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Changes in Officers1447SAAF Holdings Co.,Ltd.Construction and Materials

Notice Regarding the Election of Candidates for Directors, Audit & Supervisory Board Members and Substitute Audit & Supervisory Board Members

At the Annual General Meeting of Shareholders scheduled for 29 June 2026, proposals will be submitted to elect 7 directors, 3 Audit & Supervisory Board members and 1 substitute Audit & Supervisory Board member. The directors will change from Matsuba Kiyoshi (松場 清志) to Baba Noriko (馬場乃里子), and the Audit & Supervisory Board members will change from Okada Kenji (岡田 憲治) to Aoki Nobufumi (青木伸文).

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Who is moving to which position

Resolved 4 June 2026

Incoming appointee

2 items
Scheduled Appointment DateAt the conclusion of the 8th Annual General Meeting of Shareholders scheduled for 29 June 2026, subject to approval of the election proposals at the General Meeting of Shareholders
Baba Noriko (馬場乃里子)
New positionDirector (candidate for outside director, independent officer)
生年月日 24 October 1980
Aoki Nobufumi (青木伸文)
New positionAudit & Supervisory Board Member (candidate for Outside Audit & Supervisory Board Member)
生年月日 7 February 1974

Departing officer

2 items
Date of departureAt the conclusion of the 8th Annual General Meeting of Shareholders scheduled for 29 June 2026
Matsuba Kiyoshi (松場 清志)Next role stated
Former PositionChairman of the Board
New positionRetirement
Okada Kenji (岡田 憲治)Next role stated
Former PositionOutside Corporate Auditor
New positionRetirement

“Next role stated” means the document names the position the person holds after stepping down. It does not necessarily mean they are leaving the company.

Reason for departure

Expiration of term

Whether the incumbent will remain in office (whether they will retain their position)

Will not remain on the Board of Directors or the Board of Corporate Auditors

Directors after the change7Number
Filing as an independent officerTsukamoto Isao (塚本 勲), Morimoto Chikako (森本千賀子), Nakaoka Kazuki (仲岡一紀) and Baba Noriko (馬場乃里子) have been reported to the Tokyo Stock Exchange as independent officers
Shareholders’ meeting approvalRequired. Proposals to elect 7 directors, 3 Audit & Supervisory Board members and 1 substitute Audit & Supervisory Board member at the 8th Annual General Meeting of Shareholders. The meeting is scheduled for 29 June 2026
Reason for change

All 7 directors and all 3 Audit & Supervisory Board members will reach the end of their terms upon the conclusion of this Annual General Meeting of Shareholders

Independent officers are outside officers registered with the exchange as having no conflict of interest with general shareholders.
Who is moving to which position
ItemDetails
Resolution date4 June 2026
Scheduled Appointment DateAt the conclusion of the 8th Annual General Meeting of Shareholders scheduled for 29 June 2026, subject to approval of the election proposals at the General Meeting of Shareholders
Date of departureAt the conclusion of the 8th Annual General Meeting of Shareholders scheduled for 29 June 2026
Name of appointeeBaba Noriko (馬場乃里子), Aoki Nobufumi (青木伸文)
Appointee's new positionDirector (candidate for outside director, independent officer), Audit & Supervisory Board Member (candidate for Outside Audit & Supervisory Board Member)
Appointee's date of birth24 October 1980, 7 February 1974
Name of departing officerMatsuba Kiyoshi (松場 清志), Okada Kenji (岡田 憲治)
Former position of departing officerChairman of the Board, Outside Corporate Auditor
New position of departing officerRetirement, Retirement
Reason for departureExpiration of term
Whether the incumbent will remain in officeWill not remain on the Board of Directors or the Board of Corporate Auditors
Reason for changeAll 7 directors and all 3 Audit & Supervisory Board members will reach the end of their terms upon the conclusion of this Annual General Meeting of Shareholders
Number of directors after the change7, including 4 Outside Directors
Filing as an independent officerTsukamoto Isao (塚本 勲), Morimoto Chikako (森本千賀子), Nakaoka Kazuki (仲岡一紀) and Baba Noriko (馬場乃里子) have been reported to the Tokyo Stock Exchange as independent officers
Subject to Approval by the General Meeting of ShareholdersRequired. Proposals to elect 7 directors, 3 Audit & Supervisory Board members and 1 substitute Audit & Supervisory Board member at the 8th Annual General Meeting of Shareholders. The meeting is scheduled for 29 June 2026
Items this document does not state (6)
Appointee's previous positionYear the appointee joined the CompanyNumber of shares held by the appointeeReasons for appointmentDetails of organizational changesChange in Corporate Governance Structure

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

All directors and Audit & Supervisory Board members will reach the end of their terms upon the conclusion of the Annual General Meeting of Shareholders, so proposals will be submitted to elect the respective candidates. The substitute Audit & Supervisory Board member will be elected in preparation for any shortfall in the number of Audit & Supervisory Board members required by law.

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Notice Regarding the Election of Candidates for Directors, Audit & Supervisory Board Members and Substitute Audit & Supervisory Board Members | SAAF Holdings Co.,Ltd. (1447) timely disclosure | Komori