Extraordinary Report

March 30, 2022

(TRANSLATION)

Note for readers of this English translation

On March 30, 2022, Chugai Pharmaceutical Co., Ltd. filed its Japanese-language Extraordinary Report (Rinji Houkokusho) with the Director-General of the Kanto Financial Bureau in Japan in connection with the Company's shareholders' voting results for proposals acted upon at the 111th Annual General Meeting of Shareholders held on March 29, 2022 pursuant to the Financial Instruments and Exchange Act of Japan. This document is an English translation of the Report.

1. Reason for submitting the Extraordinary Report

Given that resolutions were made for the proposals at the 111th Annual General Meeting of Shareholders (the "Meeting") held on March 29, 2022, Chugai Pharmaceutical Co., Ltd (the "Company") submits this Extraordinary Report under the provisions of Article 24-5 Paragraph 4of the Financial Instruments and Exchange Act of Japan and Article 19, Paragraph 2, Item 9-2, of the Cabinet Office Ordinance on Disclosure of Corporate Information, etc. (the "Report").

2. Contents of the Report

  • (1) Date when the Meeting was held:March 29, 2022

  • (2) Matters for resolution

    • First Proposal: Appropriation of Surplus

      Year-end dividend

      JPY 46 per share of common stock of the Company

    • Second Proposal: Partial Amendments to the Articles of Incorporation

As 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, necessary changes will be made in accordance with the introduction a system for electronic provision materials for general meetings of shareholders.

Third Proposal: Election of Four (4) Directors

Osamu Okuda, Hisafumi Yamada, Toshiaki Itagaki and Mariko Y Momoi are electedas Directors of the Company.

(3) Number of voting rights concerning the indication of "for", "against" or "abstention" for each proposal; and Requirements for approving the proposals: Results of the resolutions

Proposal

For

Against

Abstention

Ratio of favorable votes

Results

First Proposal

15,247,226

19,964

256

99.87%

Approved

Second Proposal

15,263,590

3,176

256

99.97%

Approved

Third Proposal

Osamu Okuda

Hisafumi Yamada

Toshiaki Itagaki

Mariko Y Momoi

14,005,387 14,973,835 14,972,836 14,994,578

1,261,356

292,912 293,910 272,171

256 256 256 256

91.73% 98.08% 98.07% 98.21%

Approved

Approved

Approved

Approved

Notes: Requirements for the approval of each proposal are as follows:

  • 1) The resolution for the First Proposal must be adopted by the majority of the votes of the shareholders present who are entitled to exercise their voting rights.

  • 2) The resolution for the Second Proposal must be adopted by the attendance of shareholders who hold majority of the voting rights of shareholders who are entitled to exercise their rights, and two-thirds (2/3) or more of votes of the shareholders present.

  • 3) The resolution for the Third Proposals must be adopted by the attendance of shareholders who hold one-third (1/3) or more of the votes of the shareholders who are entitled to exercise their voting rights, and the majority of votes of the shareholders present.

(4) Reason why a portion of the voting rights held by the shareholders present at the

Meeting held on March 29, 2022 was not added to the number of voting rights

Because in terms of Japanese Companies Act, the required majority approval for each proposal was met by the votes exercised prior to the Meeting held on March 29, 2022, as well as the votes exercised by a portion of shareholders present and confirmed by the Company at the Meeting held on March 29, 2022; and the voting rights of the shareholders present at the Meeting held on March 29, 2022, untraceable with the final decision of "for", "against" or "abstention" as to each proposal were not tallied.

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Chugai Pharmaceutical Co. Ltd. published this content on 30 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 March 2022 08:14:02 UTC.