東洋エンジニアリング（6330） – NOTICE OF CONVOCATION OF THE 67TH ANNUAL GENERAL MEETING OF SHAREHOLDERS

Note: 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. June 3, 2022 To Shareholders with Voting Rights: (Stock Exchange Code 6330) Haruo Nagamatsu President & Chief Executive Officer Toyo Engineering Corporation 1-6, Uchisaiwaicho 2-chome, Chiyoda-ku, Tokyo NOTICE OF CONVOCATION OF THE 67TH ANNUAL GENERAL MEETING OF SHAREHOLDERS Dear Shareholders: We would like to express our appreciation for your continued support and patronage. You are cordially invited to attend the 67th Annual General Meeting of Shareholders of Toyo Engineering Corporation (the “Company”). The meeting will be held as described below. Considering the spread of infection of COVID-19, the Company has decided to take appropriate infection prevention measures in holding the meeting. As a precautionary measure in order to prevent the spread of infection of COVID-19, we ask shareholders to exercise your voting rights in advance in writing or via the Internet wherever possible, and to refrain from coming to the venue on the day of the meeting. If you are unable to attend 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, and exercise your voting rights by 5:30 p.m. on Friday, June. 24, 2022, Japan time. 1. Date and Time: Saturday, June 25, 2022, at 10:00 a.m. Japan time 2. Place: Company Head Office / Engineering Center, 8-1, Akanehama 2-chome, Narashino-shi, Chiba, Japan • The number of seats available will be considerably less than usual years because the seats will be spaced out to prevent the spread of infection of COVID-19. You may therefore be refused admission even if you come to the venue. 3. Meeting Agenda: Matters to be reported: 1. The Business Report, Consolidated Financial Statements for the Company’s 67th Fiscal Year (April 1, 2021‒March 31, 2022) and results of audits by the Accounting Auditor and the Audit and Supervisory Board of the Consolidated Financial Statements 2. Non-consolidated Financial Statements for the Company’s 67th Fiscal Year (April Proposals to be resolved: 1, 2021‒March 31, 2022) Proposal No. 1: Partial Amendments to the Articles of Incorporation Proposal No. 2: Election of 9 Directors Proposal No. 3: Election of 2 Audit & Supervisory Board Members – 1 – 4. Guide for Exercising Voting Rights: Please exercise your voting rights through one of the following methods. (1) Attending the meeting: (2) In writing: (3) Via the Internet, etc.: (4) With smart phone or other devices: When attending the meeting, please submit the enclosed Voting Rights Exercise Form at the reception desk. Please bring this convocation with you as a material for the meeting. Please indicate your vote for or against the proposal on the enclosed Voting Rights Exercise Form and return it so that it is received by 5:30 p.m. on Friday, June. 24, 2022, Japan time. Access the website for exercising voting rights specified by the Company (https://www.web54.net) follow the instructions on the screen and enter your vote for or against the proposals using the “Code for the Exercise of Voting Rights” and the “Password” printed on the enclosed Voting Rights Exercise Form and send it no later than 5:30 p.m. on Friday, June. 24, 2022, Japan time. Institutional investors may use the “Electronic Voting Platform” operated by ICJ, Inc., as an electromagnetic method for exercising voting rights for this General Meeting of Shareholders of the Company. Scan the QR code and access the website. Please use a smartphone or other devices to scan the QR code printed on the Voting Rights Exercise Form. And then, enter your approval or disapproval to the proposal by following the on-screen instruction no later than 5:30 p.m. on Friday, June. 24, 2022, Japan time. Notes: 1. In the event that voting rights are exercised both in writing and via the Internet, etc., the vote via the Internet, etc., shall be deemed valid. In the event that voting rights are exercised multiple times via the Internet, etc., the most recent vote shall be deemed valid. 2. In the event that you attend this general meeting of shareholders after exercising your voting rights in writing or via the Internet, etc., the vote at this general meeting of shareholders shall be deemed valid. 3. You can excise your voting rights only once on “Smart Voting”. If you want to change your votes after excising your voting rights, you will need to scan the QR code again and enter the “Voting Rights Excise Code and password.” printed on the Voting Rights Excise Form. “Systems to Ensure that the Execution of Duties by Directors Complies with Laws and Regulations and the Articles of Incorporation, and Other Systems to Ensure the Properness of Operations, and Status of Operations of the Systems”, which is a part of the Business Report, “Notes to the Consolidated Financial Statements” and “Notes to the Non-consolidated Financial Statements” are disclosed on the Company’s website (https://www.toyo-eng.com/jp/ja/ ). Pursuant to the laws, regulations and Articles of Incorporation of the Company. If any situation arises that requires amendments to the attached documents accompanying this convocation notice and the Reference Documents for the General Meeting of Shareholders, the revised versions will be disclosed on the Company’s website (https://www.toyo-eng.com/jp/ja/ ). – 2 – Reference Documents for the General Meeting of Shareholders Proposals and References Proposal No. 1: Partial Amendments to the Articles of Incorporation 1. Reasons for the proposal ① The company moved the head office in order to improve efficiency of corporate management in Chiyoda -ku, Tokyo to the Minato-ku, Tokyo in April 1, 2022. Therefore, the location of head office set forth in Articles 3 of the current Articles of Incorporation is amended from the Chiyoda -ku, Tokyo to the Minato -ku, Tokyo. The amendment to the Articles of Incorporation mentioned in Articles 3 of the current Articles above shall be effective as of the date of the date of relocation of the head office, which will be determined at a Board of Directors meeting to be held before June 30, 2022. This fact detailed in a newly added supplementary provision, and the said provision shall be deleted after the effective date of the relocation of the head office. ② The Company proposes amending its Articles of Incorporation as follows, in order to prepare for the introduction of a system for providing general shareholder meeting materials in electronic format, in line with the enforcement on September 1, 2022 of the amended provisions in the proviso of Article 1 of the Supplementary Provisions to the Act Partially Amending the Companies Act (Act No. 70 of 2019). (1) Under the foregoing Act, it will be obligatory to stipulate in the articles of incorporation that measures to provide information contained in the reference documents for general meetings of shareholders and related documents in electronic format shall be taken. Therefore, the Company proposes establishing a new paragraph 1 of Article 19 (Measures to Provide Information in Electronic Format) in the proposed amendments to the Articles of Incorporation. (2) Regarding information contained in the reference documents for general meetings of shareholders and related documents that is subject to the measures to provide information in electronic format, in order to enable the Company to limit the scope of matters to be stated in paper-based format delivered to shareholders who request delivery of materials in such format, to the scope stipulated by the applicable Ministry of Justice ordinance, the Company proposes establishing a new paragraph 2 of Article 19 (Measures to Provide Information in Electronic Format) in the proposed amendments to the Articles of Incorporation. (3) Upon the introduction of the system for providing general shareholder meeting materials in electronic format, the provisions of Article 19(Internet Disclosure and Deemed Provision of Reference Materials, etc., for the General Meeting of Shareholders) in the current Article of Incorporation will not be needed. Therefore, the Company proposes deleting those provisions. (4) The Company proposes establishing new supplementary provisions relating to the effective date due to the aforementioned establishment of new provisions and the deletion of the current provisions. The Company proposes deleting these supplementary provisions after the prescribed time passes. 2. Details of the amendments The details of the amendments are as follows. Current Articles of Incorporation Proposed Amendments (Location of its principal place of business) Article 3. The head office of the Company shall be (Location of its principal place of business) Article 3. The head office of the Company shall be located at Minato-ku, Tokyo. located at Chiyoda-ku, Tokyo. (Internet Disclosure and Deemed Provision of Reference Materials, etc., for the General Meeting of Shareholders) Article 19. When convening a General Meeting of (Amendments are underlined.) Shareholders, the Company may disclose information to be described or displayed in the reference materials for the general meeting of shareholders, business report, financial documents and consolidated financial documents via the Internet in accordance with the ordinance of the Ministry of Justice (“Statutory Information”), and by doing so, it may be deemed that the Company has provided Statutory Information to shareholders. (Measures to Provide Information in Electronic Format) Article 19 When convening a General Meeting of Shareholders, the Company shall take measures – 3 – SUPPLEMENTARY PROVISION SUPPLEMENTARY PROVISION (Effective date for the amendment of location) Article 1. The amendment to Article 3 shall become to provide information contained in the Reference Documents for the General Meeting of Shareholders and related documents in electronic format. (2) The Company may choose not to state some or all of the matters stipulated by the applicable Ministry of Justice ordinance that are subject to the measures to provide information in electronic format, in the paper-based format to be delivered to shareholders who request delivery of materials in such format by the record date for exercising voting rights. effective as of the date of relocation of the head office, which will be determined at a Board of Directors meeting held before June 30, 2022. This Supplementary Provision shall be deleted after the effective date of the relocation of the head office. (Transitional Measures Regarding Measures to Provide Information in Electronic Format) Article 2. Deletion of Article 19 (Internet Disclosure and Deemed Provision of Reference Materials, etc., for the General Meeting of Shareholders) of the current Articles of Incorporation and establishment of Article 19 (Measures to Provide Information in Electronic Format) of the proposed amendments shall become effective on the date of September 1, 2022. (2) Notwithstanding the provisions in the preceding paragraph, for any Shareholders’ Meeting held within six months from the September 1, 2022, Article 19 of the current Articles of Incorporation shall remain effective. (3) These supplemental provisions shall be deleted after the lapse of six months from September 1, 2022 or the lapse of three months from the date of the General Meeting of Shareholders set forth in the preceding paragraph, whichever is later. – 4 – The terms of office of all 9 Directors will expire at the conclusion of this year’s Annual General Meeting of Shareholders. Proposal No. 2: Election of 9 Directors The election of 9 Directors is proposed for the next term. The candidates for Director are as follows: No. Name Positions and responsibility at the Company Term of office for Directors Attendance at FY2021 Board of Directors meeting 1 Tomohisa Abe Chairman Reappointed 6 years 19/19 2 Haruo Nagamatsu Representative Director, President & Chief Executive Officer Reappointed 5 years 19/19 3 Masayuki Yoshizawa Reappointed 7 years 19/19 Representative Director Executive Vice President Division Director of TOYO Future Architect Department, and Security Management Department Director Senior Executive Officer Chief Compliance officer Division Director of Auditing Department, and Safety, Quality & Environment Management Division Director Senior Executive Officer Chief Financial Officer Division Director of Project Management Department and Corporate Administration Division 4 Noriyoshi Torigoe Reappointed 1 years 11 months 19/19 5 Kensuke Waki Reappointed 4 years 19/19 6 Masami Tashiro Director 7 years 18/19 Reappointed Outside Director Independent Officer Reappointed Outside Director Reappointed Outside Director Independent Officer Reappointed Outside Director Independent Officer 3 years 4 months 19/19 1 years 11 months 19/19 1 years 11 months 18/19 7 Reijiro Yamamoto Director 8 Tatsuya Terazawa Director 9 Sayoko Miyairi Director – 5 – 1. Tomohisa Abe Term of office for Director: 6 years (at the conclusion of this Ordinary General Meeting of Shareholders) Attendance at FY2021 Board of Directors meeting: 19/19 (100%) July 2019 Date of Birth: January 29, 1955 Reappointed Number of shares of the Company held: Common shares 7,400 Past experience, positions and significant concurrent positions April 1979 May 2009 April 2012 April 2015 June 2016 Joined the Company Group Manager, Asian & Pacific Marketing Department, Marketing Division Executive Officer; General Manager, Plant Sales & Marketing Division, International Sales & Marketing Uni Senior Executive Officer; Unit Director, Plant Sales & Marketing Unit Director; Senior Executive Officer; Unit Director, Plant Sales & Marketing Unit April 2017 Director; Senior Executive Officer; Unit Director, Plant Business Unit 2 April 2018 Director: Senior Executive Officer; Unit Director, Plant Business Unit; Division Director of Project Sales & Coordination Division, Construction Division, Procurement Division, and Business Development Strategy of TOYO Group April 2019 Representative Director; Senior Executive Officer; Division Director of Project Sales & Coordination Division, Construction Division, Procurement Division, and Business Development Strategy of TOYO Group Representative Director; Senior Executive Officer; Division Director of Project Management Department, Construction Division, Procurement Division, and Business Development Strategy of TOYO Group Representative Director; Senior Executive Officer; Division Director of Construction Division, Procurement Division, and Business Development Strategy of TOYO Group Chairman (to present) January 2020 April 2020 Reasons for nomination as a candidate for Director Mr. Tomohisa Abe, having been engaged in the plant sales & marketing divisions of the Company for many years, possesses ample experience and deep insights mainly in planning of sales and marketing strategies. Having served the Company as Representative Director, Senior Executive Director, and Unit Director of the Plant Business Unit, he had been engaged in the management of the Company from the standpoint of supervising the entire plant business of the Company. In addition, he has acted as the Chairman of the Board of Directors since April of 2020 in a pertinent manner. Expecting him to contribute to improving the corporate value of the Company through leveraging his ample experience and insights, the Company has nominated him as a candidate for Director. – 6 – 2. Haruo Nagamatsu Date of Birth: April 1, 1957 Reappointed Number of shares of the Company held: Common shares 14,800 Past experience, positions and significant concurrent positions April 1981 June 2000 April 2013 April 2016 June 2017 April 2018 Joined the Company Managing Director, Toyo Engineering & Construction Sdn.Bhd. Executive Officer; Deputy Unit Director, Infrastructure Business Unit; General Manager, Infrastructure Project Division and Infrastructure Business Unit Senior Executive Officer; Unit Director, Infrastructure Business Unit Director; Senior Executive Officer; Unit Director, Infrastructure Business Unit Representative Director; President & Chief Executive Officer (to present) Reasons for nomination as a candidate for Director Mr. Haruo Nagamatsu, having served the Company as Unit Director of the Infrastructure Business Unit, a representative of the Company’s overseas subsidiaries, and as a project manager, possesses ample experience and deep insights in project management and corporate management. In addition, as Representative Director and President & Chief Executive Officer since April 2018, he has demonstrated excellent leadership in the management of the Company. Expecting him to contribute to improving the corporate value of the Company through leveraging his ample experience and insights, the Company has nominated him as a candidate for Director. Term of office for Director: 5 years (at the conclusion of this Ordinary General Meeting of Shareholders) Attendance at FY2021 Board of Directors meeting: 19/19 (100%) – 7 – 3. Masayuki Yoshizawa Date of Birth: March 31, 1959 Reappointed Number of shares of the Company held: Common shares 8,300 Term of office for Director: 7 years (at the conclusion of this Ordinary General Meeting of Shareholders) Attendance at FY2021 Board of Directors meeting: 19/19 (100%) Past experience, positions and significant concurrent positions April 1982 August 2006 June 2011 April 2014 April 2015 June 2015 April 2016 June 2016 April 2017 April 2018 April 2019 July 2019 Joined MITSUI & CO., LTD. President & CEO, Mitsui Gas e Energia do Brazil Ltda. Executive Officer; Deputy General Manager, Corporate Planning Unit of the Company Senior Deputy General Manager, Osaka Office MITSUI & CO., LTD. Senior Executive Officer; Division Director of Corporate Strategy Unit and Corporate Administration Unit of the Company Director; Senior Executive Officer; Division Director of Corporate Strategy Unit and Corporate Administration Unit Director; Senior Executive Officer; Chief Compliance Officer; Division Director of IT Management & Control Division, Corporate Strategy Unit and Corporate Administration Unit Representative Director; Senior Executive Officer; Chief Compliance Officer; Division Director of IT Management & Control Division, Corporate Strategy Unit and Corporate Administration Unit Representative Director; Senior Executive Officer; Chief Compliance Officer; Division Director of Corporate Strategy Unit and Corporate Administration Unit Representative Director; Senior Executive Officer; Division Director of Corporate Strategy Unit and Business Development Division Representative Director; Executive Vice President; Division Director of Corporate Strategy Unit and Business Development Division Solution Business Unit Representative Director; Executive Vice President; Division Director of TOYO Future Architect Department, Corporate Strategy Unit, Business Development Division, and Solution Business Unit April 2020 Representative Director; Executive Vice President; Division Director of TOYO Future Architect Department and Project Management Department April 2021 June 2021 Representative Director; Executive Vice President; Division Director of TOYO Future Architect Department and Security Management Department Representative Director; Executive Vice President; Division Director of TOYO Future Architect Department, Security Management Department, and Procurement Division April 2022 Representative Director; Executive Vice President; Division Director of TOYO Future Architect Department, and Security Management Department (to present) Reasons for nomination as a candidate for Director Mr. Masayuki Yoshizawa, having served a general trading company for many years, possesses ample experience and deep insights related to the business of the Company such as investments, EPC businesses in energy and infrastructure fields, and the management of overseas corporations. As Director and Senior Executive Officer of the Company since 2015, and as Representative Director since 2016, as Executive Vice President since April 2019, he has been engaged in the management of the Company and supervised business reform and project management department. Expecting him to contribute to improving the corporate value of the Company through leveraging his ample experience and insights, the Company has nominated him as a candidate for Director. – 8 – 4.Noriyoshi Torigoe Term of office for Director: 1 years 11 months (at the conclusion of this Ordinary General Meeting of Shareholders) Attendance at FY 2021 Board of Directors meeting: 19/19 (100%) Date of Birth: December 10, 1960 Reappointed Number of shares of the Company held: Common shares 1,800 Past experience, positions and significant concurrent positions April 1983 August 2007 Director General, Corporate Finance Department, Japan Bank for Joined the Export-Import Bank of Japan International Cooperation October 2008 Director General, Corporate Finance Department, Japan Bank for International Cooperation, Japan Finance Corporation December 2010 Chief Internal Auditor, Internal Audit Department, Japan Finance April 2012 June 2012 December 2013 Corporation Chief Internal Auditor, Internal Audit Department, Japan Bank for International Cooperation Executive Officer for the Americas, Japan Bank for International Cooperation Deputy Managing Director, Komatsu Economic and Strategy Research Center February 2015 Advisor, MODEC, Inc. January 2017 Senior Adviser, Japan Overseas Infrastructure Investment June 2017 Corporation for Transport & Urban Development Executive Officer; Head of Project Department, Japan Overseas Infrastructure Investment Corporation for Transport & Urban Development January 2018 Managing Executive Officer; Head of Project Department, Japan Overseas Infrastructure Investment Corporation for Transport & Urban Development Adviser of the Company June 2020 June 2020 August 2020 April 2021 Senior Executive Officer of the Company Director; Senior Executive Officer Director; Senior Executive Officer; Chief Compliance Officer; Division Director of Auditing Department and Safety, Quality & Environment Management Division (to present) Reasons for nomination as a candidate for Director Mr. Noriyoshi Torigoe, has long experience in a quasi-public lending institution, possesses ample experience and extensive insights in Infrastructure related business. As a Director since August 2020, he has been engaged in the management of the Company, given his opinions, and proposed to planning business strategy. Expecting him to contribute to improving the corporate value of the Company through leveraging his ample experience and insights, the Company has nominated him as a candidate for Director. – 9 – 5.Kensuke Waki Term of office for Director: 4 years (at the conclusion of this Ordinary General Meeting of Shareholders) Attendance at FY2021 Board of Directors meeting: 19/19 (100%) Date of Birth: May 15, 1959 Reappointed Number of shares of the Company held: Common shares 5,200 Past experience, positions and significant concurrent positions April 1983 June 2007 General Manager, Accounting Division, Finance & Accounting Joined the Company. Unit April 2014 General Manager, Finance & Accounting Unit April 2016 Executive Officer; General Manager, Finance & Accounting Unit April 2017 Executive Officer; Chief Financial Officer; General Manager, Finance & Accounting Unit April 2018 Senior Executive Officer; Chief Financial Officer; Division Director of Finance & Accounting Unit June 2018 Director; Senior Executive Officer; Chief Financial Officer; Division Director of Finance & Accounting Unit April 2021 Director; Senior Executive Officer; Chief Financial Officer; Division Director of Auditing Department and Safety, Quality & Environment Management Division (to present) Reasons for nomination as a candidate for Director Mr. Kensuke Waki, having served the Company as the heads of finance and accounting divisions, possesses ample experience and deep insights in finance and accounting. As a Chief Financial Officer since 2017, as a Director and Senior Executive Officer of the Company since 2018, he has been engaged in the management of the Company from the standpoint of supervising finance and accounting of the Company. Expecting him to contribute to improving the corporate value of the Company through leveraging his ample experience and insights, the Company has nominated him as a candidate for Director. – 10 – 6.Masami Tashiro Term of office for Director: 7 years (at the conclusion of this Ordinary General Meeting of Shareholders) Attendance at FY2021 Board of Directors meeting: 18/19 (94.7%) Outside Director Candidate Independent Officer Candidate Date of Birth: May 11, 1952 Reappointed Number of shares of the Company held: Common shares 3,900 Past experience, positions and significant concurrent positions April 1976 April 2001 Joined Mitsui Bank, Ltd. General Manager, International Credit Dept., Sumitomo Mitsui Banking Corporation December 2002 General Manager, Singapore Branch, Sumitomo Mitsui Banking June 2003 June 2006 July 2010 June 2012 Corporation Executive Officer; General Manager, Singapore Branch, Sumitomo Mitsui Banking Corporation Member of the Board, Taiyo Oil Company, Limited Vice President, SMBC International Business Co., Ltd. President and Representative Director, SMBC International Business Co., Ltd. December 2013 Outside Auditor, ACKG Limited June 2015 Outside Director of the Company (to present) December 2016 Outside Director, ACKG Limited (current Oriental Consultants Holdings Company Limited) (to present) Significant concurrent positions ・Outside Director, Oriental Consultants Holdings Company Limited Reasons for nomination as a candidate for Outside Director and expect role: Mr. Masami Tashiro has long experience in international business operations at financial institutions and possesses ample experience and deep insights as a corporate manager. He has been providing precise comments and opinions about the Company’s overall management from an independent standpoint based on a global perspective and supervising the Company’s management appropriately. Since his appropriate performance of duties as an Outside Director can continue to be expected, the Company has nominated him as a candidate for Outside Director. The Company designates him as an Independent Officer as stipulated by the regulations of the Tokyo Stock Exchange. If he is re-elected, the Company will continue to designate him as an Independent Officer. Liability limitation contracts with Directors The Company has a contract with Mr. Tashiro for limitation of liability for damages as provided in Article 423, Paragraph 1, of the Corporation Law as prescribed by Article 427, Paragraph 1, of the Corporation Law and the Articles of Incorporation of the Company. If he is re-elected, the Company will renew the contract with him. The limitation of liability under the contract is the minimum liability amount set forth in Article 425, Paragraph 1, of the Corporation Law. – 11 – 7.Reijiro Yamamoto Date of Birth: October 3, 1960 Reappointed Number of shares of the Company held: 0 Term of office for Director: 3 years 4 months (at the conclusion of this Ordinary General Meeting of Shareholders) Attendance at FY2021 Board of Directors meeting: 19/19 (100%) Outside Director Candidate Past experience, positions and significant concurrent positions April 1984 January 2000 April 2004 October 2005 January 2006 January 2009 December 2009 January 2012 August 2013 September 2013 October 2014 October 2014 February 2016 January 2017 March 2019 October 2019 June 2020 Joined Mitsui Bank (current Sumitomo Mitsui Banking Corporation) Participated in Unison Capital, Inc. A Founding Partner, GCA Corporation Representative Director, Mezzanine Corporation Representative Director & Partner, Integral Corporation (to present) Director, B.P.S. Corporation Director, Yohji Yamamoto Inc. Representative Director & Partner, Integral Partners Corporation (to present) Auditing Officer, Yohji Yamamoto Inc. (to present) Outside Director, TBI Holdings Co., Ltd. Director, Shinwa Co., Ltd. Director, J-trading Inc. Outside Director, Itokin Co., Ltd. (to present) Outside Director, Aderans Company Limited (to present) Outside Director, of the Company (to present) Outside Director, Sanden Retail Systems Corporation (to present) Director, Mamezou Holdings Co., LTD. (currentJSEE HOLDINGS, INC.) (to present) Director, K2TOP Holdings Corporation (current Mamezou K2TOP Holdings Corporation) (to precent) November 2020 Director, OPENSTREAM HOLDINGS Co. (to present) April 2021 Chairman & Director, Skymark Airlines Inc. (to present) Director, MAMEZO DIGITAL HOLDINGS CO., LTD. (to present) Significant concurrent positions • Representative Director & Partner, Integral Corporation • Auditing Officer, Yohji Yamamoto Inc. • Outside Director, Itokin Co., Ltd. • Outside Director, Aderans Company Limited • Director, JSEE HOLDINGS, INC. Director, Mamezou K2TOP Holdings Corporation • Director, OPENSTREAM HOLDINGS Co., LTD. • Chairman & Director, Skymark Airlines Inc. • Director, MAMEZO DIGITAL HOLDINGS CO., LTD. Reasons for nomination as a candidate for Outside Director and expect role: Mr. Reijiro Yamamoto, who serves as the corporate manager of an investment fund management company and has served as corporate managers of various business companies, possesses ample experience and deep insights in finance and corporate management. He has been providing precise comments and opinions on the management of the Company appropriately. Since his appropriate performance of duties as an Outside Director can continue to be expected, the Company has nominated Mr. Yamamoto as a candidate for Outside Director. Liability limitation contracts with Directors The Company has a contract with Mr. Yamamoto for limitation of liability for damages as provided in Article 423, Paragraph 1, of the Corporation Law as prescribed by Article 427, Paragraph 1, of the Corporation Law and the Articles of Incorporation of the Company. If he is re-elected, the Company will renew the contract with him. The limitation of liability under the contract is the minimum liability amount set forth in Article 425, Paragraph 1, of the Corporation Law. – 12 – 8.Tatsuya Terazawa Date of Birth: January20, 1961 Reappointed Number of shares of the Company held: Common shares 900 Term of office for Director: 1 years 11 months (at the conclusion of this Ordinary General Meeting of Shareholders) Attendance at FY2021 Board of Directors meeting: 19/19 (100%) － Outside Director Candidate Independent Officer Candidate Past experience, positions and significant concurrent positions Entered the Ministry of International Trade and Industry April 1984 September 2011 Executive Secretary to the Prime Minister December 2012 Deputy Director-General, Economic & Industrial Policy Bureau, June 2013 July 2015 July 2017 July 2018 Ministry of Economy, Trade & Industry Councilor, Commerce Distribution & Industrial Safety Policy Group (Industrial Safety section), Ministry of Economy, Trade & Industry Director-General, Trade & Economic Cooperation Bureau, Ministry of Economy, Trade & Industry Director-General, Commerce & Information Policy Bureau, Ministry of Economy, Trade and Industry Vice-Minister for International Affairs, Ministry of Economy, Trade & Industry Advisor, Ministry of Economy, Trade & Industry (to present) July 2019 August 2020 Outside Director, of the Company (to present) January 2021 July 2021 Chairman and CEO, The Institute of Energy Economics, Japan (to Special Advisor to the Cabinet Office present) Significant concurrent positions • Chairman and CEO, The Institute of Energy Economics, Japan Reasons for nomination as a candidate for Outside Director and expect role: Mr. Tatsuya Terazawa, having served in the Ministry of Economy, Trade & Industry (METI) for many years, possesses ample experience and deep insights in public policies mainly of the trade policy and trade promotion. Leveraging his expertise, he has been providing precise comments and opinions about the Company’s from an independent standpoint and supervising the Company’s management appropriately. Although Mr. Terazawa has not been directly involved in corporate management except Outside Director, because of his advanced ample experience and knowledge in trade policy and etc., the Company expect him to make accurate opinion, and assesses that he can adequately fulfill his responsibilities as Outside Director. The Company designates him as an Independent Officer as stipulated by the regulations of the Tokyo Stock Exchange. If he is re-elected, the Company will continue to designate him as an Independent Officer. Liability limitation contracts with Directors The Company has a contract with Mr. Terazawa for limitation of liability for damages as provided in Article 423, Paragraph 1, of the Corporation Law as prescribed by Article 427, Paragraph 1, of the Corporation Law and the Articles of Incorporation of the Company. If he is re-elected, the Company will renew the contract with him. The limitation of liability under the contract is the minimum liability amount set forth in Article 425, Paragraph 1, of the Corporation Law. – 13 – 9.Sayoko Miyairi Date of Birth: November 12, 1956 Reappointed Number of shares of the Company held: Common shares 1,400 Past experience, positions and significant concurrent positions April 1979 July 1982 March 1986 April 2000 April 2000 January 2005 April 2008 Joined Hitachi, Ltd. Joined Bank of America, N.A., Asia Headquarters Joined Pasona Inc. and seconded and then transferred to Edu Consult Co., Ltd. (current Scholar Consult Co., ltd.) Partner, Scholar Consult Co., ltd. (to present) Assistant Professor, Nihonbashi Gakkan University (current Kaichi International University) Director, Scholar Consult Co., ltd. Professor, Nihonbashi Gakkan University (current Kaichi International University) Outside Director, KH Neochem Co., ltd. (to present) March 2019 August 2020 Outside Director, of the Company (to present) April 2022 Professor emeritus, visiting professor Kaichi International University (to present) Significant concurrent positions • Partner, Scholar Consult Co., ltd. • Professor emeritus, visiting professor, Kaichi International University • Outside Director, KH Neochem Co., ltd. Reasons for nomination as a candidate for Outside Director and expect role: Ms. Sayoko Miyairi, possesses ample business and management experience in consulting company, possesses professional knowledge and board insight as a university professor. Leveraging her expertise, she has been providing precise comments and opinions about the Company’s from an independent standpoint and supervising the Company’s management appropriately. The Company designates her as an Independent Officer as stipulated by the regulations of the Tokyo Stock Exchange. If she is re-elected, the Company will continue to designate her as an Independent Officer. Liability limitation contracts with Directors The Company has a contract with Ms. Miyairi for limitation of liability for damages as provided in Article 423, Paragraph 1, of the Corporation Law as prescribed by Article 427, Paragraph 1, of the Corporation Law and the Articles of Incorporation of the Company. If she is re-elected, the Company will renew the contract with her. The limitation of liability under the contract is the minimum liability amount set forth in Article 425, Paragraph 1, of the Corporation Law. Term of office for Director: 1 years 11 months (at the conclusion of this Ordinary General Meeting of Shareholders) Attendance at FY2021 Board of Directors meeting: 18/19 (100%) － Outside Director Candidate Independent Officer Candidate 1. Mr. Reijiro Yamamoto concurrently serves as the Representative Director & Partner of Integral Corporation. Integral Team Limited Partnership and Innovation Alpha Team L.P., who have unlimited liability partners that are companies with which Integral Corporation invests in and provides investment advice to, are subscribers for class A preferred shares. There are no special interests between the other candidates and the Company. 2. Ms. Sayoko Miyairi’s name as recorded in her family name register is Sayoko Ibaraki. 3. The Company shall enter into a directors and officers liability insurance contract with an insurance company, which is stipulated in Article 430-3, Paragraph 1 of the Companies Act. The insurance premium is paid in full by the Company. Legal damages and costs for disputes incurred as a result of a claim for compensation for damages to be borne by the insured shall be covered by the said insurance. Candidates shall be included as insureds under the policy. The Company plans to renew the insurance policy with the same level of content the next time it is renewed. – 14 – Note: Proposal No. 3: Election of 2 Audit & Supervisory Board Members Audit & Supervisory Board Member Masayuki Uchida and Yoshiyuki Funakoshi will resign at the conclusion of this meeting. Therefore, the Company proposes the election of two Audit & Supervisory Board Members. The candidates for Audit & Supervisory Board Member are as follows. The consent of the Audit & Supervisory Board has been obtained for the submission of this proposal. 1.Toshihiko Nemura Date of Birth: December 30, 1958 Newly Appointed Number of shares of the Company held: Common shares 1,000 Past experience, positions and significant concurrent positions Joined the Company April 1981 Plant Business Unit Detailed Design Group April 1988 Manager, Overseas Project Division 4 June 2004 January 2009 Director, Atlatec Holdings, S.A. de C.V.(secondment) January 2011 General Manager, Mechanical Engineering Division, Engineering April 2014 April 2016 Management Unit Deputy General Manager, Strategic Marketing Division Plant Sales and Marketing Unit General Manager, Safety, Quality and Environment Management Division General Manager, Auditing Department Reasons for nomination as a candidate for Outside Audit & Supervisory Board Member Mr. Toshihiko Nemura has been engaged in the Company’s Engineering department for many years and assumed office as Directors of overseas companies and as the heads of divisions in charge of, Mechanical Engineering Division, Strategic Marketing Division and internal audits. He possesses ample experience and deep insights in technology, corporate management and internal audits. Leveraging such expertise, he is expected to conduct fair and rigorous monitoring and audits of the Company’s management and business execution, etc. Therefore, the Company has nominated him as a candidate for Corporate Auditor. ― ― ― Term of office for Audit & Supervisory Board Member: Attendance at FY2021 Board of Directors meeting: Attendance at FY2021 Audit & Supervisory Board Members meeting: – 15 – 2.Hideki Matsuo Date of Birth: June 27, 1956 Newly Appointed Number of shares of the Company held: Common shares 0 Past experience, positions and significant concurrent positions April 1982 ― ― ― Term of office for Audit & Supervisory Board Member: Attendance at FY2021 Board of Directors meeting: Attendance at FY2021 Audit & Supervisory Board Members meeting: Outside Auditor Candidate Independent Officer Candidate March 2000 May 2003 April 2006 June 2009 Joined Mitsui Toatsu Chemicals, Inc. (current Mitsui Chemicals, Inc.) Director, Plant Manager, MITSUI BISPHENOL SINGAPORE PTE LTD Director, Plant Manager, (cum) MITSUI PHENOL SINGAPORE PTE LTD President, SHANGHAI SINOPEC MITSUI CHEMICALS, CO., LTD Senior Director, Mitsui Chemicals, Inc. General Manager Planning & Coordination and License Division, Basic Chemicals Business Sector April 2010 Senior Director General Manager, Planning & Coordination Division, Petrochemicals Business Sector Deputy General Manager, Production & Technology Center June 2011 April 2013 Executive Officer General Manager, Production & Technology April 2014 Senior Executive Officer General Manager, Production & Center Technology Center June 2016 Director/Senior Executive Officer General Manager, Production & Technology Center April 2017 Director/Senior Executive Officer General Manager, Production & Technology Center April 2018 Representative Director; Senior Executive Officer (CTO) April 2020 Representative Director; Executive Vice President (CTO) April 2022 Associate Director or Senior Consultant (to present) Note: Mr. Hideki Matsuo is to resign from the position of Director of Mitsui Chemicals, Inc. and to assume the position of Senior Consultant upon the close of Mitsui Chemicals, Inc. Annual General Meeting of Shareholders to be held in June 2022. Reasons for nomination as a candidate for Outside Audit & Supervisory Board Member Mr. Hideki Matsuo, has been engaged in the chemical industry company, possess ample experience and deep insight in corporate management. Since auditing the Company’s management appropriately from an independent standpoint can be expected, the Company has nominated him as candidate for Outside Audit &Supervisory Board Member. Although he is a former executive officer of Mitsui Chemicals, Inc., a major shareholder of the Company, it has no dominant influence on the management of the Company, the objectivity and neutrality for monitoring and auditing the Company’s management are ensured. there is no possibility of conflicts of interest with general shareholders. Therefore, if he is elected, the Company will designate him as an Independent Officer under the rules of the Tokyo Stock Exchange. Liability limitation contracts with Audit &Supervisory board Members The Company has a contract with him for limitation of liability for damages as provided in Article 423, Paragraph 1, of the Corporation Law as prescribed by Article 427, Paragraph 1, of the Corporation Law and the Articles of Incorporation of the Company. If he is re-elected, the Company will renew the contract with him. The limitation of liability under the contract will be the minimum liability amount set forth in Article 425, Paragraph 1, of the Corporation Law. Note: 1. There is no special interest between any of the candidates and the Company. 2. The Company shall enter into a directors and officers liability insurance contract with an insurance company, which is stipulated in Article 430-3, Paragraph 1 of the Companies Act. The insurance premium is paid in full by the Company. Legal damages and costs for disputes incurred as a result of a claim for compensation for damages to be borne by the insured shall be covered by the said insurance. Candidates shall be included as insureds under the policy. The Company plans to renew the insurance policy with the same level of content the next time it is renewed. – 16 –