Note : This document has been translated from 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.
To whom it may concern
February 12, 2026
Company name: Hakuhodo DY Holdings Inc. Representative: Yasuo Nishiyama Representative Director & President
(Code number: 2433; TSE Prime Section)
Inquiries: Daisuke Hara Executive Manager, Investor Relations Division
(Tel: +81-3-6441-9033)
Notice of Transition to a Company with an Audit & Supervisory CommitteeHakuhodo DY Holdings Inc. (the "Company") hereby announces that, at a meeting of its Board of Directors held today, it resolved to transition to a company with an Audit & Supervisory Committee, subject to approval at the 23rd Annual General Meeting of Shareholders scheduled to be held in June 2026.
Purpose of the Transition
By transitioning to a company with an Audit & Supervisory Committee, the Company aims to further enhance its corporate governance framework and thereby improve corporate value.
Strengthening of Audit and Supervisory Functions
By establishing an Audit & Supervisory Committee in which outside directors will constitute a majority, granting voting rights at meetings of the Board of Directors to directors serving as Audit & Supervisory Committee members, enabling the exercise of the Audit & Supervisory Committee's
authority to present its opinions, and the like, the Company will strengthen its audit and supervisory functions over the Board of Directors.
Acceleration of Decision-Making
By delegating part of the Board of Directors' authority to decide important matters relating to
business execution to directors, the Company will further accelerate management decision-making and execution under the appropriate supervision of the Board of Directors.
Timing of the Transition
The Company plans to transition to a company with an Audit & Supervisory Committee following approval of the necessary amendments to the Articles of Incorporation at the 23rd Annual General
Meeting of Shareholders scheduled to be held in June 2026.
Other Details
Details of the amendments to the Articles of Incorporation will be announced once they are determined.
End