Comsys Nomination and Remuneration Advisory Committee (the "Committee") provided Mr. Okada with only 30 minutes for an interview. Oasis believes that this Committee merely created the appearance of having conducted a formal review without seriously considering him. As a result, Oasis has submitted a formal shareholder proposal for the appointment of Mr. Okada as an outside director candidate at the upcoming Annual General Meeting.

Issue 1: Absence of Directors with Expertise in Growth Areas

As growth in the core telecommunications infrastructure business remains limited, Comsys has positioned its social infrastructure-related operations -- in particular, electrical and air-conditioning equipment businesses related to data centers -- as a central pillar of its future growth strategy. However, the current skill set of the Board of Directors is not necessarily aligned with this strategic direction. According to Oasis analysis, among Comsys's director candidates, the only internal director with a meaningful level of expertise in social infrastructure-related business is Director Kunihiko Uchide, who is scheduled to retire at the upcoming AGM. This situation is detrimental to the Company, as critical strategic decisions are being made by a management team that lacks expertise. At the same time, there are no outside directors with expertise in social-infrastructure related businesses to provide appropriate oversight either. Oasis believes that this board structure poses a material risk to Comsys's future growth potential

Issue 2: Concerns Over Governance Failures Due to Continued Dispatch of Directors from the NTT Group

The relationship between Comsys and the NTT Group dates back approximately 70 years to the establishment of its predecessor, Nippon Telegraph and Telephone Public Corporation. Comsys has long served as a core construction partner for NTT Group companies, responsible for the construction and maintenance of nationwide wired and wireless networks.

However, this deep historical relationship has given rise to serious governance concerns at Comsys. Over the past 20 years, more than 80% of individuals who have served as internal directors of the company are alumni of the NTT Group. This has contributed to the aforementioned skewed director skill sets, risks of declining employee motivation, and potential structural conflicts of interest with respect to orders received from the NTT Group. Oasis believes that in order to ensure the company's business is being conducted appropriately, it is necessary to appoint truly independent outside directors rather than relying on the current outside directors who have long approved the practice of appointing NTT Group alumni to internal director positions.

Oasis’s Proposal

In order to address the issues identified above, and consistent with its large shareholding report disclosures, Oasis has proposed an outside director candidate at the upcoming AGM to drive further growth in the social-infrastructure business and governance improvement at Comsys. Oasis calls on all shareholders of Comsys to vote FOR Oasis's shareholder proposal.

• VOTE FOR: Appointment of an outside director candidate with expertise in social-infrastructure business, who is truly independent:
  

• Masaharu Okada: With over 40 years of experience at Taisei Corporation, Mr. Okada possesses extensive management experience in Japan's construction and infrastructure sectors. Having overseen major construction and infrastructure projects, he brings a high level of expertise in industry strategy and business execution. His background positions him well to contribute to the expansion and advancement of Comsys's social infrastructure-related operations, which the company has identified as a key medium-to-long-term growth area. His cross-industry perspective and independent standpoint as an outside director are expected to provide valuable insights for strategic decision-making, including the pursuit of synergies with Fujiki Ironworks.

Oasis founder and Chief Investment Officer Seth Fischer said:

"Comsys has long built its strategy around the telecommunications construction business, backed by its strong relationship with the NTT Group. However, as investment in telecommunications infrastructure has been declining, the company is seeking a strategic pivot toward growth markets such as data centers and social infrastructure. Despite this shift, the current Board of Directors lacks sufficient expertise in these growth areas, and the company's growth trajectory and share price performance compare poorly against its industry peers.

To address this, Oasis has nominated Masaharu Okada as an outside director. We are convinced that Mr. Okada will bring effective and meaningful change to the Board and unlock Comsys's true growth potential."

Oasis calls on all shareholders who care about Comsys achieving further growth and establishing stronger governance through greater diversity in Board skill sets and meaningful improvements in corporate governance to vote FOR Oasis's proposal.

To learn more about Oasis’s proposals, please visit www.ComsysCorpGov.com. We welcome all stakeholders to contact Oasis at info@ComsysCorpGov.com to help improve Comsys’s corporate governance.

***

Oasis manages private investment funds focused on opportunities in a wide array of asset classes across countries and sectors. Oasis was founded in 2002 by Seth H. Fischer, who leads the firm as its Chief Investment Officer. More information about Oasis is available at https://oasiscm.com. Oasis has adopted the Japan FSA’s "Principles of Responsible Institutional Investors" (a/k/a the Japan Stewardship Code) and, in line with those principles, Oasis monitors and engages with our investee companies.

Oasis is not in any way soliciting or requesting shareholders to jointly exercise their voting rights together with Oasis. Shareholders that have an agreement to jointly exercise their voting rights are regarded as "Joint Holders" under the Japanese large shareholding disclosure rules, and they must file a notification of their aggregate share ownership with the relevant Japanese authority for public disclosure. Oasis disclaims any intention to be treated as a Joint Holder and/or a Specially Related Person with any other shareholder under the Japanese Financial Instruments and Exchange Act ("FIEA") by virtue of the expression of views and opinions and/or any engagement with shareholders and other third parties in or through this document, any public statements or any other information or materials created and/or published by Oasis (whether written or oral, and regardless of medium). Oasis has no intention to receive any power to represent other shareholders in relation to the exercise of their voting rights. This document exclusively represents the opinions, interpretations, and estimates of Oasis. Oasis is expressing such opinions solely in its capacity as an investment advisor to the Oasis funds. Oasis and/or the investment funds it advises hold, and may in the future hold, investments in the company referenced in this document. Accordingly, the views and opinions expressed in this document should not be regarded as impartial. Nothing in this document should be taken as any indication of Oasis’ current or future trading, voting or other intentions which may change at any time. Nothing stated herein is intended to be or should be construed as a proposal for the purposes of paragraph 1 of Article 14-8-2 of the Order for Enforcement of the FIEA (Cabinet Order No 321 of 1965), as amended by Cabinet Order No 247 of 4 July 2025 or otherwise, unless otherwise expressly indicated. The Document exclusively represents the opinions, interpretations, and estimates of Oasis.

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