タカショー（7590） – Notice of Convocation Annual General Meeting 2022

This document has been translated from a part of the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail. The Company assumes no responsibility for this translation or for direct, indirect or any other forms of damages arising from the translation. To Shareholders with Voting Rights: Securities code: 7590 March 28, 2022 Nobuo Takaoka President & CEO Takasho Co., Ltd. 489 Sakai, Kainan, Wakayama, Japan NOTICE OF THE 42ND ANNUAL GENERAL MEETING OF SHAREHOLDERS We hereby inform you that the 42nd Annual General Meeting of Shareholders (“the Meeting”) of Takasho Co., Ltd. (the “Company”) will be held as described below. In place of attending the Meeting, you can exercise your voting rights in writing or via the Internet, etc. Please review the attached Reference Documents for the General Meeting of Shareholders, follow the instructions below, and exercise your voting rights by 5:00 p.m. Japan time on Tuesday, April 12, 2022. 1. Date and Time: Wednesday, April 13, 2022 at 11:00 a.m. Japan time (The reception desk is scheduled to open at 10:30 a.m.) 3F, Large Hall, Head Office of the Company 20-1, Minamiakasaka, Kainan, Wakayama, Japan 3. Meeting Agenda: Matters to be reported: 1. The Business Report and Consolidated Financial Statements for the Company’s 42nd Fiscal Year (January 21, 2021 – January 20, 2022) and results of audits of the Consolidated Financial Statements by the Accounting Auditor and the Audit & Supervisory Board 2. Non-consolidated Financial Statements for the Company’s 42nd Fiscal Year (January 21, 2021 – January 20, 2022) 2. Place: Proposals to be resolved: Proposal 1: Proposal 2: Proposal 3: 4. Exercising Your Voting Rights: Appropriation of Surplus Partial Amendments to the Articles of Incorporation Election of One (1) Audit & Supervisory Board Member Please refer to “Guide to Exercising Your Voting Rights” on page 3 (available only in Japanese). – 1 – Gifts for the shareholders attending the Meeting and the shuttle bus service between JR Kainan Station and the venue of the Meeting will be cancelled. In addition, the number of seats has been reduced to about 30 seats. Please note that you may not be granted entry even if you come to the venue. We appreciate your understanding on the above matters. If you are attending the Meeting in person, please submit the enclosed Voting Rights Exercise Form at the reception desk. For the purpose of conserving resources, please bring this “Convocation Notice” with you on the day. Should the Business Report, the Consolidated Financial Statements, the Non-consolidated Financial Statements or the Reference Documents for the General Meeting of Shareholders stated in the Convocation Notice of the Meeting require revisions, the revised versions will be posted on the Company’s website (URL: https://takasho.co.jp/en). – 2 – Measures to Prevent the Spread of COVID-19 In order to prevent the spread of COVID-19 at the Meeting, we strongly encourage shareholders to exercise their voting rights beforehand in writing or via the Internet, etc., and to refrain from attending the Meeting regardless of their health condition on the day. On the day of the Meeting, we will take the following measures to prevent the spread of COVID-19, and we ask for the understanding and cooperation of all shareholders. Shareholders who are considering attending the Meeting are requested to attend only after taking measures to prevent infections to themselves and others, such as by wearing a face mask. Shareholders who are not wearing a face mask on the day may be refused entry. In addition, the Company’s staff will also be wearing face masks. We will measure the body temperatures of attending shareholders, and those with a high temperature or who seem to be unwell may be refused entry. In addition, in order to keep a sufficient distance between seats, we have reduced the number of seats to about 30 seats. Please note that you may not be granted entry even if you come to the venue. The Meeting will be shorter time than in previous years, as it will be conducted smoothly and efficiently. Gifts for shareholders attending the Meeting will be cancelled. In addition, the shuttle bus service between JR Kainan Station and the venue of the Meeting will be cancelled. In the event of any major change to the operation of the General Meeting of Shareholders due to future circumstances, there will be an announcement on the Company’s website (URL: https://takasho.co.jp/en). [Regarding the post-meeting streaming of the Meeting] A video of the Meeting will be available online after the meeting. You can watch it from the URL below from 3:00 p.m. Japan time on Friday, April 15, 2022. *Available until: 3:00 p.m. Japan time, Friday, May 13, 2022 URL https://takasho.co.jp/soukaimovie20220413 – 3 – Reference Documents for the General Meeting of Shareholders Proposals and References Proposal 1: Appropriation of Surplus With regard to the distribution of profits to shareholders, the Company’s basic policy is to promote greater linkage between the dividend amount and performance, in order to clarify its commitment to returning profits to shareholders. The dividend for the fiscal year under review will be ¥23 per share, and the total amount of dividends will be ¥403,110,328, as originally planned. In addition, the effective date of the dividend will be April 14, 2022. Proposal 2: Partial Amendments to the Articles of Incorporation 1. Reasons for the amendments (1) Regarding Article 2 (Purpose) of the current Articles of Incorporation, the Articles of Incorporation of the Company shall be amended as follows. (i) Business purposes shall be added, in order to respond to the diversification of business activities going forward. (ii) The information shall be organized and revised in accordance with the order in which the types of construction are listed in the “Appended Table to the Construction Business Act” of the Ministry of Land, Infrastructure, Transport and Tourism. (2) The amended provisions stipulated in the proviso to Article 1 of the supplementary provisions of the “Act Partially Amending the Companies Act” (Act No. 70 of 2019) will be enforced on September 1, 2022. Accordingly, in order to prepare for the introduction of the system for the electronic provision of documents for the general meeting of shareholders, etc., the Articles of Incorporation of the Company shall be amended as follows. (i) After the proposed amendments, Article 15, Paragraph 1 shall stipulate that information contained in the reference documents for the general meeting of shareholders, etc. shall be provided electronically. (ii) After the proposed amendments, Article 15, Paragraph 2 shall lay down provisions to limit the scope of matters to be included in the paper copy to be issued to shareholders who have requested it. (iii) The provisions related to the Internet disclosure and deemed provision of reference documents for the general meeting of shareholders, etc. (Article 15 of the current Articles of Incorporation) shall become unnecessary and shall therefore be deleted. (iv) Supplementary provisions related to the effective date, etc. shall be established in line with the above-mentioned establishment and deletion of the provisions. – 4 – Current Articles of Incorporation Proposed Amendments (Amendments are underlined.) 2. Details of the amendments The details of the amendments are as follows. (Purpose) Article 2 The purpose of the Company is to operate the following businesses: 1. Manufacturing, sales and construction of landscaping and garden materials 2. Sales and construction of materials and products related to exterior design 3-17 18. Scaffolding and earthwork business 19. Sheet metal business 20. Electrical construction business 21. All operations incidental to each of the preceding items (Internet Disclosure of Reference Documents for the General Meeting of Shareholders, Etc.) Article 15 The Company may disclose information pertaining to matters to be described or indicated in the reference documents for the general meeting of shareholders, non-consolidated financial statements, consolidated financial statements, and business report via the Internet, in accordance with the provisions of the Ordinance of the Ministry of Justice. (Purpose) Article 2 The purpose of the Company is to operate the following businesses: 1. Manufacturing and sales of landscaping and garden materials 2. Sales of materials and products related to exterior design 3-17 18. Construction business 19. Scaffolding and earthwork business 20. Steel structure construction business 21. Sheet metal business 22. Landscaping business 23. Electrical construction business 24. All operations incidental to each of the preceding items – 5 – Current Articles of Incorporation Proposed Amendments (Measures for Electronic Provision, Etc.) Article 15 The Company shall, when convening a general meeting of shareholders, provide information contained in the reference documents for the general meeting of shareholders, etc. electronically. 2. Among the matters to be provided electronically, the Company may choose not to include all or part of the matters stipulated in the Ordinance of the Ministry of Justice in the paper copy to be issued to shareholders who have requested it by the record date for voting rights. Supplementary provisions 1. The deletion of Article 15 (Internet Disclosure of Reference Documents for the General Meeting of Shareholders, Etc.) of the Articles of Incorporation before the amendments and the establishment of Article 15 (Measures for Electronic Provision, Etc.) of the Articles of Incorporation after the amendments shall come into effect on the date of enforcement of the amended provisions stipulated in the proviso to Article 1 of the supplementary provisions of the Act Partially Amending the Companies Act (Act No. 70 of 2019), which is September 1, 2022 (the “Effective Date”). 2. Notwithstanding the provisions of the preceding paragraph, Article 15 of the Articles of Incorporation before the amendments shall remain in force with respect to a general meeting of shareholders to be held on a date within six months from the Effective Date. 3. These supplementary provisions shall be deleted after six months from the Effective Date or after three months from the date of the general meeting of shareholders set forth in the preceding paragraph, whichever is later. – 6 – Proposal 3: Election of One (1) Audit & Supervisory Board Member Audit & Supervisory Board Member Noboru Hiramatsu will resign at the conclusion of the Meeting. Accordingly, the Company proposes the election of one (1) Audit & Supervisory Board Member. As Mr. Masaya Inoue will be elected as a substitute for Mr. Noboru Hiramatsu, his term of office will last until the expiry of the term of office of the retiring Audit & Supervisory Board Member, pursuant to the provisions of the Company’s Articles of Incorporation. The Company has obtained the consent of the Audit & Supervisory Board with respect to this proposal. The candidate for Audit & Supervisory Board Member is as follows: Name (Date of birth) Career summary, positions and significant concurrent positions Masaya Inoue (December 7, 1966) April 1990 March 2020 Joined The Sumitomo Bank, Ltd. Joined the Company Manager, Corporate Management Headquarters (current position) Number of shares of the Company held – (Note) There are no special interests between the candidate for Audit & Supervisory Board Member and the Company. – 7 –