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Changes in Officers4923COTA CO.,LTD.Materials and Chemicals

Notice Concerning Changes in Officers

小田尚江 Oda Naoe (小田尚江) is scheduled to be newly appointed as an outside director effective 19 June 2026. At the same time, 大沢祐子 Osawa Yuko (大沢祐子) will retire as an outside director.

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Who is moving to which position

Resolved 14 May 2026

Incoming appointee

1 item
Scheduled Appointment DateScheduled for 19 June 2026 (to be formally decided at the 47th Annual General Meeting of Shareholders scheduled for 19 June 2026)
小田尚江 Oda Naoe (小田尚江)
Previous positionRepresentative Member of 合同会社And March (current)
New positionOutside directors
生年月日 30 November 1975

Departing officer

1 item
Date of departureScheduled for 19 June 2026
大沢祐子 Osawa Yuko (大沢祐子)Stepping down
Former PositionOutside directors
Filing as an independent officerThe Company plans to register him with the exchange as an independent officer.
Shareholders’ meeting approvalRequired. No proposal title is stated. Formal approval is scheduled to be obtained at the 47th Annual General Meeting of Shareholders scheduled for 19 June 2026.
Reason for change

The company determined that she has experience in corporate management as a representative director or executive officer, as well as experience overseeing management as an outside director, and that she can use her extensive experience and broad knowledge to make active, multifaceted and constructive contributions to the Board of Directors from an independent and objective standpoint. In light of this extensive experience, the company believes that she can properly perform her duties as an outside director. Based on her knowledge and experience, she is expected to contribute to strengthening the Board of Directors' decision-making and management oversight functions, among others, and will accordingly be newly nominated as a candidate for outside director.

Reasons for appointment

The company determined that she has experience in corporate management as a representative director or executive officer, as well as experience overseeing management as an outside director, and that she can use her extensive experience and broad knowledge to make active, multifaceted and constructive contributions to the Board of Directors from an independent and objective standpoint. In light of this extensive experience, the company believes that she can properly perform her duties as an outside director. Based on her knowledge and experience, she is expected to contribute to strengthening the Board of Directors' decision-making and management oversight functions, among others, and will accordingly be newly nominated as a candidate for outside director.

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 date14 May 2026
Scheduled Appointment DateScheduled for 19 June 2026 (to be formally decided at the 47th Annual General Meeting of Shareholders scheduled for 19 June 2026)
Date of departureScheduled for 19 June 2026
Name of appointee小田尚江 Oda Naoe (小田尚江)
Appointee's new positionOutside directors
Appointee's previous positionRepresentative Member of 合同会社And March (current)
Appointee's date of birth30 November 1975
Name of departing officer大沢祐子 Osawa Yuko (大沢祐子)
Former position of departing officerOutside directors
Reason for changeThe company determined that she has experience in corporate management as a representative director or executive officer, as well as experience overseeing management as an outside director, and that she can use her extensive experience and broad knowledge to make active, multifaceted and constructive contributions to the Board of Directors from an independent and objective standpoint. In light of this extensive experience, the company believes that she can properly perform her duties as an outside director. Based on her knowledge and experience, she is expected to contribute to strengthening the Board of Directors' decision-making and management oversight functions, among others, and will accordingly be newly nominated as a candidate for outside director.
Reasons for appointmentThe company determined that she has experience in corporate management as a representative director or executive officer, as well as experience overseeing management as an outside director, and that she can use her extensive experience and broad knowledge to make active, multifaceted and constructive contributions to the Board of Directors from an independent and objective standpoint. In light of this extensive experience, the company believes that she can properly perform her duties as an outside director. Based on her knowledge and experience, she is expected to contribute to strengthening the Board of Directors' decision-making and management oversight functions, among others, and will accordingly be newly nominated as a candidate for outside director.
Filing as an independent officerThe Company plans to register him with the exchange as an independent officer.
Subject to Approval by the General Meeting of ShareholdersRequired. No proposal title is stated. Formal approval is scheduled to be obtained at the 47th Annual General Meeting of Shareholders scheduled for 19 June 2026.
Items this document does not state (8)
Year the appointee joined the CompanyNumber of shares held by the appointeeNew position of departing officerReason for departureWhether the incumbent will remain in officeNumber 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.

The company explains that 小田尚江 Oda Naoe (小田尚江) was selected as a candidate for outside director in the expectation that her extensive experience and broad knowledge in corporate management and as an outside director will contribute to strengthening the Board of Directors' decision-making and management oversight functions. No reason is stated for the retirement of 大沢祐子 Osawa Yuko (大沢祐子).

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Notice Concerning Changes in Officers | COTA CO.,LTD. (4923) timely disclosure | Komori