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Changes in Officers3837Ad-Sol Nissin CorporationInformation and Communications, Services and Others

Notice Regarding Decisions on Candidates for Director and Audit & Supervisory Board Member

The candidates for 8 directors and 3 Audit & Supervisory Board members have been provisionally decided for the ordinary general meeting of shareholders scheduled for 25 June 2026. The president will be reappointed, while the changes include promotions to senior managing director and managing director, 2 new directors and 1 new Audit & Supervisory Board member. 3 directors and 1 Audit & Supervisory Board member are also scheduled to retire.

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Who is moving to which position

Resolved 22 April 2026

Incoming appointee

4 items
Scheduled Appointment DateScheduled for 25 June 2026. The appointments are scheduled to be formally decided at the 51st Ordinary General Meeting of Shareholders and the subsequent Board of Directors meeting.
Saito Komei (齋藤 高明)
Previous positionHead of Business Operations
New positionSenior Managing Director
入社年 2026 (Saito Komei (齋藤 高明))
Murakami Yoshifumi (村上 佳史)
Previous positionExecutive Officer, General Manager of the Offering Grid Management Division and General Manager of the GIS and Innovation Business Division (current)
New positionDirectors
入社年 1999 (Murakami Yoshifumi (村上 佳史))
Akabane Miwako (赤羽 美和子)
Previous positionDirector of ㈱NTTデータ・ウィズ (current)
New positionOutside Directors
入社年 Not disclosed
Kawamura Yasuo (河村 康雄)
Previous positionGeneral Manager of the Audit Office (current)
New positionFull-time Audit & Supervisory Board Member
入社年 2005 (Kawamura Yasuo (河村 康雄))

Departing officer

4 items
Date of departureScheduled for 25 June 2026
Ueda Tomizo (上田 富三)Next role stated
Former PositionChairman of the Board
New positionHonorary Chairman
Onishi Hajime (大西 元)Stepping down
Former PositionManaging Director
New positionNot disclosed
Fukui Motoko (福井 素子)Stepping down
Former PositionOutside Directors
New positionNot disclosed
Goseki Kazuhiro (後関 和浩)Stepping down
Former PositionFull-time Audit & Supervisory Board Member
New positionNot disclosed

“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.

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

Ueda Tomizo (上田 富三) is scheduled to become Honorary Chairman after retiring as a director. The other retiring members will not remain on the Board of Directors or the Audit & Supervisory Board.

Filing as an independent officerMineo Hiroshi (峰野博史), Hirota Koichi (廣田耕一), Takamizawa Masabayashi (髙見澤將林) and Akabane Miwako (赤羽美和子) are candidates for independent officers. Otaki Yoshimori (大滝義衛) and Endo Hiroshi (遠藤宏) are also candidates for independent officers.
Shareholders’ meeting approvalYes. The proposal is titled Proposal Regarding Candidates for Directors and Audit & Supervisory Board Members. The 51st Ordinary General Meeting of Shareholders is scheduled to be held on 25 June 2026.
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 date22 April 2026
Scheduled Appointment DateScheduled for 25 June 2026. The appointments are scheduled to be formally decided at the 51st Ordinary General Meeting of Shareholders and the subsequent Board of Directors meeting.
Date of departureScheduled for 25 June 2026
Name of appointeeSaito Komei (齋藤 高明), Murakami Yoshifumi (村上 佳史), Akabane Miwako (赤羽 美和子), Kawamura Yasuo (河村 康雄)
Appointee's new positionSenior Managing Director, Directors, Outside Directors, Full-time Audit & Supervisory Board Member
Appointee's previous positionHead of Business Operations, Executive Officer, General Manager of the Offering Grid Management Division and General Manager of the GIS and Innovation Business Division (current), Director of ㈱NTTデータ・ウィズ (current), General Manager of the Audit Office (current)
Year the appointee joined the Company2026 (Saito Komei (齋藤 高明)), 1999 (Murakami Yoshifumi (村上 佳史)), Not disclosed, 2005 (Kawamura Yasuo (河村 康雄))
Name of departing officerUeda Tomizo (上田 富三), Onishi Hajime (大西 元), Fukui Motoko (福井 素子), Goseki Kazuhiro (後関 和浩)
Former position of departing officerChairman of the Board, Managing Director, Outside Directors, Full-time Audit & Supervisory Board Member
New position of departing officerHonorary Chairman, Not disclosed, Not disclosed, Not disclosed
Whether the incumbent will remain in officeUeda Tomizo (上田 富三) is scheduled to become Honorary Chairman after retiring as a director. The other retiring members will not remain on the Board of Directors or the Audit & Supervisory Board.
Filing as an independent officerMineo Hiroshi (峰野博史), Hirota Koichi (廣田耕一), Takamizawa Masabayashi (髙見澤將林) and Akabane Miwako (赤羽美和子) are candidates for independent officers. Otaki Yoshimori (大滝義衛) and Endo Hiroshi (遠藤宏) are also candidates for independent officers.
Subject to Approval by the General Meeting of ShareholdersYes. The proposal is titled Proposal Regarding Candidates for Directors and Audit & Supervisory Board Members. The 51st Ordinary General Meeting of Shareholders is scheduled to be held on 25 June 2026.
Items this document does not state (8)
Appointee's date of birthNumber of shares held by the appointeeReason for departureReason for changeReasons for appointmentNumber of directors after the changeDetails 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.

Following the recommendations made by the Nomination and Compensation Committee at its meeting held on 18 March 2026, the Board of Directors provisionally decided at its meeting held on 22 April 2026 on the candidates to be submitted to the 51st Ordinary General Meeting of Shareholders scheduled for 25 June 2026.

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Notice Regarding Decisions on Candidates for Director and Audit & Supervisory Board Member | Ad-Sol Nissin Corporation (3837) timely disclosure | Komori