バンダイナムコホールディングス（7832） – Notice of the Seventeenth Ordinary General Meeting of Shareholders to be held on June 20, 2022

Bandai Namco Holdings Inc. Notice of the Seventeenth Ordinary General Meeting of Shareholders to be held on June 20, 2022 An English translation of the original notice in Japanese DISCLAIMER The following is an English translation of the Japanese original “Notice of the Seventeenth Ordinary General Meeting of Shareholders of Bandai Namco Holdings Inc.” which meeting is to be held on June 20, 2022. The Company provides this translation for your reference and convenience only and does not guarantee its accuracy or otherwise. In the event of any discrepancies, the Japanese original notice shall prevail. These documents have been prepared solely in accordance with Japanese law and are offered here for informational purposes only. In particular, please note that the financial statements included in the following translation have been prepared in accordance with Japanese GAAP. 1 Securities code: 7832 May 30, 2022 5-37-8 Shiba, Minato-ku, Tokyo Bandai Namco Holdings Inc. Masaru Kawaguchi President and Representative Director Group CEO Dear Shareholders, NOTICE OF THE SEVENTEENTH ORDINARY GENERAL MEETING OF SHAREHOLDERS We would like to thank all of our shareholders for your continued support. First of all, we would like to express my deepest sympathies to those who have contracted COVID-19 and their families. In April 2022, the Bandai Namco Group established the Purpose, which we have positioned as the ultimate definition of the Group. The Purpose expresses the meaning of the Group’s existence for society. In other words, it expresses what we aim to be. “Connecting and working together to create things” is an especially important element of the Purpose. “Fun for All into the Future” is the result of “connecting” with people around the world and “creating things together,” which is linked to “providing fun and inspiration to people around the world and striving to create smiles and happiness into the future.” In addition to promoting its business, the Bandai Namco Group will also contribute to the creation of a sustainable society by promoting sustainable activities that address social issues that the Group should face together with its fans based on its IP axis strategy. We would like to ask all of our shareholders for their continued support going forward. Meeting Details 1. Date and Time: 2. Place: 3. Purpose of the Meeting: Matters to be Reported: June 20, 2022 (Monday) at 10:00 a.m. (Japan Time) “Hiten,” Grand Prince Hotel New Takanawa 3-13-1 Takanawa, Minato-ku, Tokyo 1. Report on the Contents of the Business Reports, the Consolidated Financial Statements, and the Results of the Auditing of the Consolidated Financial Statements by the Accounting Auditor and the Audit & Supervisory Board for the Seventeenth Fiscal Year (from April 1, 2021 to March 31, 2022) 2. Report on the Contents of the Non-Consolidated Financial Statements for the Seventeenth Fiscal Year (from April 1, 2021 to March 31, 2022) Matters to be Resolved: Proposal No. 1: Appropriation of Surplus Proposal No. 2: Partial Amendments to the Articles of Incorporation Proposal No. 3: Election of Ten Directors (Excluding Directors Who Are Audit & Supervisory Committee Members) Proposal No. 4: Election of Four Directors Who Are Audit & Supervisory Committee Members Proposal No. 5: Determination of Remuneration Limit for Directors (Excluding Directors Who Are Audit & Supervisory Committee Members) Proposal No. 6: Determination of Remuneration Limit for Directors Who Are Audit & Proposal No. 7: Determination of Performance-based Stock Compensation Plan for Directors Supervisory Committee Members 2 (Excluding Directors Who Are Audit & Supervisory Committee Members and Outside Directors) If revisions to the contents of the “Reference Documents for the General Meeting of Shareholders,” the “Business Reports,” the “Consolidated Financial Statements” and the “Non-Consolidated Financial Statements” are required, the Company shall publish a notification on the Company website at the following URL: (https://www.bandainamco.co.jp/ir/stock/meeting.html) 3 [Information on Exercise of Voting Rights] Please exercise your voting rights after reviewing the Reference Documents for the General Meeting of Shareholders on pages 5 to 43. You may exercise your voting rights by one of the following three methods. How to exercise your voting rights in writing (via postal mail): Please indicate, on the Voting Rights Exercise Form, your approval or disapproval of each item on the agenda and return the completed form. Deadline for voting: To be received no later than 5:30 p.m., Saturday, June 18, 2022 (Japan Time). How to exercise your voting rights via the Internet: Please enter your approval or disapproval of each item on the agenda in accordance with the instructions on the following page. Deadline for voting: All data entry to be completed no later than 5:30 p.m., Saturday, June 18, 2022 (Japan Time). How to exercise your voting rights via attending the General Meeting of Shareholders: * Shareholders must register in advance to attend in person, and only a limited number will be selected by the lottery. When attending the meeting in person, please hand in the Voting Rights Exercise Form and your confirmation letter for attending the meeting in person (two documents) at the reception desk at the place of the shareholders’ meeting. Date and time of the General Meeting of Shareholders: June 20, 2022 (Monday) at 10:00 a.m. (Japan Time) If you exercise your voting rights more than once both in writing (via postal mail) and via the Internet, then only the vote cast via the Internet shall be deemed valid. In addition, if you cast your vote via the Internet multiple times, then only the last vote cast shall be deemed valid. If you cast your vote via the Internet more than once, using a personal computer, a smartphone, etc., then only the last vote cast shall be deemed valid. If you attend the meeting in person, you do not need to follow the procedures for the exercise of voting rights via postal mail (sending the Voting Rights Exercise Form) or via the Internet. The General Meeting of Shareholders may be subject to administrative changes that may include discontinuing the system for pre-registering to attend the meeting in person (via a lottery system) due to circumstances such as developments involving COVID-19 or government announcements or guidelines up to the date of the General Meeting of Shareholders. We ask that you check the Company website for updates in regard thereto. The Company’s website: https://www.bandainamco.co.jp/ir/stock/meeting.html 4 [Information on Exercise of Voting Rights via the Internet] By scanning the QR Code You can log in to the website for the exercise of voting rights without entering the Login ID or Temporary Password printed on the Voting Rights Exercise Form. 1. Please scan the QR Code printed on the right side of the Voting Rights Exercise Form. * QR Code is a registered trademark of DENSO WAVE INCORPORATED. 2. Enter your approval or disapproval of each item on the agenda in accordance with the instructions on the screen. You can use the QR Code to log in just once. Please read “By entering your Login ID and Temporary Password” below for instructions when re-exercising your voting right or exercising your voting right without using the QR Code. By entering your Login ID and Temporary Password The website for the exercise of voting rights: https://evote.tr.mufg.jp/ 1. Please access the website for the exercise of voting rights. 2. Enter the “Login ID” and “Temporary Password” printed on your Voting Rights Exercise Form and click the “Login.” 3. Please register the “New Password.” Enter the “New Password.” Click the “Send.” 4. Enter your approval or disapproval of each item on the agenda in accordance with the instructions on * All costs associated with accessing the website for the exercise of voting rights are to be borne by the the screen. shareholder. If you have any inquiries regarding the operation of a personal computer, a smartphone, or a mobile phone, etc. when exercising your voting rights via the Internet, please contact the following: Transfer Agent Department (Help Desk) Mitsubishi UFJ Trust and Banking Corporation Phone: 0120-173-027 (9:00 to 21:00 (Japan Time); toll free only within Japan) Institutional investors may make use of the Electronic Voting Platform for Institutional Investors operated by ICJ, Inc. 5 Reference Documents for the General Meeting of Shareholders Proposals and References Proposal No. 1: Appropriation of Surplus Appropriation of surplus is as follows: Fiscal year-end dividends The Company ranks the return of profits to shareholders as one of its highest priorities in its management. The Company aims to further strengthen the competitiveness of the Bandai Namco Group (the “Group”) and, while maintaining a sound financial status, to achieve regular distributions of dividends and improvement in the Company’s corporate value. Specifically, the Company follows a basic policy of providing a return to shareholders that targets a total return ratio of 50% or more based on stable dividend payments of 2% of DOE (dividends on equity). Under this policy, the Company strives to maintain long-term and stable dividends and be more aware of capital cost. In view of the Company’s performance in this fiscal year, the Company will pay a year-end dividend of ¥188 per share, which consists of a base dividend of ¥24 per share and a performance-based dividend of ¥164 per share. Since the Company paid an interim dividend of ¥24 per share on December 7, 2021, the total annual dividend for the fiscal year will be ¥212 per share. 1. Type of dividend assets: Cash June 21, 2022 2. Allocation of dividend assets to be paid to shareholders and total amount of dividend: Dividend per share of common stock of the Company ······ ¥188 Total amount of dividends ··························· ¥41,368,276,512 3. Effective date of distribution of surplus (dividend): 6 Proposal No. 2: Partial Amendments to the Articles of Incorporation The Company seeks to amend its Articles of Incorporation as provided for in the “Proposed Amendments” below. 1. Reason for the amendments (a) Transition to a company with an audit & supervisory committee The Company will transition to a company with an audit & supervisory committee in order to strengthen its corporate governance system and further enhance its corporate value through speedy decision-making and execution of business. The Company will strengthen the audit and supervisory functions of the Board of Directors by establishing an Audit & Supervisory Committee with a majority of members consisting of Outside Directors and granting the right to vote at meetings of the Board of Directors to Directors who are Audit & Supervisory Committee Members. Accordingly, the Company will make the necessary amendments, including the establishment of new provisions regarding the Audit & Supervisory Committee and Directors who are Audit & Supervisory Committee Members, the deletion of provisions regarding the Audit & Supervisory Board and Audit & Supervisory Board Members, and the establishment of new provisions regarding the delegation of authority to Directors, etc. (b) Introduction of measures for providing reference documents for the general meeting of shareholders, etc. in electronic format 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 informational materials for the general meeting of shareholders in electronic format. (1) Article 16, paragraph 1 of the “Proposed Amendments” below will stipulate that the Company shall take measures for providing information that constitutes the content of reference documents for the general meeting of shareholders, etc. in electronic format. (2) Article 16, paragraph 2 of the “Proposed Amendments” below will establish provisions to limit the scope of the items to be stated in the paper-based documents to be delivered to shareholders who requested the delivery of paper-based documents. (3) Since the provisions for internet disclosure and deemed provision of reference documents for the general meeting of shareholders, etc. (Article 16 of the current Articles of Incorporation) will no longer be required, they will be deleted. (4) Accompanying the aforementioned establishment and deletion of provisions, supplementary provisions regarding the effective date, etc. will be established. (c) The Company will make partial revisions to wording and expressions and any other necessary amendments, such as renumbering of articles, accompanying the addition and deletion of articles. The amendments to the Articles of Incorporation pertaining to this proposal will be effective at the conclusion of this Ordinary General Meeting of Shareholders. The amendments to the Articles of Incorporation accompanying the introduction of measures for providing reference documents for the general meeting of shareholders, etc. in electronic format in 1.(b) above will be effective pursuant to the supplementary provisions regarding the effective date, etc. 7 2. Detail of the amendments The details of the amendments are as follows: Current Articles Proposed Amendments (Amendments shown by underlines.) Chapter I General Provisions (Trade Name) Article 1 Chapter I General Provisions (Trade Name) Article 1 (Text omitted) (Unchanged) 2. In English, the trade name shall be BANDAI NAMCO Holdings Inc. 2. In English, the trade name shall be Bandai Namco Holdings Inc. Articles 2 – 4 (Text omitted) Articles 2 – 4 (Unchanged) Chapter II Shares Chapter II Shares Articles 5 – 11 (Text omitted) Articles 5 – 11 (Unchanged) Chapter III General Meeting of Shareholders Chapter III General Meeting of Shareholders Articles 12 – 15 (Text omitted) Articles 12 – 15 (Unchanged) (Deleted) (Internet Disclosure and Deemed Provision of Reference Documents for the General Meeting of Shareholders, etc.) Article 16 When the Company convenes a general meeting of shareholders, if it discloses information that is to be stated or presented in the reference documents for the general meeting of shareholders, business report, non-consolidated financial statements and consolidated financial statements through the internet in accordance with the provisions prescribed by the Ministry of Justice Order, it may be deemed that the Company has provided this information to shareholders. (New) (Measures, etc. for Providing Information in Electronic Format) Article 16 1. When the Company convenes a general meeting of shareholders, it shall take measures for providing information that constitutes the content of reference documents for the general meeting of shareholders, etc. in electronic format. 2. Of the items for which measures for providing information in electronic format will be taken, the Company may exclude all or some of those items designated by the Ministry of Justice Order from the paper-based documents to be delivered to shareholders who requested the delivery of paper-based documents by the record date for voting rights. Articles 17 – 18 (Text omitted) Articles 17 – 18 (Unchanged) Chapter IV Directors and Board of Directors Meetings Article 19 (Text omitted) Chapter IV Directors and Board of Directors Meetings Article 19 (Unchanged) (Number of Directors) Article 20 (Number of Directors) Article 20 The Company shall have not more than 12 Directors, at least two of whom shall be outside Directors as defined in Article 2, item (xv) of the Companies Act (hereinafter referred to as “Outside Directors”). (New) 1. The Company shall have not more than 10 Directors (excluding Directors who are Audit & Supervisory Committee Members). 2. The Company shall have not more than five Directors who are Audit & Supervisory Committee Members (hereinafter referred to as “Audit & Supervisory Committee Members”). 8 Current Articles Proposed Amendments (Election of Directors) Article 21 1. Directors shall be elected by resolution of a general 1. Directors shall be elected by resolution of a general (Election of Directors) Article 21 meeting of shareholders. 2. 3. (Text omitted) (Text omitted) (Term of Office of Directors) Article 22 The term of office of a Director shall expire at the conclusion of the ordinary general meeting of shareholders for the last business year out of the business years terminating within one year after the election of the Director. (New) 2. Notwithstanding the provisions of the preceding meeting of shareholders, distinguishing between Audit & Supervisory Committee Members and other directors. (Unchanged) (Unchanged) 2. 3. 1. (Term of Office of Directors) Article 22 (Unchanged) paragraph, the term of office of an Audit & Supervisory Committee Member shall expire at the conclusion of the ordinary general meeting of shareholders for the last business year to end within two years after the election of the Audit & Supervisory Committee Member. 3. The term of office of an Audit & Supervisory Committee Member who is elected as the substitute for an Audit & Supervisory Committee Member who retired from office before the expiration of his or her term of office shall continue until the time the term of office of the Audit & Supervisory Committee Member who retired from office is to expire. 4. The effective term of the resolution for the election of a substitute Audit & Supervisory Committee Member elected in accordance with Article 329, Paragraph 3 of the Companies Act shall expire at the beginning of the ordinary general meeting of shareholders for the last business year to end within two years after the election of the substitute Audit & Supervisory Committee Member, unless shortened by the said resolution. (New) (New) (Representative Directors) Article 23 (Representative Directors) Article 23 The Board of Directors shall appoint Representative Director(s) from among the Directors by its resolution. The Board of Directors shall appoint Representative Director(s) from among the Directors (excluding Directors who are Audit & Supervisory Committee Members) by its resolution. (Directors With Special Titles) Article 24 (Directors With Special Titles) Article 24 The Board of Directors shall appoint one Director and President by its resolution. In addition, when necessary, the Board of Directors may appoint by its resolution one Director and Chairman and a small number of Director and Vice Chairmen, Director and Vice Presidents, Senior Managing Directors, and Managing Directors. The Board of Directors shall appoint one Director and President from among the Directors (excluding Directors who are Audit & Supervisory Committee Members) by its resolution. In addition, when necessary, the Board of Directors may appoint by its resolution one Director and Chairman and a small number of Director and Vice Chairmen, Director and Vice Presidents, Senior Managing Directors, and Managing Directors from among the Directors (excluding Directors who are Audit & Supervisory Committee Members). 9 (Convener and Chairperson of Board of Directors Meetings) (Convener and Chairperson of Board of Directors Meetings) Current Articles Proposed Amendments Article 25 Article 25 1. Representative Directors shall convene and chair Board of 1. Directors predetermined by the Board of Directors shall Directors meetings, except where otherwise specified by applicable laws and regulations. 2. Where there are multiple Representative Directors, the Representative Director with seniority following the order predetermined by the Board of Directors shall convene and chair Board of Directors meetings. When Representative Directors are unable to do so, another Director, following the order predetermined by the Board of Directors, shall perform that duty. convene and chair Board of Directors meetings, except where otherwise specified by applicable laws and regulations. 2. When a Director who convenes and chairs the Board of Directors meetings is unable to do so, another Director, following the order predetermined by the Board of Directors, shall perform the duties in their place. (Notice of Meeting of the Board of Directors) (Notice of Meeting of the Board of Directors) Article 26 Article 26 1. When convening a Board of Directors meeting, a notice shall be dispatched to each Director and each Audit & Supervisory Board Member at least three days before the day of the meeting; provided, however, that this period may be reduced in case of emergency. 1. When convening a Board of Directors meeting, a notice shall be dispatched to each Director at least three days before the day of the meeting; provided, however, that this period may be reduced in case of emergency. 2. With the consent of all Directors and Audit & Supervisory Board Members, a Board of Directors meeting may be held without following the convening procedures. 2. With the consent of all Directors, a Board of Directors meeting may be held without following the convening procedures. Article 27 (Text omitted) Article 27 (Unchanged) (Omission of Resolutions of the Board of Directors) (Omission of Resolutions of the Board of Directors) Article 28 Article 28 When all Directors agree in writing or by means of electronic records to a proposal to be resolved by the Board of Directors, the Company shall deem that the Board of Directors has passed a resolution to adopt the proposal to be resolved; provided, however, that this shall not apply to cases where any Audit & Supervisory Board Member expresses an objection. When all Directors agree in writing or by means of electronic records to a proposal to be resolved by the Board of Directors, the Company shall deem that the Board of Directors has passed a resolution to adopt the proposal to be resolved. (New) (Delegation of Decisions regarding Execution of Operations to Directors) Article 29 Pursuant to the provisions of Article 399-13, paragraph (6) of the Companies Act, the Board of Directors may delegate all or part of decision-making on the execution of important operations (excluding matters stipulated in each item of paragraph (5) of the same article) to Directors by its resolution. (Minutes of the Board of Directors Meetings) (Minutes of the Board of Directors Meetings) Article 29 Article 30 A summary of proceedings at the Board of Directors meetings, the results thereof, and other matters stipulated in laws and regulations shall be stated or recorded in the minutes, and the Chairperson and the Directors and Audit & Supervisory Board Members present shall affix their names and seals, signatures, or electronic signatures. A summary of proceedings at the Board of Directors meetings, the results thereof, and other matters stipulated in laws and regulations shall be stated or recorded in the minutes, and the Directors present shall affix their names and seals, signatures, or electronic signatures. Article 30 (Text omitted) Article 31 (Unchanged) (Remuneration, etc. for Directors) (Remuneration, etc. for Directors) Article 31 Article 32 Remuneration, etc. for Directors shall be determined by resolution of the general meeting of shareholders. Remuneration, etc. for Directors shall be determined by resolution of the general meeting of shareholders, distinguishing between Audit & Supervisory Committee Members and other Directors. Article 32 (Text omitted) Article 33 (Unchanged) 10 Current Articles Proposed Amendments Chapter V Audit & Supervisory Board Members and Audit & Supervisory Board (Appointment of Audit & Supervisory Board Members and Establishment of the Audit & Supervisory Board) Chapter V Audit & Supervisory Committee (Establishment of the Audit & Supervisory Committee) Article 33 Article 34 The Company shall appoint Audit & Supervisory Board Members and establish the Audit & Supervisory Board. The Company shall establish the Audit & Supervisory Committee. (Number of Audit & Supervisory Board Members) (Deleted) (Election of Audit & Supervisory Board Members) (Deleted) The Company shall have not more than four Audit & Supervisory Board Members. Article 34 Article 35 1. Audit & Supervisory Board Members shall be elected by resolution of a general meeting of shareholders. However, approval of the Audit & Supervisory Board must be obtained in order to submit a proposal for the election of an Audit & Supervisory Board Member to the general meeting of shareholders. 2. Resolutions on the election of an Audit & Supervisory Board Member shall be made by a majority of the votes of the shareholders present at the meeting where the shareholders holding at least one-third of the voting rights of the shareholders entitled to exercise their votes at such meetings are present. Article 36 1. The term of office of an Audit & Supervisory Board Member shall expire at the conclusion of the ordinary general meeting of shareholders for the last business year out of the business years terminating within four years after the election of the Audit & Supervisory Board Member. 2. The term of office of an Audit & Supervisory Board Member elected as a substitute shall be the same as the remaining term of office of the retired Audit & Supervisory Board Member. (Term of Office of Audit & Supervisory Board Members) (Deleted) (Full Time Audit & Supervisory Board Members) (Full Time Audit & Supervisory Committee Members) Article 37 Article 35 The Audit & Supervisory Board shall appoint full time Audit & Supervisory Board Member(s) from among the Audit & Supervisory Board Members. The Audit & Supervisory Committee may appoint full time Audit & Supervisory Committee Member(s) from among the Audit & Supervisory Committee Members. (Convener of Audit & Supervisory Board Meetings) (Convener of Audit & Supervisory Committee Meetings) Article 38 Article 36 Each Audit & Supervisory Board Member shall convene Audit & Supervisory Board meetings. Each Audit & Supervisory Committee Member shall convene Audit & Supervisory Committee meetings. (Notice of an Audit & Supervisory Board Meeting) (Notice of an Audit & Supervisory Committee Meeting) Article 39 Article 37 1. When convening an Audit & Supervisory Board meeting, a notice shall be dispatched to each Audit & Supervisory Board Member at least three days before the day of the meeting; provided, however, that this period may be reduced in case of emergency. 1. When convening an Audit & Supervisory Committee meeting, a notice shall be dispatched to each Audit & Supervisory Committee Member at least three days before the day of the meeting; provided, however, that this period may be reduced in case of emergency. 2. With the consent of all Audit & Supervisory Board 2. With the consent of all Audit & Supervisory Committee Members, an Audit & Supervisory Board meeting may be held without following the convening procedures. Members, an Audit & Supervisory Committee meeting may be held without following the convening procedures. 11 (Chairperson of Audit & Supervisory Board Meetings) (Chairperson of Audit & Supervisory Committee Meetings) Current Articles Proposed Amendments Article 40 Article 38 1. The Audit & Supervisory Board shall be chaired by a Full 1. The Audit & Supervisory Committee shall appoint a Chairperson in advance. Time Audit & Supervisory Board Member. In the event that there is more than one Full Time Audit & Supervisory Board Member, the Chairperson shall be appointed in advance by mutual vote of the Audit & Supervisory Board Members. 2. In case the Chairperson is unable to perform his/her duties, another Audit & Supervisory Board Member, following the order predetermined by the Audit & Supervisory Board, shall perform the duties in their place. 2. In case the Audit & Supervisory Committee Member who serves as the Chairperson is unable to perform his/her duties, another Audit & Supervisory Committee Member, following the order predetermined by the Audit & Supervisory Committee, shall perform that duty. (Method of Resolutions of the Audit & Supervisory Board) (Method of Resolutions of the Audit & Supervisory Committee) Article 41 Article 39 Resolutions of the Audit & Supervisory Board shall be adopted by a majority of all the Audit & Supervisory Board Members, provided that such a majority is present, except when otherwise provided by laws and regulations. Resolutions of the Audit & Supervisory Committee shall be adopted by a majority of the Audit & Supervisory Committee Members present, provided that a majority of all the Audit & Supervisory Committee Members is present. (Minutes of Audit & Supervisory Board Meetings) (Minutes of Audit & Supervisory Committee Meetings) Article 42 Article 40 A summary of proceedings at the Audit & Supervisory Board meetings, the results thereof, and other matters stipulated in laws and regulations shall be stated or recorded in the minutes, and the Audit & Supervisory Board Members present shall affix their names and seals, signatures, or electronic signatures. A summary of proceedings at the Audit & Supervisory Committee meetings, the results thereof, and other matters stipulated in laws and regulations shall be stated or recorded in the minutes, and the Audit & Supervisory Committee Members present shall affix their names and seals, signatures, or electronic signatures. (Rules of the Audit & Supervisory Board) (Rules of the Audit & Supervisory Committee) Article 43 Article 41 Except when otherwise provided by laws and regulations or the Articles of Incorporation, matters concerning the Audit & Supervisory Board shall be in accordance with the Rules of the Audit & Supervisory Board established by the Audit & Supervisory Board. Except when otherwise provided by laws and regulations or the Articles of Incorporation, matters concerning the Audit & Supervisory Committee shall be in accordance with the Rules of the Audit & Supervisory Committee established by the Audit & Supervisory Committee. (Remuneration, etc. for Audit & Supervisory Board Members) (Deleted) (Liability Limitation Agreements with Outside Audit & Supervisory Board Members) (Deleted) Article 44 Article 45 Remuneration, etc. for Audit & Supervisory Board Members shall be determined by resolution of a general meeting of shareholders. The Company may enter into an agreement with Outside Audit & Supervisory Board Members to limit their liability for damages if the requirements prescribed by laws and regulations are met with respect to the liability for damages provided for in Article 423, Paragraph 1 of the Companies Act; provided, however, that the maximum amount of the liability for damages under such agreement shall be the minimum liability amount stipulated by laws and regulations. 12 Current Articles Proposed Amendments Chapter VI Accounting Auditors Chapter VI Accounting Auditors Articles 46 – 48 (Text omitted) Articles 42 – 44 (Unchanged) (Remuneration, etc. for Accounting Auditors) (Remuneration, etc. for Accounting Auditors) Article 49 Article 45 Remuneration, etc. for Accounting Auditors shall be determined by the Representative Director with the consent of the Audit & Supervisory Board. Remuneration, etc. for Accounting Auditors shall be determined by the Representative Director with the consent of the Audit & Supervisory Committee. Chapter VII Accounting Article 50 (Year-End Dividend) Article 51 Chapter VII Accounting Article 46 (Year-End Dividend) Article 47 (Text omitted) (Unchanged) The Company shall, by resolution of a general meeting of shareholders, pay cash dividends of surplus (hereinafter referred to as “Year-end Dividends”) to the shareholders or registered pledgees of shares listed or recorded in the final register of shareholders as of March 31 of each fiscal year. The Company shall, by resolution of a general meeting of shareholders, pay cash dividends of surplus (hereinafter referred to as “Year-end Dividends”) to the shareholders or registered pledgees of shares listed or recorded in the final register of shareholders as of March 31 of each fiscal year. (Change in Japanese only; English unchanged) Articles 52 – 53 (Text omitted) Articles 48 – 49 (Unchanged) (New) (New) (Supplementary Provisions) (Transitional Measures, etc. for Providing Information in Electronic Format) Article 1 1. The deletion of Article 16 (Internet Disclosure and Deemed Provision of Reference Documents for the General Meeting of Shareholders, etc.) in the pre-amended Articles of Incorporation and the establishment of the new Article 16 (Measures, etc. for Providing Information in Electronic Format) in the amended Articles of Incorporation shall be effective from September 1, 2022, the date of enforcement of 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) (hereinafter referred to as the “Date of Enforcement”). 2. Notwithstanding the provisions of the preceding paragraph, Article 16 of the pre-amended Articles of Incorporation (Internet Disclosure and Deemed Provision of Reference Documents for the General Meeting of Shareholders, etc.) shall remain effective regarding any general meeting of shareholders held on a date within six months from the Date of Enforcement. 3. The provisions of this article shall be deleted on the date when six months have elapsed from the Date of Enforcement or three months have elapsed from the date of the general meeting of shareholders in the preceding paragraph, whichever is later. (Note) This is a translation of the original Articles of Incorporation in Japanese. Some underlining does not coincide with the Japanese version because of translation adjustments. In the event of any discrepancy, the original Articles of Incorporation in Japanese shall prevail. 13 Proposal No. 3: Election of Ten Directors (Excluding Directors Who Are Audit & Supervisory Committee Members) The terms of office of the twelve Directors of the Company will expire as of the close of this General Meeting of Shareholders. In addition, if Proposal No. 2 “Partial Amendments to the Articles of Incorporation” is approved and adopted as proposed, the Company will transition to a company with an audit & supervisory committee from a company with an audit & supervisory board. Accordingly, the Company requests the election of ten Directors (excluding Directors who are Audit & Supervisory Committee Members), on the condition that Proposal No. 2 “Partial Amendments to the Articles of Incorporation” is approved and adopted as proposed. The content of this Proposal shall become effective when the amendments to the Articles of Incorporation pertaining to the transition to a company with an audit & supervisory committee in Proposal No. 2 “Partial Amendments to the Articles of Incorporation” come into effect. The candidates for Director (excluding Directors who are Audit & Supervisory Committee Members) of the Company are as follows: Masaru Kawaguchi 1. Date of Birth: Number of the Company’s Shares Owned: Number of Years in Office as Director: Attendance at Board of Directors Meetings: Positions and Responsibilities in the Company: Reelection November 2, 1960 57,400 Shares Six Years 100.0% (18/18) President and Representative Director, Group CEO █ Career Summary Apr. 1983: Apr. 2002: Executive Officer and General Manager, Vending Machine Business Department of BANDAI Joined BANDAI CO., LTD. Apr. 2006: Director in charge of distribution policy of BANDAI CO., LTD. Apr. 2010: Managing Director in charge of hobby business policy and quality assurance policy of CO., LTD. BANDAI CO., LTD. Apr. 2015: Senior Managing Director in charge of toy business policy of BANDAI CO., LTD. Aug. 2015: President and Representative Director of BANDAI CO., LTD. Executive Officer of the Company June 2016: Director in charge of Toys and Hobby SBU of the Company Feb. 2018: President and Representative Director of BANDAI SPIRITS CO., LTD. Apr. 2018: Director in charge of Toys and Hobby Unit of the Company Apr. 2020: Executive Vice President and Director in charge of Toys and Hobby Unit of the Company Apr. 2021: President and Representative Director Responsible for Entertainment Unit of the Company Chairman & Director of BANDAI CO., LTD. Apr. 2022: President and Representative Director, Group CEO of the Company (current position) Reasons for proposing Mr. Masaru Kawaguchi as a candidate for Director: Mr. Masaru Kawaguchi has been supervising the management of the Company appropriately since being appointed as Executive Vice President and Director of the Company in 2020 and as President and Representative Director of the Company in 2021 by, for example, achieving the previous Mid-term Plan and record-high performance, and possesses extensive experience, achievements, and knowledge. He is proposed as a candidate for Director as the Company considers him capable of ensuring that the Group continues to grow. 14 Yuji Asako 2. Date of Birth: Number of the Company’s Shares Owned: Number of Years in Office as Director: Attendance at Board of Directors Meetings: Positions and Responsibilities in the Company: Reelection January 18, 1966 46,900 Shares 12 Years 100.0% (18/18) Director, CFO, CISO, and CSO (Chief Sustainability Officer) in charge of Corporate Planning Division and Group Administrative Headquarters █ Career Summary Apr. 1986: Aug. 2005: General Manager, Accounting Division of BANDAI CO., LTD. Sep. 2005: Joined BANDAI CO., LTD. Joined the Company, as General Manager of Corporate Administration Department in charge of PR and IR, and Accounting and Finance Apr. 2006: Director of NAMCO BANDAI Games Inc. (currently Bandai Namco Entertainment Inc.) Apr. 2008: Executive Officer, Division General Manager of Corporate Planning Division of the June 2010: Director in charge of Corporate Planning and Division General Manager of Corporate Company Planning Division of the Company June 2011: Director and Division General Manager of Corporate Planning Division of the Company Apr. 2014: Director of NAMCO LIMITED (*) (currently Bandai Namco Amusement Inc.) * Newly established company through the incorporation-type company split of NAMCO LIMITED (currently Bandai Namco Entertainment Inc.) Apr. 2017: Director of Bandai Namco Holdings Asia Co., Ltd. (current position) Apr. 2021: Director and Division General Manager of Corporate Planning Division Supervising Amusement Unit of the Company Director of Bandai Namco Amusement Inc. (current position) Apr. 2022: Director, CFO, CISO, and CSO (Chief Sustainability Officer) in charge of Corporate Planning Division and Group Administrative Headquarters of the Company (current position) Reasons for proposing Mr. Yuji Asako as a candidate for Director: Mr. Yuji Asako possesses extensive experience, achievements, and knowledge relating to management and administration, including business planning and accounting, and also has experience in roles where he was responsible for internal and external communications, such as IR, PR and SR, as well as sustainable activities and information security. He is proposed as a candidate for Director as the Company considers him capable of implementing the Group’s management strategies and seeking a sustained increase in corporate value. 15 Nobuhiko Momoi 3. Date of Birth: Number of the Company’s Shares Owned: Positions and Responsibilities in the Company: New election December 25, 1968 5,100 Shares Executive Officer and General Manager of Group Business Strategy Department Joined Sony Corporation (currently SONY GROUP CORPORATION) Joined Nemic-Lambda Co., Ltd. (currently TDK-Lambda Corporation) Joined BANDAI CO., LTD. ■ Career Summary Apr. 1991: Dec. 1998: Oct. 2001: Jul. 2004: General Manager of New Business Office of BANDAI CO., LTD. Apr. 2016: Executive Officer and General Manager of Media Department of BANDAI CO., LTD. Apr. 2018 Director in charge of Europe and Americas business policy and Head of Life Business Company of BANDAI CO., LTD. Apr. 2018 Chairman and Representative Director of BANDAI ESPAÑA S.A. (current position) Apr. 2021 Managing Director in charge of media policy and Europe and Americas business Director of Bandai Namco Entertainment Europe S.A.S. (currently Bandai Namco Europe S.A.S.) (current position) Apr. 2022 President & CEO of Bandai Namco Holdings USA Inc. (current position) Director in charge of US, Canada, Latin America and Europe Business Strategy of BANDAI CO., LTD. (current position) Executive Officer and General Manager of Group Business Strategy Department of the Company (current position) (Major concurrent position) President & CEO of Bandai Namco Holdings USA Inc. Reasons for proposing Mr. Nobuhiko Momoi as a candidate for Director: Mr. Nobuhiko Momoi possesses extensive experience, achievements, and knowledge in the Toys and Hobby Business in Japan and overseas and has also been engaged in building ties among the various businesses of the Group as Executive Officer and General Manager of the Group Business Strategies Division of the Company since April 2022. He is proposed as a candidate for Director as the Company considers him capable of enhancing collaboration in Group management. 16 Yasuo Miyakawa 4. Date of Birth: Number of the Company’s Shares Owned: Number of Years in Office as Director: Attendance at Board of Directors Meetings: Positions and Responsibilities in the Company: Reelection June 8, 1956 26,250 Shares Four Years 100.0% (18/18) Director in charge of Digital Business of Entertainment Unit █ Career Summary Apr. 1981: Jan. 1996: Director of Bandai Digital Entertainment Apr. 2000: Joined BANDAI CO., LTD. Joined SUNRISE INC. (currently Bandai Namco Filmworks Inc.), as General Manager of Network Development Department Apr. 2004: Director of SUNRISE INC. Apr. 2008: Managing Director of SUNRISE INC. Apr. 2011: Senior Managing Director of SUNRISE INC. Apr. 2013: Vice President and Director of SUNRISE INC. Apr. 2014: President and Representative Director of SUNRISE INC. Apr. 2015: President and Representative Director of Bandai Namco Pictures Inc. Apr. 2018: Executive Officer in charge of IP Creation Unit of the Company June 2018: Director in charge of IP Creation Unit of the Company Mar. 2019: President and Representative Director of Evolving GUNDAM Inc. Apr. 2019: Director in charge of Network Entertainment Unit of the Company President and Representative Director of Bandai Namco Entertainment Inc. (current position) Apr. 2021: Director in charge of Digital Business of Entertainment Unit of the Company (current position) (Major concurrent position) President and Representative Director of Bandai Namco Entertainment Inc. Reasons for proposing Mr. Yasuo Miyakawa as a candidate for Director: Mr. Yasuo Miyakawa possesses extensive experience, achievements, and knowledge from his wide-ranging involvement in multiple businesses in the Group. He has driven the business forward as the President and Representative Director of Bandai Namco Entertainment Inc., which is the current business management company of the Digital Business of the Entertainment Unit in the Group, since 2019. He is proposed as a candidate for Director as the Company considers him capable of building closer ties between the Digital Business and Group management. 17 Kazuhiro Takenaka 5. Date of Birth: Number of the Company’s Shares Owned: Positions and Responsibilities in the Company: New election February 11, 1964 18,000 Shares Executive Officer in charge of the Toys and Hobby Business of Entertainment Unit ■ Career Summary Apr. 1987: Apr. 2006: General Manager of Media Department of BANDAI CO., LTD. Apr. 2011: Executive Officer and General Manager of Vending Machine Business Department of Joined BANDAI CO., LTD. BANDAI CO., LTD. June 2015: Director in charge of hobby business policy of BANDAI CO., LTD. Apr. 2018: Director in charge of Media Department, Online Marketing Strategy Office, Collectors Toy Department, and Hobby Business Department of BANDAI SPIRITS CO., LTD. Apr. 2019: Managing Director in charge of Media Department of BANDAI SPIRITS CO., LTD. Apr. 2021: President and Representative Director of BANDAI CO., LTD. (current position) Executive Officer in charge of the Toys and Hobby Business of Entertainment Unit of the Company (current position) (Major concurrent position) President and Representative Director of BANDAI CO., LTD. Reasons for proposing Mr. Kazuhiro Takenaka as a candidate for Director: Mr. Kazuhiro Takenaka possesses extensive experience, achievements, and knowledge in the Toys and Hobby Business and has driven the business forward as President and Representative Director of BANDAI CO., LTD., which is the business management company of the Toys and Hobby Business of the Entertainment Unit in the Group, since 2021. In addition to these factors, he is proposed as a candidate for Director as the Company considers him capable of building closer ties between the Toys and Hobby Business and Group management. 18 Makoto Asanuma 6. Date of Birth: Number of the Company’s Shares Owned: Number of Years in Office as Director: Attendance at Board of Directors Meetings: Positions and Responsibilities in the Company: Reelection April 23, 1963 19,400 Shares Three Years 100.0% (18/18) Director in charge of IP Production Unit █ Career Summary Apr. 1986: Oct. 2000: Apr. 2004: General Manager of Mobile Business Department of Bandai Networks Co., Ltd. June 2005: Director, Deputy Division Head of Business Division and General Manager of Content Joined Kabushiki Kaisha Network Joined Bandai Networks Co., Ltd. Business Department of Bandai Networks Co., Ltd. Apr. 2009: Executive Officer and Deputy Division Head of NE Business Division of NAMCO BANDAI Games Inc. (currently Bandai Namco Entertainment Inc.) Oct. 2010: President and Representative Director of Bandai Namco Online Inc. Apr. 2014: Director, Division Head of Business Division I of Bandai Namco Entertainment Inc. Apr. 2015: Managing Director in charge of Global Business Promotion Unit / Media Unit of Bandai Namco Entertainment Inc. Apr. 2018: Senior Managing Director of SUNRISE INC. (currently Bandai Namco Filmworks Inc.) Mar. 2019: Chairman of SUNRISE SHANGHAI CO., LTD. (current position) Apr. 2019: Executive Officer in charge of IP Creation Unit of the Company President and Representative Director of SUNRISE INC. (current position) June 2019: Director in charge of IP Creation Unit of the Company Apr. 2021: Director in charge of Creation Business of IP Production Unit of the Company Apr. 2022: Director in charge of IP Production Unit of the Company (current position) (Major concurrent positions) President and Representative Director of Bandai Namco Filmworks Inc. Chairman of SUNRISE SHANGHAI CO., LTD. Reasons for proposing Mr. Makoto Asanuma as a candidate for Director: Mr. Makoto Asanuma possesses extensive experience, achievements, and knowledge from his wide-ranging involvement in multiple businesses in the Group. He has driven the business forward as the President and Representative Director of SUNRISE INC. (currently Bandai Namco Filmworks Inc.), which is the current business management company of the IP Production Unit in the Group, since 2019. He is proposed as a candidate for Director as the Company considers him capable of building closer ties between the IP Production Business and Group management. 19 Hiroshi Kawasaki 7. Date of Birth: Number of the Company’s Shares Owned: Number of Years in Office as Director: Attendance at Board of Directors Meetings: Positions and Responsibilities in the Company: Reelection April 24, 1963 23,950 Shares One Year 100.0% (14/14) Director in charge of Amusement Unit █ Career Summary Apr. 1987: Apr. 2001: Executive Officer and General Manager of Innovative Toy Business Department of BANDAI Joined BANDAI CO., LTD. CO., LTD. Company Oct. 2005: General Manager of President’s Office and Corporate Planning Department of the Apr. 2007: Director of NAMCO LIMITED (*) (currently Bandai Namco Amusement Inc.) * Newly established company through the incorporation-type company split of NAMCO LIMITED (currently Bandai Namco Entertainment Inc.) Apr. 2015: Managing Director of NAMCO LIMITED Apr. 2018: Director of Bandai Namco Entertainment Inc. Apr. 2021: Executive Officer in charge of Amusement Unit of the Company President and Representative Director of Bandai Namco Amusement Inc. (current position) June 2021: Director in charge of Amusement Unit of the Company (current position) (Major concurrent position) President and Representative Director of Bandai Namco Amusement Inc. Reasons for proposing Mr. Hiroshi Kawasaki as a candidate for Director: Mr. Hiroshi Kawasaki possesses extensive experience, achievements, and knowledge from his wide-ranging involvement in multiple businesses in the Group. He has driven the business forward as the President and Representative Director of Bandai Namco Amusement Inc., which is the business management company of the Amusement Unit in the Group, since 2021. He is proposed as a candidate for Director as the Company considers him capable of building closer ties between the Amusement Business and Group management. 20 Shuji Ohtsu 8. Date of Birth: Number of the Company’s Shares Owned: Number of Years in Office as Director: Attendance at Board of Directors Meetings: Positions and Responsibilities in the Company: Reelection August 6, 1959 44,400 Shares 14 Years 100.0% (18/18) Director and CIO in charge of Bandai Namco Business Arc Inc. █ Career Summary Mar. 1986: Licensed as a Certified Public Accountant Dec. 1996: Partner of Century Audit Corporation Jan. 2000: Partner of Century Ota Showa & Co. (currently Ernst & Young ShinNihon LLC) Sep. 2003: Partner of KPMG AZSA & Co. (currently KPMG AZSA LLC) May 2004: Board Member of KPMG AZSA & Co. Oct. 2007: June 2008: Director in charge of Overseas Operations, Group Administrative Headquarters, Corporate Joined the Company as Adviser Legal Affairs Department and Internal Auditing Division of the Company June 2011: Director in charge of Overseas Regional Headquarters Companies and Division General Manager of the Group Administrative Headquarters of the Company Apr. 2013: Director and Division General Manager of the Group Administrative Headquarters of the Company President and Representative Director of NAMCO BANDAI Holdings (USA) Inc. (currently Bandai Namco Holdings USA Inc.) Apr. 2015: President and Representative Director of Bandai Namco Business Arc Inc. (current position) position) Oct. 2017: President and Representative Director of Bandai Namco Will Inc. (current position) Apr. 2022 Director and CIO in charge of Bandai Namco Business Arc Inc. of the Company (current (Major concurrent positions) President and Representative Director of Bandai Namco Business Arc Inc. President and Representative Director of Bandai Namco Will Inc. Reasons for proposing Mr. Shuji Ohtsu as a candidate for Director: Mr. Shuji Ohtsu possesses specialist expertise as a certified public accountant, as well as extensive experience and achievements. He is proposed as a candidate for Director as the Company considers him capable of strengthening Group management structures and ensuring highly transparent management. 21 9. Koichi Kawana Date of Birth: Number of the Company’s Shares Owned: Number of Years in Office as Director: Attendance at Board of Directors Meetings: Positions and Responsibilities in the Company: April 23, 1958 — Shares Three Years 100.0% (18/18) Outside Director Reelection Outside Director █ Career Summary Apr. 1982: Jul. 1997: General Manager, Abu Dhabi Office and General Manager, Kuwait Office of JGC Joined JGC CORPORATION (currently JGC HOLDINGS CORPORATION) CORPORATION Jul. 2001: General Manager, London Office and JGC UK Managing Director of JGC CORPORATION May 2004: General Manager, Project Business Investment Promotion Department, Project Business Promotion Division, Global Marketing Division of JGC CORPORATION Aug. 2007: Executive Officer, Senior General Manager, New Business Promotion Division, Global Marketing Division of JGC CORPORATION Jul. 2009: Managing Director, Senior General Manager, Global Marketing Division of JGC CORPORATION June 2010: Representative Director, Senior Executive Vice President of JGC CORPORATION Jul. 2011: Representative Director and President of JGC CORPORATION June 2017: Director, Vice Chairman of JGC CORPORATION June 2018: Vice Chairman of JGC CORPORATION June 2019: Outside Director of the Company (current position) Outside Director (Audit & Supervisory Committee Member) of COMSYS Holdings Corporation (current position) Outside Director of TOKYO ELECTRON DEVICE LIMITED (current position) June 2020: External Director of RENOVA, Inc. (current position) (Major concurrent positions) Outside Director (Audit & Supervisory Committee Member) of COMSYS Holdings Corporation Outside Director of TOKYO ELECTRON DEVICE LIMITED External Director of RENOVA, Inc. Reasons for proposing Mr. Koichi Kawana as a candidate for Outside Director and expected role: Given Mr. Koichi Kawana’s extensive knowledge and experience in corporate management, the Company anticipates that he will be able to further strengthen management oversight and checking functions, and introduce a global managerial perspective based on his extensive experience working overseas, and thus believes that he will be able to perform the duties of an Outside Director appropriately. 22 10. Toshio Shimada Date of Birth: Number of the Company’s Shares Owned: Number of Years in Office as Director: Attendance at Board of Directors Meetings: Positions and Responsibilities in the Company: June 4, 1957 — Shares One Year 100.0% (14/14) Outside Director Reelection Outside Director █ Career Summary Apr. 1980: Jul. 1990: Joined JGC CORPORATION (currently JGC HOLDINGS CORPORATION) Joined Sanwa Research Institute Corp. (currently Mitsubishi UFJ Research and Consulting Co., Ltd.) Aug. 1992: Joined JGC Information Systems Co., Ltd. Nov. 1997: Joined CAC Corporation (currently CAC Holdings Corporation) Mar. 2000: Executive Officer and General Manager of Corporate Planning Department of CAC Corporation Mar. 2002: Director and General Manager of Corporate Planning Division of CAC Corporation Jul. 2003: Managing Director and General Manager of Operational Headquarters of CAC Corporation Mar. 2004: President and CEO of CAC Corporation Jan. 2011: Chairman and CEO of CAC Corporation June 2011: Vice Chairman of Japan Information Technology Services Industry Association Mar. 2015: Director and Chairman of CAC Holdings Corporation Mar. 2019: Special Advisor of CAC Holdings Corporation (current position) June 2021: Outside Director of the Company (current position) (Major concurrent positions) Special Advisor of CAC Holdings Corporation Reasons for proposing Mr. Toshio Shimada as a candidate for Outside Director and expected role: Given Mr. Toshio Shimada’s extensive knowledge and experience in corporate management, the Company anticipates that he will be able to further strengthen management oversight and checking functions, and introduce his extensive knowledge concerning fusion of corporate management and digital technology into the Company’s managerial perspective, and thus believes that he will be able to perform the duties of an Outside Director appropriately. (Notes) 1. Each of Mr. Koichi Kawana and Mr. Toshio Shimada is a candidate for Outside Director of the Company. Each of Mr. Koichi Kawana and Mr. Toshio Shimada is currently Outside Director of the Company. As of the close of this General Meeting of Shareholders, Mr. Koichi Kawana will have served as Outside Director for approximately three years, and Mr. Toshio Shimada will have served as Outside Director for approximately one year. 2. Independence as Outside Director The Company believes that Mr. Koichi Kawana and Mr. Toshio Shimada, who are candidates for Outside Director of the Company, both satisfy the Company’s Standards for the Independence of Outside Directors and Outside Audit & Supervisory Board Members (please refer to “Standards for the Independence of Outside Directors and Outside Audit & Supervisory Board Members” on page 30) and thus have no risk of conflicts of interest with general shareholders and have a high degree of independence. The Company has filed a notification with the Tokyo Stock Exchange that each of the candidates would be Independent Directors/Audit & Supervisory Board Members as defined in the rules of the Tokyo Stock Exchange and would be the Independent Directors/Audit & Supervisory Board Members of the Company after the election at this Ordinary General Meeting of Shareholders. 3. Each of Mr. Hiroshi Kawasaki and Mr. Toshio Shimada were elected at the Sixteenth Ordinary General Meeting of Shareholders held on June 21, 2021, and thus, the number of Board of Directors Meetings on which their attendance rates are based differ from that of other Directors. There have been 14 Board of Directors Meetings since Mr. Hiroshi Kawasaki and Mr. Toshio Shimada assumed the office of Director. 4. The Company does not intend to conclude with each of the candidates for Outside Director a Liability Limitation Agreement provided for in Article 427, Paragraph 1 of the Companies Act. 23 5. The Company does not intend to conclude with each of the candidates for Director an Indemnification Agreement provided for in Article 430-2, Paragraph 1 of the Companies Act. 6. The Company has concluded a Directors and Officers Liability (D&O) Insurance Policy prescribed in Article 430-3, Paragraph 1 of the Companies Act with an insurance company, and the overview of said insurance policy is as stated in page 62 of the Business Report. If this Proposal is approved and adopted as proposed, each of the candidates for Director will be included as an insured under the policy. In addition, the Company plans to renew the policy with the same terms at the time of its renewal. 7. There are no special interests between each of the candidates for Director and the Company. 24 Proposal No. 4: Election of Four Directors Who Are Audit & Supervisory Committee Members If Proposal No. 2 “Partial Amendments to the Articles of Incorporation” is approved and adopted as proposed, the Company will transition to a company with an audit & supervisory committee from a company with an audit & supervisory board. Accordingly, the Company requests the election of four Directors who are Audit & Supervisory Committee Members, on the condition that Proposal No. 2 “Partial Amendments to the Articles of Incorporation” is approved and adopted as proposed. This Proposal has already been approved by the Audit & Supervisory Board. The content of this Proposal shall become effective when the amendments to the Articles of Incorporation pertaining to the transition to a company with an audit & supervisory committee in Proposal No. 2 “Partial Amendments to the Articles of Incorporation” come into effect. The candidates for Director who is an Audit & Supervisory Committee Member of the Company are as follows: Masataka Nagaike 1. Date of Birth: Number of the Company’s Shares Owned: Number of Years in Office as an Audit & Supervisory Board Member: 100.0% (18/18) Attendance at Board of Directors Meetings: Attendance at Audit & Supervisory Board Meetings: 100.0% (15/15) Positions and Responsibilities in the Company: May 15, 1959 3,200 Shares Four Years New election Full Time Audit & Supervisory Board Member █ Career Summary Nov. 1994: Joined NAMCO LIMITED (currently Bandai Namco Entertainment Inc.) Apr. 2004: Leader of General Affairs and Compliance Group of NAMCO LIMITED Sep. 2005: Joined the Company, as General Manager in charge of Human Resources and General Affairs of the Corporate Administration Department Apr. 2007: Director of BANDAI CO., LTD. Apr. 2009: General Manager of Corporate Legal Affairs Department of the Company June 2018: Full Time Audit & Supervisory Board Member of the Company (current position) Reasons for proposing Mr. Masataka Nagaike as a candidate for Director who is an Audit & Supervisory Committee Member: Given his many years of experience in engaging in work in the administration divisions, and mastering corporate legal affairs, the Company expects Mr. Masataka Nagaike to utilize his knowledge and experience for the audit & supervisory system of the Company, and thus believes that he will be able to perform the duties of an Audit & Supervisory Committee Member appropriately. 25 New election Outside Director 2. Toru Shinoda Date of Birth: Number of the Company’s Shares Owned: Number of Years in Office as an Audit & Supervisory Board Member: Attendance at Board of Directors Meetings: 100.0% (18/18) Attendance at Audit & Supervisory Board Meetings: 100.0% (15/15) Positions and Responsibilities in the Company: December 5, 1963 300 Shares Four Years Full Time Outside Audit & Supervisory Board Member Joined Daiwa Securities Co. Ltd. Joined Showa Ota & Co. (currently Ernst & Young ShinNihon LLC) █ Career Summary Apr. 1986: Oct. 1991: Aug. 1995: Licensed as a Certified Public Accountant June 2018: Full Time Outside Audit & Supervisory Board Member of the Company (current position) (Major concurrent position) Certified Public Accountant Reasons for proposing Mr. Toru Shinoda as a candidate for Outside Director who is an Audit & Supervisory Committee Member and expected role: Given his many years mastering audit practices, and given he is a certified public accountant, the Company expects Mr. Toru Shinoda to utilize his advanced knowledge and experience in accounting and auditing for the audit & supervisory system of the Company, and thus believes that he will be able to perform the duties of an Audit & Supervisory Committee Member appropriately. Although he has not been involved in corporate management other than through serving as an outside officer, for the reasons described above, the Comp