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Changes in Officers7138TORICO Co.,Ltd.Retail

Notice Concerning the Selection of Candidates for Directors and Audit & Supervisory Board Members

At the Annual General Meeting of Shareholders scheduled for 26 June 2026, proposals will be submitted for the election of 2 directors and 1 outside Audit & Supervisory Board member. At the same time, 1 outside director and 1 outside Audit & Supervisory Board member are scheduled to retire.

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Who is moving to which position

Resolved 25 May 2026

Incoming appointee

3 items
Scheduled Appointment DateTo be formally decided subject to approval at the 21st Annual General Meeting of Shareholders scheduled for 26 June 2026
尾下順治 (Oshita Junji)
Previous positionRepresentative Director of 株式会社TORICO Ethereum (incumbent)
New positionDirectors
生年月日 1 October 1974
國光宏尚 (Kunimitsu Hirotaka)
Previous positionRepresentative Director of 株式会社Mint Town (incumbent), Representative Director of 株式会社フィナンシェ (incumbent), and other positions
New positionOutside Directors
生年月日 28 January 1974
白川繁 (Shirakawa Shigeru)
Previous position白川繁公認会計士事務所; certified public accountant and licensed tax accountant
New positionOutside Corporate Auditor
生年月日 27 August 1980

Departing officer

2 items
Date of departureAt the conclusion of the 21st Annual General Meeting of Shareholders scheduled for 26 June 2026
廣木響平 (Hiroki Kyohei)Next role stated
Former PositionOutside Directors
New positionRetirement
森孝司 (Mori Koji)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

Resignation

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

Will not remain on the Board of Directors

Filing as an independent officerIf 白川繁 (Shirakawa Shigeru) is elected as an Audit & Supervisory Board member, the Company plans to register him as an independent officer in accordance with the rules of the Tokyo Stock Exchange
Shareholders’ meeting approvalRequired. Proposals for the election of director candidates and Audit & Supervisory Board member candidates will be submitted to the 21st Annual General Meeting of Shareholders, scheduled for 26 June 2026
Reasons for appointment

Since joining the launch of Netyear in 2001, he has been at the forefront of management for more than 20 years and has outstanding management ability and extensive experience. The Company determined that he can fundamentally strengthen the framework for promoting its new cryptocurrency investment business and make a significant contribution to the Company's further growth and enhancement of corporate value., He has extensive management experience in the entertainment and IT fields and deep knowledge of the Web3 industry. The Company determined that he can make a significant contribution by providing valuable advice to management, appropriate oversight, and promoting the new cryptocurrency investment business., In addition to his advanced professional knowledge and extensive experience as a certified public accountant and licensed tax accountant, he has experience auditing cryptocurrency exchange operators and serving as an adviser to Web3-related companies. The Company determined that he can make a significant contribution to strengthening corporate governance and the sound promotion of new businesses.

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 date25 May 2026
Scheduled Appointment DateTo be formally decided subject to approval at the 21st Annual General Meeting of Shareholders scheduled for 26 June 2026
Date of departureAt the conclusion of the 21st Annual General Meeting of Shareholders scheduled for 26 June 2026
Name of appointee尾下順治 (Oshita Junji), 國光宏尚 (Kunimitsu Hirotaka), 白川繁 (Shirakawa Shigeru)
Appointee's new positionDirectors, Outside Directors, Outside Corporate Auditor
Appointee's previous positionRepresentative Director of 株式会社TORICO Ethereum (incumbent), Representative Director of 株式会社Mint Town (incumbent), Representative Director of 株式会社フィナンシェ (incumbent), and other positions, 白川繁公認会計士事務所; certified public accountant and licensed tax accountant
Appointee's date of birth1 October 1974, 28 January 1974, 27 August 1980
Name of departing officer廣木響平 (Hiroki Kyohei), 森孝司 (Mori Koji)
Former position of departing officerOutside Directors, Outside Corporate Auditor
New position of departing officerRetirement, Retirement
Reason for departureResignation
Whether the incumbent will remain in officeWill not remain on the Board of Directors
Reasons for appointmentSince joining the launch of Netyear in 2001, he has been at the forefront of management for more than 20 years and has outstanding management ability and extensive experience. The Company determined that he can fundamentally strengthen the framework for promoting its new cryptocurrency investment business and make a significant contribution to the Company's further growth and enhancement of corporate value., He has extensive management experience in the entertainment and IT fields and deep knowledge of the Web3 industry. The Company determined that he can make a significant contribution by providing valuable advice to management, appropriate oversight, and promoting the new cryptocurrency investment business., In addition to his advanced professional knowledge and extensive experience as a certified public accountant and licensed tax accountant, he has experience auditing cryptocurrency exchange operators and serving as an adviser to Web3-related companies. The Company determined that he can make a significant contribution to strengthening corporate governance and the sound promotion of new businesses.
Filing as an independent officerIf 白川繁 (Shirakawa Shigeru) is elected as an Audit & Supervisory Board member, the Company plans to register him as an independent officer in accordance with the rules of the Tokyo Stock Exchange
Subject to Approval by the General Meeting of ShareholdersRequired. Proposals for the election of director candidates and Audit & Supervisory Board member candidates will be submitted to the 21st Annual General Meeting of Shareholders, scheduled for 26 June 2026
Items this document does not state (6)
Year the appointee joined the CompanyNumber of shares held by the appointeeReason for changeNumber 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 determined that 尾下順治 (Oshita Junji) can help strengthen the framework for promoting the cryptocurrency investment business and contribute to the Company's growth and enhancement of corporate value. The Company determined that 國光宏尚 (Kunimitsu Hirotaka) can leverage his experience in the Web3 field to contribute to management advice and oversight, as well as the promotion of the cryptocurrency investment business. The Company determined that 白川繁 (Shirakawa Shigeru) can leverage his specialized knowledge and experience in the cryptocurrency and Web3 fields to contribute to strengthening corporate governance and the sound promotion of new businesses. The scheduled retirees will retire by resignation.

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Notice Concerning the Selection of Candidates for Directors and Audit & Supervisory Board Members | TORICO Co.,Ltd. (7138) timely disclosure | Komori