ＥＮＥＯＳホールディングス（5020） – Convocation Notice of the 12th Ordinary General Meeting of Shareholders

THE FOLLOWING IS AN ENGLISH TRANSLATION PREPARED FOR THE CONVENIENCE OF THE SHAREHOLDERS AND INVESTORS. THE OFFICIAL TEXT IN JAPANESE OF THE CONVOCATION NOTICE OF THE ORDINARY GENERAL MEETING OF SHAREHOLDERS HAS BEEN PREPARED IN ACCORDANCE WITH STATUTORY PROVISIONS AND MAILED TO THE RESPECTIVE SHAREHOLDERS. SHOULD THERE BE ANY INCONSISTENCY BETWEEN THE TRANSLATION AND THE OFFICIAL TEXT IN TERMS OF THE CONTENTS OF THE NOTICE, THE OFFICIAL TEXT SHALL PREVAIL. THE COMPANY ACCEPTS NO LIABILITY FOR ANY MISUNDERSTANDING CAUSED BY THE TRANSLATION FOR ANY REASON WHATSOEVER. CONVOCATION NOTICE OF THE 12TH ORDINARY GENERAL MEETING OF SHAREHOLDERS Tuesday, June 28, 2022 at 10 a.m. (Reception will open at 9 a.m.) Date and Time: Place: Ballroom “Aoi,” Second Floor, Palace Hotel Tokyo 1-1, Marunouchi 1-chome, Chiyoda-ku, Tokyo Deadline for Exercise of Voting Right(s) in Writing or via the A Request to Our Shareholders Internet: Monday, June 27, 2022 until 5:30 p.m. Matters to be Resolved: Proposal No. 1 Appropriation of Surplus Proposal No. 2 Partial Amendment to the Articles of Incorporation Proposal No. 3 Election of 12 Directors who are not Audit and Supervisory Committee Members Proposal No. 4 Election of 3 Directors who are Audit and Supervisory Committee Members Table of Contents Convocation Notice of the 12th Ordinary General Meeting of Shareholders …………………………………………………………………… 3 Reference Materials for the General Meeting of Shareholders ………………………………………………………………………. 6 Business Report ………………………………………………………………… 34 Consolidated Financial Statements ……………………………………… 67 Non-Consolidated Financial Statements ……………………………… 70 Audit Reports …………………………………………………………………… 72 █ This ordinary general meeting of shareholders is to be held by taking as many measures as possible to prevent the spread of COVID-19 and ensure the safety of shareholders. █ As shareholders may exercise their voting right(s) in advance in writing or via the Internet, we strongly encourage you to make use of these options, and to refrain from attending the meeting in person on the day. █ If you are found to have a fever or appear to be unwell when you arrive at the venue, you may be refused entry. █ Please refer to our website (https://www.hd.eneos.co.jp/ir/stock/meeting/) for information and requests regarding countermeasures against COVID-19 infections. No souvenirs will be distributed at this ordinary general meeting of shareholders. We ask for your understanding and cooperation in this matter. ENEOS Holdings, Inc. Securities Code: 5020 Greetings We wish to begin by expressing our sincere gratitude for your continued support and patronage. We also offer our respectful condolences to the families of those who have lost loved ones to COVID-19, while praying for the speedy recovery of those who have contracted this disease or who are struggling with its consequences. You are hereby cordially notified of the 12th Ordinary General Meeting of Shareholders of ENEOS Holdings, Inc. (the “Company”), to be held on Tuesday June 28, 2022. Shareholders. This convocation notice, which you are invited to read at your leisure, contains explanations of the status of the ENEOS Group during the 12th fiscal term, as well as of the proposals to be resolved at the Ordinary General Meeting of June 2022 Saitou Takeshi Representative Director, President Harnessing the Earth’s power for the common good and for the day-to-day life of each individual, we will contribute to the development of our communities and help to ensure a vibrant future through creation and innovation in ENEOS Group Philosophy Mission energy, resources, and materials. Our Five Core Values As a member of the community High ethical standards Based on our core principles of integrity and fairness, we conduct all of our business activities in accordance with our high ethical standards. Health, safety, and environment We give the highest priority to health, safety and environmental initiatives, which are vital to the well-being of all living things. Focus on customers We strive to meet the expectations and evolving needs of our valued customers and of society as a whole through the stable provision of products and services while creating new value as only we can. Taking on challenges Taking changes in our stride, we rise to the challenge of creating new value while seeking innovative solutions for today and tomorrow. Moving Forward Looking to the future, we continue to grow, both as individuals and as a company, through the personal and professional development of each and every employee. Supporting day-to-day life For a vibrant future – 1 – ENEOS Group Operation System Table of Contents ENEOS Holdings, Inc. Convocation Notice of the 12th Ordinary General Meeting of Shareholders ………………………………………………………………….. 3 Reference Materials for the General Meeting of Shareholders ………………………………………………………………….. 6 Business Report 1. Matters Concerning Present Condition of the Corporate Group ……………………………………………………………………… 34 2. Matters Concerning Shares ……………………………………….. 57 3. Matters Concerning the Company’s Executives ………….. 58 Consolidated Financial Statements Consolidated Statements of Financial Position ………………… 67 Consolidated Statements of Profit or Loss ………………………. 68 Non-Consolidated Financial Statements Non-consolidated Balance Sheets ………………………………….. 70 Non-consolidated Statements of Income …………………………. 71 Audit Reports Copy of the Financial Auditor’s Report (on Consolidated Financial Statements) ……………………………………………………. 72 Copy of the Financial Auditor’s Report (on Non-consolidated Financial Statements) ……………………………………………………. 74 Copy of Audit and Supervisory Committee’s Report ……….. 76 Energy Business ENEOS Corporation Oil and Natural Gas E&P Business JX Nippon Oil & Gas Exploration Corporation Metals Business JX Nippon Mining & Metals Corporation Other Business NIPPO CORPORATION, etc. *ENEOS Corporation, JX Nippon Oil & Gas Exploration Corporation and JX Nippon Mining & Metals Corporation shall hereinafter collectively be referred to as the “Principal Operating Companies.” 1. Pursuant to laws and regulations and Article 15 of the Articles of Incorporation of the Company, the following items are posted on the Company’s website and are not included in this convocation notice: (1) part of the business report (Part of Matters Concerning Present Condition of the Corporate Group, Matters Concerning the Accounting Auditor, and System to Ensure Proper Operations and the Operating Effectiveness of Such System), (2) consolidated statement of changes in equity and the notes to consolidated financial statements of the consolidated financial statements (3) the statement of changes in equity and notes to non-consolidated financial statements of the financial statements of the Company. The Audit and Supervisory Committee audits items (1) to (3) in addition to the business report, consolidated financial statements, and non-consolidated financial statements in this convocation notice. The financial auditor has audited the consolidated financial statements and the non-consolidated financial statements, in addition to items (2) and (3). 2. Where it becomes necessary to revise the business report, the consolidated financial statements, the non-consolidated financial statements or the reference materials for the general meeting of shareholders, the revised information and data thereof will be posted on the Company’s website. 3. The information contained in this convocation notice has been disclosed on our website before sending this convocation notice with the objective of providing the information promptly. URL __________________________________________ █ https://www.hd.eneos.co.jp/ir/stock/meeting/ – 2 – Dear Our Shareholders Securities Code: 5020 June 6, 2022 Saitou Takeshi Representative Director, President ENEOS Holdings, Inc. 1-2, Otemachi 1-chome Chiyoda-ku, Tokyo, Japan 1. 2. 3. CONVOCATION NOTICE OF THE 12TH ORDINARY GENERAL MEETING OF SHAREHOLDERS You are cordially notified of the 12th Ordinary General Meeting of Shareholders of ENEOS Holdings, Inc. (the “Company”) to be held as described below. Since the COVID-19 remains highly contagious, appropriate measures have been taken to prevent the spread of infection at this Ordinary General Meeting of Shareholders. We strongly request you to refrain from attending this meeting in person regardless of your health condition from the perspective of preventing possible infection of the shareholders themselves as well as preventing the spread of infection. Instead, we urge you to examine the “Reference Materials for the General Meeting of Shareholders” set out below, and exercise your voting right(s) either in writing or by electronic means (e.g., the Internet) in advance of the meeting. Particulars Date and Time: Tuesday, June 28, 2022 at 10:00 a.m. (Reception will open at 9:00 a.m.) Place: Ballroom “Aoi,” Second Floor, Palace Hotel Tokyo 1-1, Marunouchi 1-chome, Chiyoda-ku, Tokyo Purposes Matters to be Reported: 1. The business report, the consolidated financial statements, and the auditors’ reports on the consolidated financial statements by the financial auditor and the Audit and Supervisory Committee, for the 12th fiscal term (from April 1, 2021 to March 31, 2022) 2. The non-consolidated financial statements for the 12th fiscal term (from April 1, 2021 to March 31, 2022) Matters to be Resolved: Proposal No. 1 : Appropriation of Surplus Proposal No. 2 : Partial Amendment to the Articles of Incorporation Proposal No. 3: Election of 12 Directors who are not Audit and Supervisory Committee Members Proposal No. 4: Election of 3 Directors who are Audit and Supervisory Committee Members – 3 – 4. Matters concerning Exercise of Voting Right(s): Exercise Voting Right(s) by Electronic Means (e.g., the Internet) You may exercise voting right(s) through the Internet by either of the following methods. (1) Scanning the QR code (“Smart Voting”) (2) Entering the code and password for the exercise of voting right(s) Please exercise your voting right(s) by referring to the Exercising Voting Right(s) through the Internet on the following page. Deadline for exercise of voting right(s): 5:30 p.m., Monday June 27, 2022 █ If you exercise voting right(s) by through electronic means (e.g., the Internet) and/or a proxy card multiple times, and the votes conflict, the Company will treat the last vote received as valid. Where you exercise your voting right(s) both through electronic means (e.g., the Internet) and in writing, and the votes reach the Company on the same day, the vote through electronic means (e.g., the Internet) will be treated as valid. █ If you exercise voting right(s) multiple times through electronic means (e.g., the Internet), and the votes conflict with respect to the same proposal, the Company will treat the last vote received as valid. █ Telecommunication fees and any other fees which may be required for using the voting website shall be borne by you. Institutional investors are able to use the “electronic voting platform” operated by ICJ, Inc. Exercise Voting Right(s) in Writing and mail it to us without a stamp. Deadline for exercise of voting right(s): Please indicate your approval or disapproval regarding the proposals on the agenda on the enclosed proxy card, Must be received by 5:30 p.m., Monday June 27, 2022 █ If you submit a proxy card indicating neither approval nor disapproval of any of the proposals, your vote will be treated as an affirmative vote to such proposal. Attendance at the General Meeting of Shareholders Please present the enclosed proxy card at the reception desk. Please refer to the previous page for the date and time, and place. Due to the spread of infection of COVID-19, the starting time and the venue could change depending on directives from the Japanese government or Tokyo Metropolitan Government, the circumstance of the Palace Hotel Tokyo, etc. Any change of starting time and venue will be notified on the Company’s website (https://www.hd.jxtg-group.co.jp/english/ir/stock/meeting/). If you desire to exercise your voting right(s) by a proxy, please exercise them by appointing 1 proxy who is also a shareholder of the Company entitled to exercise his/her voting right(s) at this general meeting of shareholders. End █ – 4 – Exercising Voting Right(s) through the Internet 1 Scanning the QR code (“Smart Voting”) 2 Entering the code and password for the exercise of voting right(s) You can log in to the voting website for Smart Voting Website for exercising voting right(s): without entering the code or password for the exercise of https://www.web54.net 1 Scan the QR code on the lower right of the proxy 1 Access the website for exercising voting right(s). voting right(s). card. ※ “QR Code” is a registered trademark of DENSO WAVE INCORPORATED. 2 Follow the instructions on the screen and enter your approval or disapproval. 2 Enter the code for the exercise of voting right(s) set out in the proxy card. 3 Enter the password set out in the proxy card. Click “Next.” Enter the code for the exercise of voting right(s). Click “Log in.” Enter the password set out in the proxy card. use. Set a new password that you will actually Click “Register.” Exercising voting right(s) through Smart Voting is valid only once. 4 Follow the instructions on the screen and enter your approval or disapproval. Direct telephone number for the online stock agency support service by For inquiries regarding how to operate your computer, smartphone or any other device to exercise voting right(s) via the Internet, please call the help desk on the right. Sumitomo Mitsui Trust Bank, Limited Telephone: 0120-652-031 (toll-free in Japan) Hours: 9:00 a.m.-9:00 p.m. – 5 – Reference Materials for the General Meeting of Shareholders Proposals and Matters for Reference Proposal No. 1 Appropriation of Surplus The Company considers returning its profits to shareholders as a significant management task, and therefore the Company aims to make efforts to continue stable distribution of dividends on the basis of implementing profit returns that reflect results and projections for consolidated results over the medium term. In addition, under the second medium-term management plan (from FY2020 to FY2022), the Company aims to avoid reducing dividends from the annual dividend of 22 yen per share. Under the aforementioned policy, the Company would like to propose, as this fiscal year’s year-end dividend, 11 yen per share, as set out below, taking into account factors such as consolidated results, financial status and investment plans. 1. Matters regarding Allocation of Dividend Property to the Shareholders, and its Total Amount: 11 yen per common share of the Company Total amount: 35,452,803,441 yen 2. The Date on which Surplus Distribution Takes Effect: June 29, 2022 The amount of this fiscal year’s annual dividend will be 22 yen per share in conjunction with the interim dividend of 11 yen per share distributed based on the resolution of the Board of Directors’ meeting held on November 11, 2021. [Reference] Changes in dividends per share (yen) Interim dividend Year-end dividend (8th Fiscal Term) FY2017 (9th Fiscal Term) FY2018 (10th Fiscal Term) FY2019 (11th Fiscal Term) FY2020 (12th Fiscal Term) FY2021 – 6 – Proposal No. 2 Partial Amendment to the Articles of Incorporation 1. Reasons for the amendments Since the revised provisions provided for in the proviso to Article 1 of the Supplementary Provisions of the Act Partially Amending the Companies Act (Act No. 70 of 2019) are to be enforced on September 1, 2022, the Company proposes to make the following changes to its Articles of Incorporation in preparation for the introduction of the system for providing Reference Material for the General Meeting of Shareholders, etc. in electronic format. (1) Article 15, paragraph 1 in “Proposed amendments” below will stipulate that the Company shall take an electronic provision measure pursuant to the Companies Act to be amended because the act amendment will render unnecessary the clause on disclosure by electronic means and deemed provision that is set forth in Article 15 of the current Articles of Incorporation. Introducing electronic provision measures means that the Company will, in principle, abolish the practice of sending paper-based reference materials for a general meeting of shareholders, etc., and shareholders will view them on its official website. However, shareholders wishing to receive paper-based reference materials for a general meeting of shareholders, etc. will be sent them if they submit a document delivery request in a specified form. (2) Article 15, paragraph 2 in “Proposed amendments” below will establish the provision to limit the items to be stated in the paper-based documents to be delivered to shareholders who submit a document delivery request in a specified form, to a scope allowed under law as before. (3) The proposed supplementary provisions are intended to specify an effective date due to the amendment and establishment set forth in items (1) and (2). 2. Details of the amendments Current Articles of Incorporation and Proposed Amendments are as below. Current Articles of Incorporation Proposed Amendments (Amendments are underlined.) ELECTRONIC PROVISION OF REFERENCE MATERIAL FOR THE GENERAL MEETING OF SHAREHOLDERS, ETC. Article 15 1. The Company shall, at the time of convocation of a General Meeting of Shareholders, take a type of electronic provision measure stipulated in Article 325-2 of the Companies Act for information with respect to matters which shall be stated or indicated in Reference Material for the General Meeting of Shareholders, etc. ELECTRONIC DISCLOSURE OF REFERENCE MATERIAL FOR THE GENERAL MEETING OF SHAREHOLDERS, ETC. AND DEEMED PROVISION Article 15: The Company may, at the time of convocation of a General Meeting of Shareholders, deem to have provided shareholders with the Reference Material for the General Meeting of Shareholders, business reports, non-consolidated and consolidated financial documents (hereinafter collectively referred to as “Reference Material for the General Meeting of Shareholders, etc.”) by disclosing information with respect to matters which shall be stated or indicated in Reference Material for the General Meeting of Shareholders, etc. to shareholders through electronic means as provided for in the ordinances of the Ministry of Justice. – 7 – Current Articles of Incorporation Newly established SUPPLEMENTARY PROVISION TRANSITIONAL MEASURES RELATING TO EXEMPTION OF CORPORATE AUDITORS FROM LIABILITIES The agreements limiting liabilities that have been executed with the outside Corporate Auditors (including former outside Corporate Auditors) before the conclusion of the 8th Ordinary General Meeting of Shareholders scheduled to be held in June 2018 shall remain in force. Newly established Proposed Amendments 2. In a document to be delivered pursuant to Article 325-5, Paragraph 2 of the Companies Act, the Company may omit stating all or part of matters stipulated in the Ministry of Justice among such matters for an electronic provision measure as are set forth in Paragraph 1 of the same article. SUPPLEMENTARY PROVISIONS TRANSITIONAL MEASURES RELATING TO EXEMPTION OF CORPORATE AUDITORS FROM LIABILITIES Article 1: The agreements limiting liabilities that have been executed with the outside Corporate Auditors (including former outside Corporate Auditors) before the conclusion of the 8th Ordinary General Meeting of Shareholders scheduled to be held in June 2018 shall remain in force. Transitional Measures for Electronic Provision Measure Article 2 1. Article 15: The provision on electronic provision of Reference Material for the General Meeting of Shareholders, etc. shall come into effect on September 1, 2022. 2. Notwithstanding the provision of the immediately preceding paragraph, in convening a general meeting of shareholders to be held within six (6) months from September 1, 2022, the Company may deem itself to have provided shareholders with Reference Materials for the General Meeting of Shareholders, etc. by taking a measure to enable shareholders to receive, by electronic means, information on matters required to be stated or shown in Reference Materials for the General Meeting of Shareholders, etc. pursuant to the Ministry of Justice. 3. This article shall automatically be deleted on the later of the date six (6) months after September 1, 2022 and the date three (3) months after the date of the general meeting of shareholders as set forth in the immediately preceding paragraph. – 8 – Proposal No. 3 Election of 12 Directors who are not Audit and Supervisory Committee Members Since the terms of all of the directors who are not audit and supervisory committee members (11 directors) will expire as of the conclusion of this ordinary general meeting of shareholders, the Company would like to propose the election of 12 directors who are not audit and supervisory committee members. The candidates for directors who are not audit and supervisory committee members are as follows. [Reference] List of Candidates No. Name 1 Sugimori Tsutomu 2 Ota Katsuyuki Reelection Reelection Reelection Male Male 3 Saitou Takeshi Male Representative Director, President Board Meeting Attendance (Number of times attended / Number of Board meetings held) 100% (14/14) 100% (14/14) 100% (11/11) No. of Concurrent Offices at Other Listed Companies Executive Non-executive 0 0 0 0 0 0 4 Yatabe Yasushi Reelection Male 100% (14/14) 0 0 5 Murayama Seiichi Reelection Male 100% (14/14) 0 0 6 Shiina Hideki New Election Male – 0 0 7 Inoue Keitaro New Election Male 8 Miyata Tomohide New Election Male – – 0 0 0 0 Current Position and Assignment at the Company (Current Main Duty) Representative Director, Group CEO Director and Chairman of the Board Director, Executive Vice President (Assistant to President (responsible for Secretariat, Internal Audit Dept., Internal Control Dept., Corporate Planning Dept., Carbon Neutral Strategy Dept., Controller Dept., Finance Dept., Investor Relations Dept., Human Resources Dept., Public Relations Dept., General Administration Dept., Legal & Corporate Affairs Dept.) and responsible for Secretariat) Director (Part-time) (President & Representative Director and Chief Executive Officer of JX Nippon Mining & Metals Corporation) Executive Vice President, CDO (Assistant to President (responsible for IT Planning & Development Dept., Crisis Management Dept., Procurement Dept., Safety, Health & Environment Dept., Quality Assurance Dept. and Emerging Business Development Dept.), and responsible for IT Planning & Development Dept. and Emerging Business Development Dept.) Executive Vice President (Assistant to President) Executive Vice President (Assistant to President) – 9 – 9 Nakahara Toshiya New Election Male – 0 0 No. Name 10 Ota Hiroko 11 Kudo Yasumi 12 Tomita Tetsuro Reelection Outside Director Female Independent Director Reelection Male Outside Director Independent Director New Election Outside Director Male Independent Director Current Position and Assignment at the Company (Current Main Duty) (Representative Director, Chief Executive Officer and President of JX Nippon Oil & Gas Exploration Corporation (responsible for Internal Audit Dept. and Digital Transformation Dept.)) Outside Director (Senior Professor at the National Graduate Institute for Policy Studies) Outside Director (Senior Advisor of Nippon Yusen Kabushiki Kaisha) – – (Chairman and Director of East Japan Railway Company) Board Meeting Attendance (Number of times attended / Number of Board meetings held) No. of Concurrent Offices at Other Listed Companies Executive Non-executive 100% (14/14) 100% (11/11) – 0 0 0 1 0 2 (Notes) 1. “(Current Main Duty)” is presented in the relevant column only for the candidates who have such duty other than their “Current Position and Assignment at the Company.” 2. “Board Meeting Attendance” indicates the attendance in the fiscal year 2021. 3. “No. of Concurrent Offices at Other Listed Companies” indicates the anticipated numbers on and after this general 4. Mr. Sugimori Tsutomu, Mr. Saitou Takeshi and Mr. Yatabe Yasushi concurrently serve as Directors of ENEOS meeting of shareholders. Corporation. – 10 – No. Sugimori Tsutomu Date of birth October 21, 1955 1 Number of Company Shares Owned 99,464 common shares Duration of Office as Director (as of the date of this GMS) 8 years Attendance at Meetings of the Board of Directors (FY2021) 14/14 (100%) Brief biographical outlines, and position and assignment at the Company April 1979 April 2008 July 2010 Joined Nippon Oil Co., Ltd. Executive Officer (General Manager of Chubu Branch Office) of Nippon Oil Corporation Director, Senior Vice President (Division Manager of Retail Marketing & Sales Division) of JX Nippon Oil & Energy Corporation Reelection Male June 2014 Director of the Company (Part-time) Representative Director, President of JX Nippon Oil & Energy Corporation June 2018 Representative Director, President of the Company June 2020 Representative Director, Group CEO of the Company (to present) Representative Director of ENEOS Corporation (to present) Important concurrent office Representative Director of ENEOS Corporation President of Petroleum Association of Japan Reasons for nominating Mr. Sugimori as a candidate and outline of his expected role Mr. Sugimori has been in charge of sales strategy, corporate planning and other affairs in the energy business for many years and has had abundant experience and achievements in the business field. Further, he assumed the office of the Representative Director and President of JX Nippon Oil & Energy Corporation in June 2014, where he was in charge of the management of energy business. Following that, he assumed the offices of Representative Director, President of the Company in June 2018 and of Representative Director, Chairman of the Board, Group CEO in June 2020. Through this role, he has been responsible for the management of the Company and the ENEOS Group. Given that the Company has determined that he is expected to enhance the management function and the supervising function of the business execution of the Company’s Board of Directors by utilizing the experience and achievements mentioned above, we have decided to nominate Mr. Sugimori as a candidate for director who is not an audit and supervisory committee member. – 11 – No. Ota Katsuyuki Date of birth May 26, 1958 2 Number of Company Shares Owned 82,207 common shares Duration of Office as Director (as of the date of this GMS) 7 years Attendance at Meetings of the Board of Directors (FY2021) 14/14 (100%) Brief biographical outlines, and position and assignment at the Company April 1982 Joined Nippon Oil Co., Ltd. June 2014 Executive Officer of the Company (General Manager of Controller Dept.) June 2015 Director, Executive Officer of the Company (responsible for Controller Dept.) June 2017 Director, Senior Vice President of the Company (responsible for Internal Audit Dept., Controller Dept. and Reelection Male Finance & Investors Relations Dept.) June 2018 Director of the Company (Part-time) Representative Director, President of JXTG Nippon Oil & Energy Corporation June 2020 Representative Director, President of the Company April 2022 Director and Chairman of the Board (to present) Reasons for nominating Mr. Ota as a candidate and outline of his expected role Mr. Ota has been in charge of accounting and financial affairs for many years and has had abundant experience and achievements in those sectors. Further, he has been in charge of the management of the energy business as Representative Director and President of JXTG Nippon Oil & Energy Corporation since June 2018 and assumed the office of Representative Director and President of the Company in June 2020, where he has been in charge of the management of the Company and the ENEOS Group. As Director and Chairman of the Board, he is currently serving as Chairman at Meetings of the Board of Directors. Given that the Company has determined that he is expected to enhance the management function and the supervising function of the business execution of the Company’s Board of Directors by utilizing the experience and achievements mentioned above, we have decided to nominate Mr. Ota as a candidate for director who is not an audit and supervisory committee member. – 12 – No. Saitou Takeshi 3 Date of birth July 28, 1962 Number of Company Shares Owned 23,165 common shares Duration of Office as Director (as of the date of this GMS) 1 year Attendance at Meetings of the Board of Directors (FY2021) 11/11 (100%) Brief biographical outlines, and position and assignment at the Company April 1986 April 2017 Executive Officer of JXTG Nippon Oil & Energy Corporation (General Manager of Joined Nippon Oil Co., Ltd. Reelection Male Marketing & Sales Planning Dept., Marketing & Sales Division) April 2019 Director, Senior Vice President of JXTG Nippon Oil & Energy Corporation (responsible for Marketing & Sales Planning Dept., Retail Support Dept., Nationwide Sales Dept., Industry Energy Sales Dept., and Branch Offices) April 2021 Executive Vice President, CDO of the Company (Assistant to President, responsible for IT Planning & Development Dept. and Emerging Business Development Dept.), and Executive Vice President, CDO of ENEOS Corporation (Assistant to President, responsible for IT Planning & Development Dept. and Emerging Business Development Dept.) June 2021 Director Executive Vice President, CDO of the Company (Assistant to President, responsible for IT Planning & Development Dept. and Emerging Business Development Dept.) Director Executive Vice President, CDO of ENEOS Corporation (Assistant to President, responsible for IT Planning & Development Dept. and Emerging Business Development Dept.) April 2022 Representative Director, President of the Company (to present) Representative Director and President of ENEOS Corporation (to present) Important concurrent office Representative Director and President of ENEOS Corporation Reasons for nominating Mr. Saitou as a candidate and outline of his expected role Mr. Saitou has been in charge of sales strategy, industrial energy and other affairs in the energy business for many years and has abundant experience and achievements in this business field. Further, he assumed the office of Director and Executive Vice President of the Company in June 2021. Through this role, he was in charge of management of the Company and our Group, and served as CDO, responsible for digital promotion in our Group. He is currently responsible for the management of the Company and the Group as Representative Director, President of the Company and ENEOS Corporation. Given that the Company has determined that he is expected to enhance the management function and the supervisory function of the business execution of the Company’s Board of Directors by utilizing the experience and achievements mentioned above, we have decided to nominate Mr. Saitou as a candidate for director who is not an audit and supervisory committee member. – 13 – No. Yatabe Yasushi Date of birth November 11, 1960 Number of Company Shares Owned 27,315 common shares Duration of Office as Director (as of the date of this GMS) 2 years Attendance at Meetings of the Board of Directors (FY2021) 14/14 (100%) 4 Brief biographical outlines, and position and assignment at the Company April 1984 June 2015 Joined Nippon Oil Co., Ltd. Executive Officer of JX Nippon Oil & Energy Corporation (General Manager of Coal Business Dept., Resources & Power Company) Reelection Male April 2019 Director, Senior Vice President of JXTG Nippon Oil & Energy Corporation (President of Resources & Power Company) April 2020 Director, Executive Vice President of JXTG Nippon Oil & Energy Corporation (Assistant to President) June 2020 April 2021 Director, Executive Vice President of the Company (Assistant to President and responsible for Secretariat) Director, Executive Vice President of the Company (Assistant to President) Director, Executive Vice President of ENEOS Corporation (Assistant to President and responsible for Secretariat) (to present) April 2022 Director, Executive Vice President of the Company (Assistant to President (responsible for Secretariat, Internal Audit Dept., Internal Control Dept., Corporate Planning Dept., Carbon Neutral Strategy Dept., Controller Dept., Finance Dept., Investor Relations Dept., Human Resources Dept., Public Relations Dept., General Administration Dept., Legal & Corporate Affairs Dept.) and Secretariat) (to present) Important concurrent office Director, Executive Vice President of ENEOS Corporation, (Assistant to President, (responsible for Secretariat, Internal Audit Dept., Internal Control Dept., Corporate Planning Dept., Carbon Neutral Strategy Dept., Controller Dept., Finance Dept., Investor Relations Dept., Human Resources Dept., Public Relations Dept., General Administration Dept., Legal & Corporate Affairs Dept., Business Process Re-engineering Dept. and Overseas Business Planning & Development Dept.) and Secretariat) Reasons for nominating Mr. Yatabe as a candidate and outline of his expected role Mr. Yatabe has been in charge of industrial energy, the gas supply business, the coal business and other affairs in the energy business field for many years and has abundant experience and achievements in the area of international transactions. Further, he has been in charge of the management of the energy business as Director, Executive Vice President of JXTG Nippon Oil & Energy Corporation since April 2020, and assumed the office of Director, Executive Vice President of the Company in June 2020, where he has been in charge of the management of the Company and the ENEOS Group. He is currently assisting the President in strengthening of the management foundation through structural reforms in the administrative departments of the Company and ENEOS Corporation, such as Corporate Planning Dept., human resources, accounting & finance, and legal. Given that the Company has determined that he is expected to enhance the management function and the supervising function of the business execution of the Company’s Board of Directors by utilizing the experience and achievements mentioned above, we have decided to nominate Mr. Yatabe as a candidate for director who is not an audit and supervisory committee member. – 14 – No. Murayama Seiichi Date of birth September 17, 1957 Number of Company Shares Owned 31,650 common shares Duration of Office as Director (as of the date of this GMS) 3 years Attendance at Meetings of the Board of Directors (FY2021) 14/14 (100%) Brief biographical outlines, and position and assignment at the Company April 1980 April 2010 Executive Officer of Nippon Mining & Metals Co., Ltd. (General Manager of Joined Nippon Mining Co., Ltd. Reelection Male July 2010 Planning & Coordination Dept.) Executive Officer of JX Nippon Mining & Metals Corporation (General Manager of Planning & Coordination Dept.) April 2013 Senior Vice President of JX Nippon Mining & Metals Corporation (responsible for Planning & Coordination Dept., Accounting & Finance Dept., IT Dept., Logistics Dept. and Internal Auditing Office) June 2013 Director, Senior Vice President of JX Nippon Mining & Metals Corporation (responsible for Planning & Coordination Dept., Accounting & Finance Dept., IT Dept., Logistics Dept. and Internal Auditing Office) June 2019 Director of the Company (Part-time) (to present) President & Representative Director and Chief Executive Officer of JX Nippon Mining & Metals Corporation (to present) Important concurrent office President & Representative Director and Chief Executive Officer of JX Nippon Mining & Metals Corporation Reasons for nominating Mr. Murayama as a candidate and outline of his expected role Mr. Murayama has been in charge of corporate planning, sales and general affairs etc. in the metals business field for many years and has had abundant experience and achievements in that field. Further, he assumed the office of Director and Senior Executive Officer of JX Nippon Mining & Metals Corporation in June 2013, and President & Representative Director and Chief Executive Officer of that company in June 2019, where he has been in charge of the management of the metals business and been promoting development of the technology-based business and the introduction of digital technology. Given that the Company has determined that he is expected to enhance the management function and the supervising function of the business execution of the Company’s Board of Directors by utilizing the experience and achievements mentioned above, we have decided to nominate Mr. Murayama as a candidate for director who is not an audit and supervisory committee member. 5 – 15 – No. Shiina Hideki Date of birth February 3, 1963 6 Number of Company Shares Owned 31,169 common shares Brief biographical outlines, and position and assignment at the Company April 1985 April 2017 April 2020 April 2021 Joined Nippon Oil Co., Ltd. Executive Officer of JXTG Nippon Oil & Energy Corporation (Deputy Division Manager of Supplyment Division and General Manager of Supply Planning & Optimization Dept.) Senior Vice President of JXTG Nippon Oil & Energy Corporation, responsible for Supply Planning & Optimization Dept., Product Supply & Trading Dept., Crude Trading & Shipping Dept., and Distribution & Logistics Dept. Senior Vice President of the Company, responsible for Corporate Planning Dept., Human Resources Dept., General Administration Dept., Legal & Corporate Affairs Dept. New Election Male April 2022 Executive Vice President and CDO of the Company, (Assistant to President (responsible for IT Planning & Development Dept., Crisis Management Dept., Procurement Dept., Safety, Health & Environment Dept., Quality Assurance Dept. and Emerging Business Development Dept.), IT Planning & Development Dept. and Emerging Business Development Dept.) (to present) Executive Vice President and CDO of ENEOS Corporation, (Assistant to President, IT Planning & Development Dept. and Emerging Business Development Dept.) (to present) Important concurrent office Director, Executive Vice President and CDO of ENEOS Corporation (responsible for acting as Assistant to President (IT Planning & Development Dept., Crisis Management Dept., Procurement Dept., Safety, Health & Environment Dept., Quality Assurance Dept., Emerging Business Development Dept., Supply Planning & Optimization Dept., Product Supply & Trading Dept., Crude Trading & Shipping Dept., Distribution & Logistics Dept., Basic Chemicals Planning Dept., Basic Chemicals Sales Dept. and High Performance Materials Company), and IT Planning & Development Dept. and Emerging Business Development Dept.) Reasons for nominating Mr. Shiina as a candidate and outline of his expected role Mr. Shiina has been in charge of procurement and supply of crude oil and petroleum products for many years and has abundant experience and achievements in the area of international transactions. Further, he assumed the position of Senior Vice President of the Company in April 2021 and worked to strengthen the Company’s management base through structural reforms in the Company’s administrative divisions, including corporate planning, human resources, and legal affairs. Currently, as Executive Vice President of the Company and ENEOS Corporation, in addition to assisting the President in the areas of crude oil and petroleum product procurement and supply, crisis management, etc., he also serves as CDO, responsible for digital promotion in our Group, and promotes new businesses that are not bound by our existing businesses and IT strategy. Given that the Company has determined that he is expected to enhance the management function and the supervising function of the business execution of the Company’s Board of Directors by utilizing the experience and achievements mentioned above, we have decided to nominate Mr. Shiina as a candidate for director who is not an audit and supervisory committee member. – 16 – No. 7 Inoue Keitaro Date of birth January 25, 1965 Number of Company Shares Owned 22,500 common shares Brief biographical outlines, and position and assignment at the Company April 1987 April 2017 April 2019 April 2020 April 2022 Joined Nippon Oil Co., Ltd. General Manager of Resources & Power, Resources & Power Company of JXTG Nippon Oil & Energy Corporation Executive Officer of JXTG Nippon Oil & Energy Corporation (General Manager of Company Planning & Management Dept., Resources & Power Company) Senior Vice President of JXTG Nippon Oil & Energy Corporation (General Manager of Company Planning & Management Dept., Resources & Power Company) Executive Vice President (Assistant to President) of the Company (to present); Executive Vice President (Assistant to President and EV Business Development Dept.) of ENEOS Corporation (to present) New Election Male Important concurrent office Director, Executive Vice President of ENEOS Corporation (Assistant to President (responsible for Marketing & Sales Planning Dept., Retail Support Dept., Nationwide Sales Dept., Industry Energy Sales Dept., Business Design & Development Dept., EV Business Development Dept., Resources & Power Company and Branch Offices), and EV Business Development Dept.) Reasons for nominating Mr. Inoue as a candidate and outline of his expected role Mr. Inoue has been in charge of industrial energy, the gas supply business, the renewable energy business, the electricity business and other affairs in the energy business field for many years and has abundant experience and achievements in the area. Further, he assumed the post of Senior Vice President of JXTG Nippon Oil & Energy Corporation in April 2020. In this role, he has promoted the gas supply business, the renewable energy business, the electricity business and others. Currently, in addition to assisting the President in the areas of sales strategy and new business, he promotes the EV business as Executive Vice President of the Company and ENEOS Corporation. Given that the Company has determined that he is expected to enhance the management function and the supervising function of the business execution of the Company’s Board of Directors by utilizing the experience and achievements mentioned above, we have decided to nominate Mr. Inoue as a candidate for director who is not an audit and supervisory committee member. – 17 – No. Miyata Tomohide Date of birth May 8, 1965 8 Number of Company Shares Owned 40,950 common shares Brief biographical outlines, and position and assignment at the Company April 1990 July 2008 March 2011 June 2012 March 2016 April 2017 Joined Tonen K.K. Executive Officer of Tonen K.K. (Director of Wakayama Refinery) Director of TonenGeneral Sekiyu K.K. (Director of Wakayama Refinery Managing Director of TonenGeneral Sekiyu K.K. (Director of Kawasaki Refinery) Senior Managing Director of TonenGeneral Sekiyu K.K. (Head of Refining & Logistics Division Director, Senior Vice President of JXTG Nippon Oil & Energy Corporation (Deputy Division Manager of Refining & Manufacturing Division) April 2022 Executive Vice President (Assistant to President) of the Company (to present); New Election Male Executive Vice President of ENEOS Corporation, (Assistant to President, Hydrogen Business Dept. and Hydrogen Engineering Dept.) (to present) Important concurrent office Director, Executive Vice President of ENEOS Corporation (Assistant to President (Refining and Manufacturing Dept., Mechanical Engineering Dept., Engineering & Capital Planning Dept., Hydrogen Business Dept., Hydrogen Engineering Dept., Fuel Cell Customer Support Office, Lubricants Company, Central Technical Research Laboratory, Refineries and Plants), Hydrogen Business Dept. and Hydrogen Engineering Dept.) Reasons for nominating Mr. Miyata as a candidate and outline of his expected role Mr. Miyata has been in charge of technological affairs, such as refining technologies and refinery operations in the energy business for many years and has had abundant experience and achievements in this sector. Further, he assumed the office of Director, Senior Vice President of JXTG Nippon Oil & Energy Corporation in April 2017. In this role, he promoted the introduction of digital technology and human resource development in manufacturing sites, as well as R&D and the hydrogen business. Currently, in addition to assisting the President in the areas of technology, including manufacturing technology and refinery operations, and research and development, he promotes the hydrogen business as Executive Vice President of the Company and ENEOS Corporation. Given that the Company has determined that he is expected to enhance the management function and the supervising function of the business execution of the Company’s Board of Directors by utilizing the experience and achievements mentioned above, we have decided to nominate Mr. Miyata as a candidate for director who is not an audit and supervisory committee member. – 18 – No. Nakahara Toshiya Date of birth November 5, 1960 9 Number of Company Shares Owned 73,909 common shares Brief biographical outlines, and position and assignment at the Company April 1983 June 2015 April 2017 June 2020 April 2021 Joined Nippon Oil Co., Ltd. Executive Officer of JX Nippon Oil & Energy Corporation (General Manager of Corporate Planning & Management Dept.) Director, Senior Vice President of JXTG Nippon Oil & Energy Corporation (responsible for Secretariat, Corporate Planning & Management Dept., Controller Dept., Information Systems Dept.) Senior Vice President of the Company (responsible for Corporate Planning Dept., ESG Strategy Development Dept.) Director and Executive Vice President of JX Nippon Oil & Gas Exploration Corporation (responsible for General Administration Dept., Digital Transformation Dept.) New Election Male April 2022 President & Representative Director and Chief Executive Officer of JX Nippon Oil & Gas Exploration Corporation (responsible for Internal Audit Dept., Digital Transformation Dept.) (to present) Important concurrent office Representative Director, Chief Executive Officer and President of JX Nippon Oil & Gas Exploration Corporation (responsible for Internal Audit Dept., Digital Transformation Dept.) Reasons for nominating Mr. Nakahara as a candidate and outline of his expected role Mr. Nakahara has been in charge of corporate planning, accounting and other affairs in the energy business for many years and has had abundant experience and achievements in the business field. Further, he assumed the office of Director, Executive Vice President of JX Nippon Oil & Gas Exploration Corporation in April 2021. In this role, he was in charge of the management of the oil and natural gas development business and has promoted the digitization in the company. He is currently responsible for the management of oil and natural gas development businesses as President & Representative Director and Chief Executive Officer of JX Nippon Oil & Gas Exploration Corporation. Given that the Company has determined that he is expected to enhance the management function and the supervising function of the business execution of the Company’s Board of Directors by utilizing the experience and achievements mentioned above, we have decided to nominate Mr. Nakahara as a candidate for director who is not an audit and supervisory committee member. – 19 – No. Ota Hiroko Date of birth February 2, 1954 10 Number of Company Shares Owned 31,000 common shares Duration of Office as Outside Director (as of the date of this GMS) 10 years Attendance at Meetings of the Board of Directors (FY2021) 14/14 (100%) Research Fellow at the Japan Institute of Life Insurance Associate Professor at the School of Economics of Osaka University Associate Professor at Saitama University Associate Professor at the National Graduate Institute for Policy Studies Professor at the National Graduate Institute for Policy Studies Director of Policy Analysis in Cabinet Office Deputy Director General for Economic Research in Cabinet Office Director General for Economic Research in Cabinet Office Professor at the National Graduate Institute for Policy Studies Brief biographical outlines, and position and assignment at the Company May 1981 April 1993 April 1996 October 1997 April 2001 April 2002 March 2003 April 2004 August 2005 September 2006 Minister of State for Economic and Fiscal Policy August 2008 June 2012 April 2019 Professor at the National Graduate Institute for Policy Studies Outside Director of the Company (to present) Senior Professor at the National Graduate Institute for Policy Studies (to present) Important concurrent office Senior Professor at the National Graduate Institute for Policy Studies Outside Director of Panasonic Holdings Corporation (scheduled to retire on June 23, 2022) Reasons for nominating Ms. Ota as a candidate and outline of her expected role Reelection Female Outside Director Independent Director Ms. Ota specializes in public economics and economic policies, and has long been engaged in education and research at the National Graduate Institute for Policy Studies. In addition, she has held positions such as Director General for Economic Research in Cabinet Office and Minister of State for Economic and Fiscal Policy, as a result of which she has abundant expertise and experience regarding human resources development, the economy and finance. The Company expects that she will be able to utilize this knowledge and experience to provide the Company with guidance and advice on its management, as well supervising its management from an independent and objective perspective. We have therefore decided to nominate Ms. Ota as a candidate for outside director who is not an audit and supervisory committee member. Ms. Ota has not been involved in company management other than by holding office as an outside director or outside corporate auditor; however, the Company assesses that she is qualified to appropriately perform duties as an outside director who is not an audit and supervisory committee member due to the reasons above. Matters related to independence Ms. Ota meets the “Standards for Consideration of Independence of Independent Directors” set forth on page 33 of this convocation notice, and is an independent director under the rules of each stock exchange in Tokyo and Nagoya on which the Company is listed. If her reelection is approved, she will remain as an independent director. – 20 – No. Kudo Yasumi 11 Date of birth November 14, 1952 Number of Company Shares Owned 8,500 common shares Duration of Office as Outside Director (as of the date of this GMS) 1 year Attendance at Meetings of the Board of Directors (FY2021) 11/11 (100%) Reelection Brief biographical outlines, and position and assignment at the Company Joined Nippon Yusen Kabushiki Kaisha April 1975 General Manager, Semi-liner Group of Nippon Yusen Kabushiki Kaisha June 1998 June 1999 General Manager, Car Carrier Group No.2 of Nippon Yusen Kabushiki Kaisha November 2000 General Manager, Car Carrier Group No.1 of Nippon Yusen Kabushiki Kaisha April 2001 April 2002 June 2004 April 2006 General Manager, Car Carrier Group of Nippon Yusen Kabushiki Kaisha Corporate Officer of Nippon Yusen Kabushiki Kaisha Managing Director, Corporate Officer of Nippon Yusen Kabushiki Kaisha Representative Director, Senior Managing Corporate Officer of Nippon Yusen Kabushiki Kaisha Representative Director, Executive Vice-President Corporate Officer of Nippon Yusen Kabushiki Kaisha President, President Corporate Officer of Nippon Yusen Kabushiki Kaisha Chairman, Chairman Corporate Officer of Nippon Yusen Kabushiki Kaisha Senior Advisor of Nippon Yusen Kabushiki Kaisha (to present) Outside Director of the Company (to present) Outside Director Independent Director April 2008 April 2009 April 2015 June 2019 June 2021 Male Important concurrent office Senior Advisor of Nippon Yusen Kabushiki Kaisha Reasons for nominating Mr. Kudo as a candidate and outline of his expected role Mr. Kudo had been in charge of corporate management for many years at Nippon Yusen Kabushiki Kaisha which is operating the business internationally. He has gained deep insights and abundant experience in corporate management at one of Japan’s representative listed companies and has solid accomplishments. The Company expects that he will be able to utilize these insights and experience to provide the Company with guidance and advice on its management, as well supervising its management from an independent and objective perspective. We have therefore decided to nominate Mr. Kudo as a candidate for outside director who is not an audit and supervisory committee member. Matters related to independence Mr. Kudo meets the “Standards for Consideration of Independence of Independent Directors” set forth on page 33 of this convocation notice, and is an independent director under the rules of each stock exchange in Tokyo and Nagoya on which the Company is listed. If his reelection is approved, he will remain as an independent director. In FY2021, the Principal Operating Companies of the Company conducted the following transactions with Nippon Yusen Kabushiki Kaisha, where he served as Chairman, Chairman Corporate Officer until June 2019, and its key affiliates. Business partner Main substance of transactions Amount Nippon Yusen Kabushiki Kaisha (Until June 2019) Sales of petroleum products Payments for expenses incurred for transportation Consolidated revenue of Nippon Yusen Kabushiki Kaisha Comparator Consolidated revenue of the Company 0.13% 0.07% Further, the Company does not own shares in Nippon Yusen Kabushiki Kaisha, at which Mr. Kudo was previously employed. – 21 – No. Tomita Tetsuro Date of birth October 10, 1951 Number of Company Shares Owned 5,000 common shares 12 Brief biographical outlines April 1974 April 1987 June 2000 June 2003 July 2004 June 2005 June 2008 June 2009 Joined Japanese National Railways Joined East Japan Railway Company Director and General Manager of Management Administration Department, Corporate Planning Division of East Japan Railway Company Executive Director and Deputy Director General of Corporate Planning Headquarters of East Japan Railway Company Executive Director and Deputy Director General of Corporate Planning Headquarters and General Manager of IT Business Department, Corporate Planning Headquarters of East Japan Railway Company Executive Director and Deputy Director General of Corporate Planning Headquarters of East Japan Railway Company Executive Vice President and Representative Director and Director General of Life-Style Business Development Division of East Japan Railway Company Executive Vice President and Representative Director and Director General of Corporate Planning Headquarters of East Japan Railway Company Outside Director Independent Director New Election Male April 2012 President and Representative Director and Director General of Corporate Planning Headquarters of East Japan Railway Company President and Representative Director of East Japan Railway Company June 2012 April 2018 Chairman and Director of East Japan Railway Company (to present) June 2020 Outside Director of Nippon Steel Corporation (to present) July 2020 Outside Director of Nippon Life Insurance Company (to present) Important concurrent office Chairman and Director of East Japan Railway Company Outside Director of Nippon Steel Corporation Outside Director of Nippon Life Insurance Company Reasons for nominating Mr. Tomita as a candidate and outline of his expected role Mr. Tomita has long been in charge of the management of East Japan Railway Company, and has developed businesses related to transportation, lifestyles, IT and Suica services, and has a high degree of insight, a wealth of experience, and a solid track record in the corporate management of a leading Japanese listed company. The Company expects that he will be able to utilize these insights and experience to provide the Company with guidance and advice on its management, as well supervising its management from an independent and objective perspective. We have therefore decided to nominate Mr. Tomita as a candidate for outside director who is not an audit and supervisory committee member. Matters related to independence Mr. Tomita meets the “Standards for Consideration of Independence of Independent Directors” set forth on page 33 of this convocation notice, and if his election is approved, he will be an independent Director under the rules of each stock exchange in Tokyo and Nagoya on which the Company is listed. In FY2021, the Principal Operating Companies of the Company conducted the following transactions with East Japan Railway Company, where he serves as Chairman of the Board, and its key affiliates. Business partner Main substance of transactions Amount East Japan Railway Company Sales of petroleum products Payment of credit card fees, etc. Comparator Consolidated revenue of the Company Consolidated revenue of East Japan Railway Company 0.17% 0.00% The Company held shares of East Japan Railway Company, of which he is the Chairman of the Board, until March 2022, but sold them after April of the same year, and as of June 6, 2022, the Company does not hold any of these shares. – 22 – (Notes) 1. No special interest exists between any of the candidates and the Company. 2. The Company has concluded a liability limitation agreement with both of Ms. Ota Hiroko and Mr. Kudo Yasumi. If their reelections are approved, their respective agreements will remain in effect. This is as presented in “Outline of the Contents of the Liability Limitation Agreement” on page 65 of this convocation notice. If the election of Mr. Tomita Tetsuro is approved, the Company plans to conclude the same agreement with him. 3. The Company has entered into a directors and officers liability insurance agreement with the insurance company. The “Matters Concerning Directors and Officers Liability Insurance Agreement” is as presented on page 61 of this convocation notice. Candidates for directors who are standing for reelection are already covered by this agreement, and in the event that their reelections are approved, they will remain covered. In the cases of Mr. Shiina Hideki, Mr. Inoue Keitaro, Mr. Miyata Tomohide and Mr. Nakahara Toshiya, who are standing for election for the first time, in the event that their elections are approved, they will become covered by this insurance agreement. The Company plans to renew this insurance agreement with the same details during their term of office. 4. Ms. Ota Hiroko has been an outside director of Panasonic Holdings Corporation (the former trade name: Panasonic Corporation) since June 2013. Panasonic Holdings Corporation and its US subsidiary Panasonic Avionics Corporation were subject to investigations for alleged violation of the US Foreign Corrupt Practices Act and other US securities-related laws with respect to certain transactions between the said US subsidiary and an airline company and appointment of agents and consultants related to those transactions. In May 2018, they agreed with the US Securities and Exchange Commission and the US Department of Justice to pay $280,602,830.93 to the US Government and make efforts to improve compliance. Although Ms. Ota was not aware of the issue until it came to light, she has been executing her duties through the Board of Directors and other meetings from a compliance perspective on a day-to-day basis and made efforts to prevent execution of business in violation of laws. After the discovery of the issue, Ms. Ota has performed her duties by, for example, ordering thorough investigations on the issue and prevention of recurrence, and checking the details of the measures made to prevent recurrence. 5. Between June 2015 and January 2019, Mr. Kudo Yasumi had been Chairman of the Board (Director (Part-time)) of Nippon Cargo Airlines Co., Ltd. In October 2016, that company received a severe administrative warning from the Minister for Land, Infrastructure, Transport and Tourism in relation to inappropriate maintenance of aircraft. Further, in July 2018 that company received a business improvement order and an operational improvement order from the Minister for Land, Infrastructure, Transport and Tourism in relation to multiple violations of the law with regard to inappropriate maintenance, etc. of aircraft. Opinion of the Audit and Supervisory Committee The Audit and Supervisory Committee has confirmed the status of deliberations by the Nomination Advisory Committee and the Compensation Advisory Committee as to the nominatio