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Changes in Directors and Officers2120LIFULL Co.,Ltd.Information and Communications, Services and Others

Notice Regarding Changes in Representative Directors and the Selection of Director Candidates

Inoue Takashi (井上高志), Representative Director and Chairman, will cease to have representative authority and become Chairman of the Board, while representative authority will be consolidated under President Ito Yuji (伊東祐司). The number of directors will also be reduced from the current 8 to 5, and 1 outside director will be newly appointed.

Worth reading
56In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
3
Reduction in the number of directors (from 8 to 5)
Wording
Definitive
How definitive the wording is.

Who is moving to which position

Resolved 12 November 2026

Incoming appointee

1 item
Scheduled Appointment DateAt the conclusion of the 32nd Annual General Meeting of Shareholders scheduled for 23 December 2026 (the election of director candidates is subject to approval at this meeting). The change in representative directors is subject to approval by a meeting of the Board of Directors to be held after this meeting.
Matsumura Ariaki (松村 有晃)
Previous positionRakuten Group,Inc., Senior Executive Officer
New positionOutside Director
生年月日 18 January 1978所有株式数 — shares

Departing officer

1 item
Date of departureShimizu Tetsuro (清水哲朗): 13 October 2026. Shishido Kiyoshi (宍戸潔), Kobayashi Masatada (小林正忠), Okubo Kazutaka (大久保和孝) and Nakamura Kumi (中村公美): at the conclusion of the meeting on 23 December 2026. Inoue Takashi (井上高志) will retire as Representative Director upon expiration of his term.
Inoue Takashi (井上 高志), Shimizu Tetsuro (清水 哲朗), Shishido Kiyoshi (宍戸 潔), Kobayashi Masatada (小林 正忠), Okubo Kazutaka (大久保 和孝), Nakamura Kumi (中村 公美)Next role stated
Former PositionInoue Takashi (井上 高志): Representative Director and Chairman. Shimizu Tetsuro (清水哲朗): Not disclosed. Shishido Kiyoshi (宍戸潔): Not disclosed. Kobayashi Masatada (小林正忠): Outside Director. Okubo Kazutaka (大久保和孝): Outside Director. Nakamura Kumi (中村公美): Outside Director.
New positionInoue Takashi (井上 高志): Director and Chairman. Shimizu Tetsuro (清水哲朗): Retire. Shishido Kiyoshi (宍戸潔): Not disclosed. Kobayashi Masatada (小林正忠): Expected to provide advice. Okubo Kazutaka (大久保和孝): Expected to provide advice. Nakamura Kumi (中村公美): Expected to provide advice.

“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

Inoue Takashi (井上高志): Expiration of term. Shimizu Tetsuro (清水哲朗): Resignation. Shishido Kiyoshi (宍戸潔), Kobayashi Masatada (小林正忠), Okubo Kazutaka (大久保和孝) and Nakamura Kumi (中村公美): Expiration of term.

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

Inoue Takashi (井上高志) will continue as a director. Shimizu Tetsuro (清水哲朗) will retire. Shishido Kiyoshi (宍戸潔), Kobayashi Masatada (小林正忠), Okubo Kazutaka (大久保和孝) and Nakamura Kumi (中村公美) will not continue as directors.

Directors after the change5Number
Filing as an independent officerNakao Ryuichiro (中尾隆一郎) and Kimura Naotaka (木村尚敬) are expected to continue to be designated as independent officers. For Matsumura Ariaki (松村有晃), Not disclosed.
Shareholders’ meeting approvalRequired. A proposal for the election of director candidates will be submitted to the 32nd Annual General Meeting of Shareholders scheduled for 23 December 2026. The change in representative directors requires approval by a meeting of the Board of Directors to be held after this meeting.
Reason for change

Since December 2023, the Company has sought to strengthen the structure of the Group as a whole and establish the next-generation management structure. It moved to a co-representative structure comprising President and Representative Director Ito Yuji (伊東祐司) and founder Inoue Takashi (井上高志), Representative Director and Chairman, and has been pursuing a phased succession of top management over several years. After 3 years of the co-representative structure, the transition to the new management foundation is judged to have progressed smoothly, and strategic execution across the Group will be consolidated under Ito Yuji (伊東祐司).

Reasons for appointment

He has extensive experience and advanced expertise in the internet business and digital marketing fields, including oversight of the advertising division at Rakuten Group,Inc. He also demonstrates a deep understanding of and strong affinity with the Company's vision and corporate culture, and is expected to apply these qualities to create synergies with the Company's business and realize its management strategy.

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 date12 November 2026
Scheduled Appointment DateAt the conclusion of the 32nd Annual General Meeting of Shareholders scheduled for 23 December 2026 (the election of director candidates is subject to approval at this meeting). The change in representative directors is subject to approval by a meeting of the Board of Directors to be held after this meeting.
Date of departureShimizu Tetsuro (清水哲朗): 13 October 2026. Shishido Kiyoshi (宍戸潔), Kobayashi Masatada (小林正忠), Okubo Kazutaka (大久保和孝) and Nakamura Kumi (中村公美): at the conclusion of the meeting on 23 December 2026. Inoue Takashi (井上高志) will retire as Representative Director upon expiration of his term.
Name of appointeeMatsumura Ariaki (松村 有晃)
Appointee's new positionOutside Director
Appointee's previous positionRakuten Group,Inc., Senior Executive Officer
Appointee's date of birth18 January 1978
Number of shares held by the appointee— shares
Name of departing officerInoue Takashi (井上 高志), Shimizu Tetsuro (清水 哲朗), Shishido Kiyoshi (宍戸 潔), Kobayashi Masatada (小林 正忠), Okubo Kazutaka (大久保 和孝), Nakamura Kumi (中村 公美)
Former position of departing officerInoue Takashi (井上 高志): Representative Director and Chairman. Shimizu Tetsuro (清水哲朗): Not disclosed. Shishido Kiyoshi (宍戸潔): Not disclosed. Kobayashi Masatada (小林正忠): Outside Director. Okubo Kazutaka (大久保和孝): Outside Director. Nakamura Kumi (中村公美): Outside Director.
New position of departing officerInoue Takashi (井上 高志): Director and Chairman. Shimizu Tetsuro (清水哲朗): Retire. Shishido Kiyoshi (宍戸潔): Not disclosed. Kobayashi Masatada (小林正忠): Expected to provide advice. Okubo Kazutaka (大久保和孝): Expected to provide advice. Nakamura Kumi (中村公美): Expected to provide advice.
Reason for departureInoue Takashi (井上高志): Expiration of term. Shimizu Tetsuro (清水哲朗): Resignation. Shishido Kiyoshi (宍戸潔), Kobayashi Masatada (小林正忠), Okubo Kazutaka (大久保和孝) and Nakamura Kumi (中村公美): Expiration of term.
Whether the incumbent will remain in officeInoue Takashi (井上高志) will continue as a director. Shimizu Tetsuro (清水哲朗) will retire. Shishido Kiyoshi (宍戸潔), Kobayashi Masatada (小林正忠), Okubo Kazutaka (大久保和孝) and Nakamura Kumi (中村公美) will not continue as directors.
Reason for changeSince December 2023, the Company has sought to strengthen the structure of the Group as a whole and establish the next-generation management structure. It moved to a co-representative structure comprising President and Representative Director Ito Yuji (伊東祐司) and founder Inoue Takashi (井上高志), Representative Director and Chairman, and has been pursuing a phased succession of top management over several years. After 3 years of the co-representative structure, the transition to the new management foundation is judged to have progressed smoothly, and strategic execution across the Group will be consolidated under Ito Yuji (伊東祐司).
Reasons for appointmentHe has extensive experience and advanced expertise in the internet business and digital marketing fields, including oversight of the advertising division at Rakuten Group,Inc. He also demonstrates a deep understanding of and strong affinity with the Company's vision and corporate culture, and is expected to apply these qualities to create synergies with the Company's business and realize its management strategy.
Number of directors after the change5 (including 3 outside directors)
Filing as an independent officerNakao Ryuichiro (中尾隆一郎) and Kimura Naotaka (木村尚敬) are expected to continue to be designated as independent officers. For Matsumura Ariaki (松村有晃), Not disclosed.
Subject to Approval by the General Meeting of ShareholdersRequired. A proposal for the election of director candidates will be submitted to the 32nd Annual General Meeting of Shareholders scheduled for 23 December 2026. The change in representative directors requires approval by a meeting of the Board of Directors to be held after this meeting.
Items this document does not state (3)
Year the appointee joined the CompanyDetails 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.

After 3 years of a co-representative structure, the transition to the new management foundation is judged to have progressed smoothly. Strategic execution across the Group will therefore be consolidated under Ito Yuji (伊東祐司), clarifying the allocation of authority and responsibility, accelerating management decision-making, further accelerating business growth and strengthening the governance structure. The number of directors will also be reduced to speed up decision-making by the Board of Directors.

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Notice Regarding Changes in Representative Directors and the Selection of Director Candidates | LIFULL Co.,Ltd. (2120) timely disclosure | Komori