To Shareholders with Voting Rights:
Company Name MORITO CO., LTD.
January 23, 2026
Name of Representative
Takaki Ichitsubo Representative Director, CEO
(Securities Code: 9837, TSE Prime Market)
Head Office 4-2-4, Minami Honmachi, Chuo-ku, Osaka-shi, Osaka, Japan
Inquiries Kiyomi Akui
Director, Managing Executive Officer, General Manager of Corporate Management Department, and Division Manager of Corporate Administrative Division (TEL: 06-6252-3551)
Notice of Partial Amendments to Articles of Incorporation
MORITO CO., LTD. (the "Company") hereby announces that, at a meeting held on January 23, 2026, the Board of Directors resolved to submit a proposal to the 88th Annual General Meeting of Shareholders, scheduled to be held on February 26, 2026. This relates to partial amendments to the Articles of Incorporation. The details are described below.
Reason for amendments to Articles of Incorporation
In order to promote flexible capital and dividend policies, Article 39 (Organization for Deciding Dividends of Surplus, etc.) and Article 40 (Record Date for Dividends of Surplus) of the Articles of Incorporation will be established anew. This will ensure that the distribution of surplus and other related matters are implemented by resolution of the Board of Directors, pursuant to the provisions of Article 459, Paragraph 1 of the Companies Act. Accordingly, the current Article 39 (Year-end Dividend) and Article 40 (Interim Dividend), which overlap the content of the amendments, will be deleted.
No provisions will be made in the Articles of Incorporation in accordance with Article 460, Paragraph 1 of the Companies Act, and the amendments do not eliminate resolution of the General Meeting of Shareholders regarding the distribution of surplus, etc.
Details of amendments to Articles of Incorporation
(Amendments are marked as underlined.)
Current Articles of Incorporation
Proposed amendments
(Newly established)
Article 39: (Organization for Deciding Distribution of Surplus, etc.)
The Company may, by resolution of the Board of Directors, determine the matters set forth in each item of Article 459, Paragraph 1 of the Companies Act, including the distribution of surplus, etc., except as otherwise provided for in laws and regulations.
Current Articles of Incorporation
Proposed amendments
(Newly established)
Article 39: (Year-end Dividend)
The Company shall, by resolution of the General Meeting of Shareholders, pay dividends of surplus as year-end dividends to shareholders or registered pledgees of shares listed or recorded in the final shareholder registry as of November 30 of each year.
Article 40: (Interim Dividend)
The Company may, by resolution of the Board of Directors, pay dividends of surplus, pursuant to Article 454, Paragraph 5 of the Companies Act, to shareholders or registered pledgees of shares listed or recorded in the final shareholder registry as of May 31 of each year.
Supplementary Provisions
The Articles of Incorporation shall take effect on February 24, 2023.
Article 40: (Record Date for Distribution of Surplus)
dividends shall be May 31 of each year.
(Deleted)
(Deleted)
(Deleted)
The Company's record date for year-end dividends shall be November 30 of each year.
The Company's record date for interim
In addition to the preceding two paragraphs, the Company may set a record date and pay dividends of surplus.
Schedule
Scheduled date of the General Meeting of Shareholders to amend the Articles of Incorporation
Thursday, February 26, 2026 Scheduled effective date of the amendments to the Articles of Incorporation
Thursday, February 26, 2026