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    2678   JP3119920001

ASKUL CORPORATION

(2678)
  Report
Delayed Japan Exchange  -  02:00 2022-10-05 am EDT
1519.00 JPY   +0.40%
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ASKUL : Notice Regarding Partial Amendment to Articles of Incorporation

07/01/2022 | 02:23am EDT

Disclaimer

This document is an English translation of the original Japanese version and provided solely for the purpose of the reader's convenience. In the event of any discrepancy between the Japanese original and this English translation, the Japanese original shall prevail in all respects.

July 1, 2022

To whom it may concern,

Company Name: ASKUL Corporation

(Code No.: 2678, Tokyo Stock Exchange Prime Market)

Representative: Akira Yoshioka

President and Chief Executive Officer

Contact Person: Tsuguhiro Tamai

Director and Chief Financial Officer

Phone: +81-3-4330-5130

Notice Regarding Partial Amendment to Articles of Incorporation

ASKUL Corporation (the "Company") hereby announce that at the meeting of the Board of Directors held today, it has resolved to propose "Partial Amendments to the Articles of Incorporation" to the 59th Ordinary General Meeting of Shareholders to be held on August 4, 2022, as described below.

1. Reasons of Amendment to Articles of Incorporation

The amended provisions stipulated in the proviso of Article 1 of the Supplementary Provisions of the "Act Partially Amending the Companies Act" (Act No. 70 of 2019) will be enforced on September 1, 2022. Accordingly, in preparation for the introduction of the electronic provision system of materials for a general meetings of shareholders, the Articles of Incorporation of the Company shall be amended as follows.

  1. The proposed Paragraph 1 of Article 17 provides that information contained in the reference materials for a general meetings of shareholders, etc. shall be provided electronically.
  2. The purpose of the proposed Paragraph 2 of Article 17 is to establish a provision to limit the scope of matters to be included in the paper copy to be delivered to shareholders who requested issuance of the document.
  3. The provisions related to the Internet disclosure and deemed provision of the reference materials for the General Meetings of Shareholders, etc. (Article 17 of the current Articles of Incorporation) will become unneccesary and therefore, shall be deleted.
  4. In accordance with the above establishment and deletion of the provisions, supplementary provisions related to the effective date, etc. shall be established.

2. Details of the Amendments to the Articles of Incorporation

The details of the amendment are as follows.

(Underlined indicate changes)

Current Articles of Incorporation

Proposed Amendment

(Internet Disclosure and Deemed Provision of

Reference Materials for the General Meeting of

Shareholders, etc.)

Article 17 The Company may, upon convening

a general meeting of shareholders, deemed to

have provided information to its shareholders

pertaining to matters to be stated or indicated in

the reference materials for the General Meeting

of Shareholders, business reports, financial

statements

and

consolidated

financial

statements (including accounting audit reports

or audit reports pertaining to such consolidated

financial statements) by disclosing such

information through the Internet in accordance

with the provisions of the applicable Ordinance

of the Ministry of Justice.

1

Disclaimer

This document is an English translation of the original Japanese version and provided solely for the purpose of the reader's convenience. In the event of any discrepancy between the Japanese original and this English translation, the Japanese original shall prevail in all respects.

(Measures for Electronic Provision, etc.)

Article 17 The Company shall, at the time of

convening a general meeting of shareholders,

provide the information contained in the

reference materials for the General Meeting of

Shareholders, etc. electronically.

(2) The Company may not include all or part of

the matters for which the electronic provision

measures are to be taken as provided for in the

applicable Ordinance of the Ministry of Justice,

in the paper copy to be delivered to

shareholders who have requested it by the

record date for voting rights.

Supplementary Provisions

Supplementary Provisions

(Articles Omitted)

(Articles Omitted)

(Transitional Measures Concerning Electronic

Provision of Materials for the General Meeting of

Shareholders)

1. The amendment of Article 17 shall be

effective as of September 1, 2022 (hereinafter

referred to as the "Effective Date"), the date of

enforcement of the amended provisions

stipulated in the proviso of Article 1 of the

Supplementary Provisions of the "Act Partially

Amending the Companies Act" (Act No. 70 of

2019).

2. Notwithstanding the provisions of the

preceding paragraph, Article 17 (Internet

Disclosure and Deemed Provision of Reference

Materials for the General Meeting of

Shareholders, etc.) prior to the amendment shall

remain in force with respect to a general

meeting of shareholders to be held on a date

within six months from the Effective Date.

3. These Supplementary Provisions shall be

deleted after six months have elapsed from the

Effective Date or three months have elapsed

from the date of the General Meeting of

Shareholders set forth in the preceding

paragraph, whichever is later.

3. Schedule

  1. Date of a general meeting of shareholders for the amendment of the Articles of Incorporation: Thursday, August 4, 2022
  2. Scheduled effective date of the amendment to the Articles of Incorporation: Thursday, August 4, 2022

2

Disclaimer

ASKUL Corporation published this content on 01 July 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 July 2022 06:22:05 UTC.


© Publicnow 2022
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