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    3962   JP3507750002

CHANGE INC.

(3962)
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Change : Notice about Partial Amendment of the Articles of Incorporation

07/15/2021 | 02:05am EDT

This English translation is for reference purposes only. In the event a difference or inconsistency arises

regarding the meaning herein, the original Japanese version shall prevail as the official version.

July 15, 2021

For Immediate Release

Company

CHANGE Inc.

CEO

Hiroshi Fukudome

(Code: 3962,

First Section of the Tokyo Stock Exchange)

Contact

Yutaka Yamada CFO

(TEL.03-6435-7347)

Notice about Partial Amendment of the Articles of Incorporation

CHANGE Inc. (hereinafter, simply "we") hereby inform you that, at the Board of Directors' meeting held today, we decided to submit an agenda regarding the "Partial Amendment of the Articles of Incorporation" to the extraordinary general meeting of shareholders scheduled to be held on August 26, 2021 (hereinafter referred to as the "Extraordinary General Meeting of Shareholders").The details are as follows:

Details

1. Purpose of Amendment of the Articles of Incorporation

On June 16, 2021, the government enforced the Law regarding the Partial Amendment of the Industrial Competitiveness Enhancement Law, etc. (hereinafter referred to as the "Revised Industrial Competition Law") which will enable listed companies to hold a general meeting of shareholders without setting up any physical site (a general meeting of shareholders attended by directors and shareholders via the Internet, etc., so-called the "Virtual-only Shareholders' Meeting") under certain conditions, including by providing in the Articles of Incorporation. In this regard, we will modify the Articles of Incorporation so that we can hold a general meeting of shareholders with no physical site with the purpose to activate, streamline, and facilitate the general meeting of shareholders as well as to reduce risks of infections of infectious diseases and major disasters such as atural disasters.

This amendment of the Articles of Incorporation shall become effective not only by the approval of this Extraordinary General Meeting of Shareholders but also by the confirmations (hereinafter referred to as the "Confirmations") of both the Minister of Economy, Trade and Industry and the Minister of Justice confirming that the Virtual-only Shareholders' Meeting held by us will, pursuant to the provisions of the Revised Industrial Competition Law, meet the requirements prescribed by the Ordinance of the Ministry of Economy, Trade and Industry and the Ordinance of the Ministry of Justice, more speciafically by contributing to enhancing industrial competitiveness while consideringing to ensure the interests of shareholders (to be effective ummediately upon the date of the Confirmations).

2. Amendment of the Articles of Incorporation

The amendment is as follows:

(Underlines indicate changes.)

Current Articles of Incorporation

After the Amendment

(Convocation)

(Convocation)

Article 12: Ordinary general meetings of shareholders of

Article 12: Ordinary general meetings of shareholders of

1

This English translation is for reference purposes only. In the event a difference or inconsistency arises

regarding the meaning herein, the original Japanese version shall prevail as the official version.

the Company shall be convened within 3 months after the end of each business year, and extraordinary general meetings of shareholders shall be convened from time to time as necessary.

(New)

the Company shall be convened within 3 months after the end of each business year, and extraordinary general meetings of shareholders shall be convened from time to time as necessary.

2 The Company may hold a general meeting of shareholders without setting up any physical site.

3. Schedule

Date of the General Meeting of Shareholders for the Amendment of the Article of Incorporation: August 26, 2021 Effective Date of the Amendment of the Articles of Incorporation:

August 26, 2021 or the date on which we will receive the Confirmations, whichever comes later

End

2

Disclaimer

Change Inc. published this content on 15 July 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 July 2021 06:04:28 UTC.


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Sales 2021 15 887 M 143 M 143 M
Net income 2021 3 868 M 34,9 M 34,9 M
Net Debt 2021 - - -
P/E ratio 2021 41,3x
Yield 2021 -
Capitalization 165 B 1 490 M 1 490 M
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Capi. / Sales 2022 8,65x
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Mean consensus BUY
Number of Analysts 2
Last Close Price 2 290,00 JPY
Average target price 3 475,00 JPY
Spread / Average Target 51,7%
EPS Revisions
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Hiroshi Fukudome President & Representative Director
Yutaka Yamada Chief Financial Officer & Director
Yoshihisa Jimbo Chairman
Hiroshi Fujiwara Independent Outside Director
Akira Itoh Director, EVP & Manager-NEW IT Unit
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