Disco : Notice Regarding Transition to a Company with Three Committees

April 21, 2022

Name of the Company: Name of the Representative: Security Code:

DISCO CORPORATION Kazuma Sekiya, President & CEO 6146, TSE Prime Market

Masatoshi Nanjo

Inquiries:

Manager of Investor Relations Office (Tel: [phone])

Notice Regarding Transition to a Company with Three Committees

At the Board of Directors meeting held on April 21, 2022, on the premise of approval at the Annual General Shareholders Meeting in June 2022, DISCO made the decision to transition from a Company with a Board of Company Auditors to a Company with Three Committees; a Nomination Committee, an Audit Committee and a Compensation Committee. The details are provided below.

1. Background

DISCO has positioned the enhancement of corporate governance as an important managerial topic and has been engaged in the strengthening of its governance systems, such as the establishment of a voluntary Nomination and Compensation Advisory Committee and the appointment of Outside Directors to more than one-third of all director positions.

In addition, with the rapid increase of social interest in sustainability management, DISCO believes that flexibility in business execution is important to be able to carry out a rapid response to changes in the business environment in the fast-paced high-tech industry.

Given these circumstances, in addition to responding to the mandate of our stakeholders, including our shareholders, DISCO has made the decision to transition to a Company with Three Committees, which will enable accelerated decision-making, with the aim of mid-to-long-term corporate value improvement.

• 2. Purpose

  • (1) To enhance thesupervisoryfunctionof the Board of Directors through the separation of supervision and execution

  • (2) To clarify authority and responsibility in business execution and promote flexible management

  • (3) To improve transparency and objectivity of management through three legally stipulated committees

  • (4) To establish a governance system from a global perspective

• 3. Transition Period

DISCO will request approval of the necessary amendments to the Articles of Incorporation at DISCO's 83rd Annual General Shareholders Meeting in June 2022 and transition to a Company with Three Committees after approval. The details regarding the proposed amendments to the Articles of Incorporation will be announced once decided.

4. Other (System after Transition)

•  The majority of the Board of Directors will be composed of Outside Directors.

•  A female Outside Director will be newly invited to leverage diversity in management decision-making within the Board of Directors.

•  The chairmen of all Three Committees will be assigned from Outside Directors.

•  For audit function enhancement, full-time Audit Committee members will be assigned to the Audit Committee.

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