DeNA : Notice Regarding Candidates for Director and Corporate Auditor

The following information was originally prepared and published by DeNA Co., Ltd. in Japanese as it contains timely disclosure materials to be submitted to the Tokyo Stock Exchange. This English translation is for your convenience only. To the extent there is any discrepancy between this English translation and the original Japanese version, please refer to the Japanese version.

	May 25, 2022
Company name:	DeNA Co., Ltd.
	(TSE Prime Stock Code: 2432)
Name of representative:	Shingo Okamura, President & CEO
Contact person:	Jun Oi, Member of the Board (CFO)
Tel.:	03-6758-7200

Notice Regarding Candidates for Director and Corporate Auditor

DeNA Co., Ltd. would like to announce that, during the Board of Directors meeting held today, it decided to propose the appointment of seven directors and one corporate auditor at the 24th Ordinary General Meeting of Shareholders, scheduled to be held on June 26, 2022.

More information about the reason for selecting each candidate, Board Policies in the Nomination of Director and Corporate Auditor Candidates, Independence Standards for Independent Board Members, Concurrent Posts, as well as other supplemental information will be made available in the Notice of the Convocation of the 24th Ordinary General Meeting of Shareholders and in the independent directors/auditors notifications submitted to the Tokyo Stock Exchange (Japanese only).

1. Director Candidates (as of June 26, 2022)

The term of all the Directors (seven in number) will end at the closing of the 24th Ordinary General Meeting of Shareholders. Accordingly, DeNA hereby proposes to elect seven incumbent Directors (three of which are Outside Directors) listed below. The nomination of candidates for Director has been decided by the Board of Directors, upon deliberations and recommendations by the Nomination Committee, which was voluntarily established by DeNA with the majority of its members comprised of Independent Outside Directors, based on the analysis and evaluation of the effectiveness of the entire Board of Directors' meetings conducted in the fiscal year ended March 31, 2022. All candidates for Outside Director meet the independence standards set forth by DeNA, and upon approval of this proposal as originally proposed, one third or more of Directors will be Independent Outside Directors.

DeNA has registered Mr. Koji Funatsu, Mr. Hiroyasu Asami and Mr. Haruo Miyagi as Independent Directors as defined by Tokyo Stock Exchange, Inc. In the event that Mr. Koji Funatsu, Mr. Hiroyasu Asami and Mr. Haruo Miyagi are reappointed as Directors, DeNA intends to continue to register them as Independent Directors as defined by the Tokyo Stock Exchange, Inc.

Name	Current Role	New Role
		(Planned, as of June 26, 2022)
Tomoko Namba	Representative Director & Executive	Representative Director & Executive
(reappointment)	Chairman	Chairman
Shingo Okamura	Representative Director, President &	Representative Director, President &
(reappointment)	Chief Executive Officer (CEO)	Chief Executive Officer (CEO)
Jun Oi	Director, Chief Financial Officer (CFO)	Director, Chief Financial Officer (CFO)
(reappointment)
Keigo Watanabe	Director, Chief Business Officer (CBO)	Director, Chief Business Officer (CBO)
(reappointment)
Koji Funatsu	Outside Director	Outside Director
(reappointment,
outside,
independent)
Hiroyasu Asami	Outside Director	Outside Director
(reappointment,
outside,
independent)
Haruo Miyagi	Outside Director	Outside Director
(reappointment,
outside,
independent)

2. New Candidate for Outside Corporate Auditor (as of June 26, 2022)

The term of one of DeNA's Corporate Auditors will end at the closing of the 24th Ordinary General Meeting of Shareholders. Accordingly, DeNA hereby proposes to elect one new Outside Corporate Auditor listed below. The nomination of the candidate for Corporate Auditor has been decided by the Board of Directors, upon deliberations and recommendations by the Nomination Committee, which was voluntarily established by DeNA with the majority of its members comprised of Independent Outside Directors, based on the analysis and evaluation of the effectiveness of the entire Board of Directors' meetings conducted in the fiscal year ended March 31, 2022.

DeNA has registered Mr. Hirohiko Imura as an Independent Auditor as defined by Tokyo Stock Exchange, Inc. In the event that Mr. Hirohiko Imura is appointed as Corporate Auditor, DeNA intends to continue to register him as an Independent Auditor.

NameCurrent RoleNew Role (Planned, as of June 26, 2022)

Hirohiko Imura
(new	appointment,	Corporate Auditor
outside,	－
independent)

(Reference)

New Candidate for Corporate Auditor

	April 1981:	Joined Sumitomo Corporation
	April 2012:	Executive Officer and General Manager of Corporate Risk
		Management Dept of Sumitomo Corporation
	December 2014:	Outside Director of KATO SANGYO CO., LTD.
	April 2015:	Managing Executive Officer and General Manager of Media, Network,
		Lifestyle Related Goods & Services Business Unit of Sumitomo
		Corporation
Hirohiko Imura	June 2015:	Representative Director and Managing Executive Officer of Sumitomo
(Born February 14,		Corporation
1958)	April 2017:	Representative Director and Senior Managing Executive Officer of
		Sumitomo Corporation
		Director, President & Co-CEO of Jupiter Telecommunications Co.,
		Ltd. (currently JCOM Co., Ltd.)
	July 2017:	Representative Director, President & Co-CEO of Jupiter
		Telecommunications Co., Ltd.
	July 2020:	Chairman of the Board and Representative Director of Jupiter
		Telecommunications Co., Ltd. (plan to retire on June 29, 2022)

(Reference) Structure for Corporate Governance and Internal Control System

Shareholders' Meeting

Appoint/Dismiss

		Appoint/Dismiss		Appoint/Dismiss
Nomination	Board of Directors	Audit	Board of Corporate Auditors/
Committee
Chairperson: Executive Chairman		Corporate Auditor
Recommend			Cooperate
Directors (7)		Corporate Auditors (4)
Compensation
Ｌ；。・		(of which 4 are Independent Outside Corporate Auditors,	Dismiss
Committee	(of which 3 are Independent Outside Directors)	Cooperate	1 is a Standing Corporate Auditor)
Report	Select/Dismiss			ＬAuditing；。
Board of	(Appoint/Dismiss)	Supervise		Audit
		Department
Directors Office				・

		Cooperate
	Express Opinion	Report		Accounting
Management Meeting	Report
		Audit
Report
		Compliance & Risk Management Office		Committees
			Ｌ；。
		Ｌ；。・	Cooperate	for Risk
President (CEO)		Office Head	・
Report	Cooperate		Management
				Cooperate
		Internal Audit Department
		Ｌ；。・
Executive Officers, Unit Heads,
and Other Responsible Persons
		Monitor
Units/Departments/Offices/Group Companies

AccountingＬ；。Auditor・

*The number of Directors and Corporate Auditors will be as shown on the above chart assuming that the above proposals are approved as originally proposed.

For inquiries please contact:

IR Department ([e-mail])

DeNA Co., Ltd. (https://dena.com)