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Changes in Officers5367NIKKATO CORPORATIONConstruction and Materials

Notice Regarding the Election and Retirement of Directors and Executive Officers and Other Assignments

On 19 June 2026, the Company plans to reappoint 4 directors, including the president, and elect 1 candidate for substitute outside director who is an audit and supervisory committee member. It also plans to reappoint 5 executive officers, change their responsibilities, and appoint 1 department head.

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Who is moving to which position

Resolved 19 March 2026

Incoming appointee

1 item
Scheduled Appointment Date19 June 2026. The election of directors is conditional on approval at the 156th Annual General Meeting of Shareholders, while changes involving executive officers and others are conditional on formal approval by the Board of Directors after the meeting.
Murao Yuji (村尾裕二)
Previous positionAttorney; Sakaihigashi Law Office, Kitahorie Law Office, and mediator at the Civil Mediation Center
New positionSubstitute Outside Director serving as an Audit and Supervisory Committee Member
生年月日 22 July 1975所有株式数 ― shares (reference date: Not disclosed)
Directors after the change7Number
Filing as an independent officerIf Murao Yuji (村尾裕二) is appointed as a director who is an audit and supervisory committee member, the Company plans to notify the Tokyo Stock Exchange that the individual is an independent officer in accordance with its rules.
Shareholders’ meeting approvalYes. The election of directors, excluding directors who are audit and supervisory committee members, is scheduled to be submitted to the 156th Annual General Meeting of Shareholders. The meeting is scheduled for 19 June 2026.
Reasons for appointment

The Company determined that the candidate will be able to provide appropriate advice and recommendations that will contribute to enhancing its corporate value, based on the candidate's broad knowledge and expertise as an attorney and experience including establishing a law firm.

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 date19 March 2026
Scheduled Appointment Date19 June 2026. The election of directors is conditional on approval at the 156th Annual General Meeting of Shareholders, while changes involving executive officers and others are conditional on formal approval by the Board of Directors after the meeting.
Name of appointeeMurao Yuji (村尾裕二)
Appointee's new positionSubstitute Outside Director serving as an Audit and Supervisory Committee Member
Appointee's previous positionAttorney; Sakaihigashi Law Office, Kitahorie Law Office, and mediator at the Civil Mediation Center
Appointee's date of birth22 July 1975
Number of shares held by the appointee― shares (reference date: Not disclosed)
Reasons for appointmentThe Company determined that the candidate will be able to provide appropriate advice and recommendations that will contribute to enhancing its corporate value, based on the candidate's broad knowledge and expertise as an attorney and experience including establishing a law firm.
Number of directors after the change7, including 3 outside directors (planned)
Filing as an independent officerIf Murao Yuji (村尾裕二) is appointed as a director who is an audit and supervisory committee member, the Company plans to notify the Tokyo Stock Exchange that the individual is an independent officer in accordance with its rules.
Subject to Approval by the General Meeting of ShareholdersYes. The election of directors, excluding directors who are audit and supervisory committee members, is scheduled to be submitted to the 156th Annual General Meeting of Shareholders. The meeting is scheduled for 19 June 2026.
Items this document does not state (10)
Date of departureYear the appointee joined the CompanyName of departing officerFormer position of departing officerNew position of departing officerReason for departureWhether the incumbent will remain in officeReason for 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 states that the election of directors and changes involving executive officers and others were decided in principle following deliberations and recommendations by the Nomination and Compensation Advisory Committee. Regarding the candidate for substitute audit and supervisory committee member, the Company expects the candidate to provide appropriate advice and recommendations that will contribute to enhancing its corporate value, based on the candidate's knowledge and broad expertise as an attorney and experience establishing a law firm.

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Notice Regarding the Election and Retirement of Directors and Executive Officers and Other Assignments | NIKKATO CORPORATION (5367) timely disclosure | Komori