大塚ホールディングス（4578） – Partial Correction to the Notice for the Calling of the 14th Annual Shareholders Meeting(FY2021)

March 15, 2022 Tatsuo Higuchi President and Representative Director Otsuka Holdings Co., Ltd. Dear Shareholders: part as described below. 1. Description of the corrections Partial Correction to the Notice for the Calling of the 14th Annual Shareholders Meeting (for FY 2021) Otsuka Holdings Co., Ltd. (the “Company”) hereby reports that there is a part to be corrected in the Reference Documents attached to the Notice for the Calling of the 14th Annual Shareholders Meeting (the “Notice”) issued on March 8, 2022. The Company therefore decided to make correction to the said The Company has decided to change the nomination of Mr. Hiroshi Sugawara in Proposal 3 “Election of Four (4) Audit & Supervisory Board Members” from a candidate for Audit & Supervisory Board Member to a candidate for Outside Audit & Supervisory Board Member. The Audit & Supervisory Board has consented to these corrections. [Reason for the corrections] Mr. Hiroshi Sugawara’s term of office as an Outside Audit & Supervisory Board Member of the Company will exceed 12 years if he is reappointed. The Company conservatively considers the independence of Outside Directors and Audit & Supervisory Board Members and, according to the Company’s policy, will not register him as an Independent Officer. In conjunction with this, the Company decided to nominate him as a candidate for Audit & Supervisory Board Member instead of a candidate for Outside Audit & Supervisory Board Member. However, to avoid any misunderstanding that might be caused if Mr. Hiroshi Sugawara does not serve as an Outside Audit & Supervisory Board Member despite satisfying the requirements for Outside Audit & Supervisory Board Members under the provisions of the Companies Act, the Company has decided to change the proposal and nominate him as a candidate for Outside Audit & Supervisory Board Member. There are no changes regarding the Company’s decision to not register him as an Independent Officer. In addition, these corrections have no effect on his track record, expected roles, etc. as an Audit & Supervisory Board Member. 1 2. Details of the corrections (corrections are underlined) On page 21 of the Notice Candidate No. Name Current position in the Company 2 Reappointment Hiroshi Sugawara 11 years and 9 months Outside Audit & Supervisory Board Member 100% 100% Term of office as Audit & Supervisory Board Member Term of office as Audit & Supervisory Board Member Attendance rate at meetings of the Board of Directors Attendance rate at meetings of the Audit & Supervisory Board Attendance rate at meetings of the Board of Directors Attendance rate at meetings of the Audit & Supervisory Board Candidate No. Name Current position in the Company 2 Reappointment Outside Hiroshi Sugawara 11 years and 9 months Outside Audit & Supervisory Board Member 100% 100% On page 22 of the Notice Candidate No. Name (Date of birth) Reappointment Career summary and significant concurrent positions outside the Company Number of the Company’s shares owned 2 8,000 October October 1997 2000 April 2002 February 2006 June 2010 June 2012 Joined Chuo Audit Corporation Joined Deloitte Touche Tohmatsu (present day Deloitte Touche Tohmatsu LLC) Registered as a certified public accountant Vice President, Will Capital Management Co., Ltd. (Current Position) Outside Audit & Supervisory Board Member, Otsuka Holdings Co., Ltd. (Current Position) Outside Audit & Supervisory Board Member, Otsuka Pharmaceutical Co., Ltd. Outside Director, NIPPON PARKING DEVELOPMENT Co., Ltd. Audit & Supervisory Board Member, Otsuka Pharmaceutical Co., Ltd. (Current Position) 2013 2016 March October [Significant concurrent positions outside the Company] Audit & Supervisory Board Member, Otsuka Pharmaceutical Co., Ltd. Vice President, Will Capital Management Co., Ltd. Hiroshi Sugawara (March 13, 1970) Position in the Company: Outside Audit & Supervisory Board Member Term of office as Audit & Supervisory Board Member: 11 years and 9 months [Reasons for nominating him as a candidate for Audit & Supervisory Board Member] Mr. Hiroshi Sugawara has expertise as a certified public accountant in addition to considerable operational experiences, including corporate management. The Company deems that his experience and expertise can be utilized for audits of the Company and nominated him as a candidate for Audit & Supervisory Board Member. 2 Candidate No. Name (Date of birth) Career summary and significant concurrent positions outside the Company Number of the Company’s shares owned 2 8,000 Reappointment Candidate for Outside Audit & Supervisory Board Member October October 1997 2000 April 2002 February 2006 June 2010 June 2012 October 2013 March 2016 Joined Chuo Audit Corporation Joined Deloitte Touche Tohmatsu (present day Deloitte Touche Tohmatsu LLC) Registered as a certified public accountant Vice President, Will Capital Management Co., Ltd. (Current Position) Outside Audit & Supervisory Board Member, Otsuka Holdings Co., Ltd. (Current Position) Outside Audit & Supervisory Board Member, Otsuka Pharmaceutical Co., Ltd. Outside Director, NIPPON PARKING DEVELOPMENT Co., Ltd. Audit & Supervisory Board Member, Otsuka Pharmaceutical Co., Ltd. (Current Position) [Significant concurrent positions outside the Company] Audit & Supervisory Board Member, Otsuka Pharmaceutical Co., Ltd. Vice President, Will Capital Management Co., Ltd. Hiroshi Sugawara (March 13, 1970) Position in the Company: Outside Audit & Supervisory Board Member Term of office as Audit & Supervisory Board Member: 11 years and 9 months [Reasons for nominating him as a candidate for Outside Audit & Supervisory Board Member] Mr. Hiroshi Sugawara has expertise as a certified public accountant in addition to considerable operational experiences, including corporate management. The Company deems that his experience and expertise can be utilized for audits of the Company and nominated him as a candidate for Outside Audit & Supervisory Board Member. On page 24 of the Notice Notes: Notes: Board Members. 2. Kanako Osawa and Sachie Tsuji are candidates for Outside Audit & Supervisory Board Members. The two conform with the Independence Criteria for Outside Directors in the Company’s Corporate Governance Guidelines (presented on page 26), and the Company has registered them as Independent Officers as provided for under the rules of the Tokyo Stock Exchange. 2. Hiroshi Sugawara, Kanako Osawa and Sachie Tsuji are candidates for Outside Audit & Supervisory Kanako Osawa and Sachie Tsuji conform with the Independence Criteria for Outside Directors in the Company’s Corporate Governance Guidelines (presented on page 26), and the Company has registered them as Independent Officers as provided for under the rules of the Tokyo Stock Exchange. 3