INTAGE : Matters Concerning Controlling Shareholders, Etc.246KB

September 25, 2025

INTAGE HOLDINGS Inc. (the "Company") hereby announces that the matters concerning the controlling shareholders, etc. of the Company are as follows.

1. Business name etc. of parent company, controlling shareholder (other than parent company), or other affiliated company.

   (as of June 30, 2025)

   Name	Attribute	Percentage of voting rights (%)			Financial instruments exchange on which issued share certificates, etc. are listed
   		Voting rights directly held	Voting rights indirectly held	Total
   NTT, Inc.	Parent company	-	51.0	51.0	Tokyo Stock Exchange, Prime Market
   NTT DOCOMO, INC.	Parent company	51.0	-	51.0	-

2. If there is more than one parent company, the trade name or name of the company that is deemed to have the greatest impact on the listed company and the reason for identifying the impact.

   1. Trade name or name of the company NTT, Inc.

   2. Reason

      NTT, Inc. is parent company of NTT DOCOMO INC., and indirectly owns 51.0% of the voting rights of all shareholders.

3. Positioning of the listed company in the corporate group of the parent company, etc. and relationship between other listed companies and the parent company, etc.

   As described above, NTT, Inc. indirectly owns 51.0% of the voting rights. NTT DOCOMO, a wholly owned subsidiary of NTT, Inc., holds 51.0% of the Company's voting rights, but NTT DOCOMO respects the fact that the Company maintains its independence and

   operates as an independent listed company. Although two directors concurrently serve with NTT DOCOMO as described below, the Board of Directors consists of 12 members, including five independent outside directors, and independent outside directors account for 41.6% of all directors. As such, we believe that a certain degree of independence is secured.

   Status of officer holding concurrent posts

   Title	Name	Title at parent company etc.	Reason for assumption of the position
   Director	Hideki Ishibashi	Senior Vice President and Senior General Manager, Consumer Service Company and in charge of Marketing Innovation Department, Customer Success Department, and Healthcare Service Department, NTT DOCOMO, INC	He has extensive experience and knowledge in the advertising and marketing communications fields of NTT DOCOMO, and is therefore an appropriate person to supervise the execution of operations as we strive to further strengthen the management foundation and increase the corporate value of the Group.
   Director serving as Audit & Supervisory Committee Member	Satoshi Nagai	Senior Manager, Marketing Innovation Department, Consumer Service Company, NTT DOCOMO, INC.	He has extensive experience and expertise in management and new investment support divisions in a group company of NTT DOCOMO, and is therefore an appropriate person to supervise the execution of operations as we strive to further strengthen the management base and increase the corporate value of the Group.

4. Matters concerning transactions with controlling shareholders, etc.

   There are no material transactions with NTT, Inc. and NTT DOCOMO for the fiscal year ended June 30, 2025.

5. The implementation status of the measures to protect minority shareholders during transactions, etc. with the controlling companies

Regarding the relationship with the Company's parent company, NTT, Inc., and its group companies (hereinafter collectively referred to as the "NTT Group"), we will establish a collaborative relationship with them while fully respecting each other's autonomy and self-governance. For transactions, etc. between NTT Group and the Company and its group companies (hereinafter collectively referred to as "the Group") we will conduct them appropriately in accordance with the "Basic Transaction Policy with NTT Group", which sets forth basic policies and procedures to ensure the fairness of transactions. In the event of business transactions, the terms and conditions of such transactions and the method of determining the terms and conditions shall be the same as those of other business partners.

The Governance Committee will review all important contracts with NTT Group before

making any decisions. Particularly important contracts must be approved by the Board of Directors to ensure independent decision-making from the NTT Group.