Tachi-s Co., Ltd. TSE:7239

TACHI S : Notice Concerning the Receipt of a Letter Partially Withdrawing Shareholder Proposals, and Matters Submitted to the 70th Annual General Meeting of Shareholders

Published

Source: MarketScreener

May 30, 2022

Listed Company Name

TACHI-S CO., LTD.

Name of Representative

Yuichiro Yamamoto, President & CEO & COO

(Code 7239)

Contact

General Affairs Department (TEL: 042-546-8111)

Notice Concerning the Receipt of a Letter Partially Withdrawing Shareholder Proposals, and

Matters Submitted to the 70th Annual General Meeting of Shareholders

TACHI-S CO., LTD. ("the Company") previously received shareholder proposals for submission to the 70th Annual General Meeting of Shareholders to be held on June 24, 2022 ("this General Meeting"), from

INTERTRUST TRUSTEES (CAYMAN) LIMITED SOLELY IN ITS CAPACITY AS TRUSTEE OF JAPAN- UP and Strategic Capital, Inc., a shareholder of the Company, as announced in "Notice of Receipt of a Letter Containing Shareholder Proposals and the Opinion of Board of Directors Regarding the Shareholder Proposals" on May 13, 2022 (URL: https://www.tachi-s.co.jp/dcms_media/other/20220513c_tachi-s_en.pdf). The Company hereby announces that it received today a letter from the proposing shareholder partially withdrawing these shareholder proposals, and that the Company's Board of Directors resolved today to consent to this partial withdrawal of shareholder proposals and to partially amend the matters for approval at this General Meeting, accordingly.

1. Proposing shareholder

INTERTRUST TRUSTEES (CAYMAN) LIMITED SOLELY IN ITS CAPACITY AS TRUSTEE OF JAPAN-UP and Strategic Capital, Inc.

2. Agenda items associated with the withdrawn shareholder proposals

Revisions to the Articles of Incorporation with regard to the cancellation of treasury stock Cancellation of treasury stock

The Notice of this General Meeting, posted on the Company's website as of today (URL: https://www.tachi- s.co.jp/dcms_media/other/70shoushu_en.pdf), does not reflect the partial withdrawal of the shareholder proposals, or the Company's consent to this withdrawal, due to the constraints of the proofing schedule.

Notes: 1. Specifically, two proposals have been withdrawn: Proposal 5: Revisions to the Articles of Incorporation with regard to the cancellation of treasury stock; and Proposal 6: Cancellation of treasury stock.

2. The Notice of this General Meeting to be sent to shareholders in the coming days will be identical to the Notice posted on the Company's website, above.

Proposal 5 and Proposal 6, which have been withdrawn, will therefore not be submitted to this General Meeting. We apologize for any confusion, and request your understanding in this matter.

As stated above, no revisions, including the renumbering of proposals pursuant to the withdrawal of Proposal 5 and Proposal 6, will be made to the Notice of this General Meeting and the associated Reference Documents, which have already been proofed, in view of the schedule for sending these documents to

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shareholders.

Shareholders are requested to exercise their voting rights regarding the Company Proposals (Proposals 1 to 3) and Shareholder Proposals 4, 7, and 8.

(Reference) Matters for approval at this General Meeting after the partial withdrawal of shareholder proposals

Proposal 1: Partial Amendment to Articles of Incorporation

Proposal 2: Election of nine Directors

Proposal 3: Election of one Audit & Supervisory Board Member

Proposal 4: Revisions to the Articles of Incorporation with regard to the disclosure of cost of equity

Proposal 7: Revisions to the Articles of Incorporation with regard to dialogue with shareholders

Proposal 8: Revisions to the Articles of Incorporation with regard to cross-shareholdings

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