BML : Notice 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.

(Securities Code 4694)

June 9, 2022

To Shareholders with Voting Rights:

Kensuke Kondo

President and Representative Director

BML, Inc.

5-21-3 Sendagaya, Shibuya-ku, Tokyo

NOTICE OF THE 67TH ANNUAL GENERAL MEETING OF SHAREHOLDERS

We would like to express our appreciation for your continued support and patronage.

We are pleased to inform you that the 67th Annual General Meeting of Shareholders of BML, Inc. (the "Company") will be held for the purposes as described below.

In order to prevent the spread of novel coronavirus disease (COVID-19), we would like to ask our shareholders to exercise voting rights in advance in writing or via the Internet, etc. to the extent possible, and strongly encourage you to refrain from attending the General Meeting of Shareholders, regardless of your physical condition.

Please review the attached Reference Documents for the General Meeting of Shareholders, and exercise your voting rights by no later than 5:30 p.m. on Tuesday, June 28, 2022, Japan time.

1. Date and Time: Wednesday, June 29, 2022 at 10:00 a.m. Japan time

2. Place:	Nishiki, South Tower 4F, Keio Plaza Hotel
	2-2-1Nishi-Shinjuku,Shinjuku-ku, Tokyo, Japan
	In order to prevent the spread of COVID-19, we will make a space between seats at
	this General Meeting of Shareholders as well. Accordingly, the number of seats
	available to the shareholders will be substantially fewer than previous years.
	Therefore, you may be denied admission even if you visit the venue. Thank you
	very much for your understanding in advance.

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 of the Consolidated Financial Statements by the Accounting Auditor and the Board of Corporate Auditors

2. Non-consolidated Financial Statements for the Company's 67th Fiscal Year (April 1, 2021 - March 31, 2022)

Proposals to be resolved:

Proposal 1: Distribution of Surplus

Proposal 2: Partial Amendments to the Articles of Incorporation

Proposal 3: Election of 9 Directors

Proposal 4: Election of 1 Substitute Corporate Auditor

• When attending the meeting, please submit the enclosed Voting Rights Exercise Form at the reception desk.
• You may exercise your voting rights by mail or electronic media (via the Internet, etc.). By following "Guidance for Exercise of Voting Rights" on pages 3 and 4 of the Japanese version of this document, please exercise your voting rights by no later than 5:30 p.m. on Tuesday, June 28, 2022 Japan time.
• In the event that voting rights are exercised multiple times via the Internet, etc., only the final vote submitted shall be considered valid.
• In the event that voting rights are exercised in duplicate by mailing the Voting Rights Exercise Form and via the Internet, etc., the voting rights exercised through the Internet, etc. shall be considered valid.
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• Any updates to the Reference Documents for the General Meeting of Shareholders, the Business Report, the Non-Consolidated Financial Statements, and the Consolidated Financial Statements will be posted on the Company's website (http://www.bml.co.jp).

• We may update the above measures depending upon the situation of the spread of the disease and announcements made by the government until the day of the General Meeting of Shareholders. Please check the Company's website (http://www.bml.co.jp) on the Internet for the transmission of information.
• Exercising your voting rights by the Voting Rights Exercise Form entails infection risk during the course of sending back the Form and counting the votes. Therefore, if you are exercising your voting rights in advance, we would like to ask you to do so via the Internet to the extent possible.
• We will put in place alcohol disinfectants for shareholders near the reception desk at the venue. (If you are attending the meeting, we would like to request you to bring and wear a face mask.)
• We will take your temperature near the venue. Shareholders who have a fever, or seem to be in a poor physical condition may be asked not to enter the venue and go home.
• Operation staff of the General Meeting of Shareholders will take their temperatures, check their physical conditions, and wear face masks.
• From the viewpoint of shortening the duration of the meeting in order to prevent the spread of COVID-19, detailed explanation on matters to be reported (including audit reports) and on the proposals will be omitted. We would like to ask you to read through the Notice in advance.

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Reference Documents for the General Meeting of Shareholders

Proposals and References

Proposal 1: Distribution of Surplus

The Company recognizes the appropriate return of profits to shareholders as one of its important management priorities and intends to strive for improvement of the dividend level commensurate with the consolidated financial results based on the basic policy of maintaining continuous, stable dividends.

The year-end dividend of surplus for this year shall be paid as follows, based on such basic policy.

Items Related to the Year-end Dividend

1. Type of dividend property Cash
2. Items related to the allocation of dividend property and the total amount
   85.0 yen per common share of the Company

Total amount: 3,393,924,540 yen

The annual dividend for this year will be 120.0 yen per share including the interim dividend of 35.0 yen per share which has been already paid.

1. Date the distribution of surplus comes into effect June 30, 2022

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Proposal 2: Partial Amendments to the Articles of Incorporation

1. Reasons for the amendments
   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 order to prepare for the introduction of the system for electronic provision of materials for general meetings of shareholders, the Articles of Incorporation of the Company shall be amended as follows.
2. 1. The proposed Article 16, Paragraph 1 provides that information contained in the reference materials for the general meeting of shareholders, etc. shall be provided electronically.
   2. The purpose of the proposed Article 16, Paragraph 2 is to establish a provision to limit the scope of matters to be included in the paper copy to be sent to shareholders who have requested it.
   3. The provisions related to the internet disclosure and deemed provision of the reference materials for the general meeting of shareholders, etc. (Article 16 of the current Articles of Incorporation) will become unnecessary and will therefore be deleted.
   4. In line with the above establishment and deletion of the provisions, supplementary provisions related to the effective date, etc. shall be established.
3. Details of the amendments
   The details of the amendments are as follows.

(Proposed amendments are underlined.)

Current

Proposed Amendments

(Internet Disclosure and Deemed Provision of

(Deleted)

Reference Materials for the General Meeting of

Shareholders, Etc.)

Article 16

The Company may, when convening a

general meeting of shareholders, deem that it

has provided information to shareholders

pertaining to matters to be described or

indicated in the reference materials for the

general meeting of shareholders, business

report, non-consolidated financial statements,

and consolidated financial statements, by

disclosing such information through the

internet in accordance with the provisions

provided in the Ordinance of the Ministry of

Justice.

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Current

Proposed Amendments

(Newly established)

(Measures for Electronic Provision, Etc.)

Article 16

The Company shall, when convening a

general meeting of shareholders, provide

information contained in the reference

materials for the general meeting of

shareholders, etc. electronically.

2.

Among the matters to be provided

electronically, the Company may choose not

to include all or part of the matters stipulated

in the Ordinance of the Ministry of Justice in

the paper copy to be sent to shareholders

who have requested it by the record date for

voting rights.

(Newly established)

(Supplementary provisions)

1.

The deletion of Article 16 (Internet

Disclosure and Deemed Provision of

Reference Materials for the General Meeting

of Shareholders, Etc.) of the Articles of

Incorporation before the amendment and the

new establishment of Article 16 (Measures

for Electronic Provision, Etc.) after the

amendment shall come into effect on

September 1, 2022.

2.

Notwithstanding the provisions of the

preceding paragraph, Article 16 (Internet

Disclosure and Deemed Provision of

Reference Materials for the General Meeting

of Shareholders, Etc.) of the Articles of

Incorporation before the amendment shall

remain in force with respect to a general

meeting of shareholders to be held by the end

of February 2023.

3.

These supplementary provisions shall be

deleted after March 1, 2023, or the lapse of

three months from the date of the general

meeting of shareholders set forth in the

preceding paragraph, whichever is later.

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