[Translation]
May 14, 2024
To whom it may concern:
Company name: ENEOS Holdings, Inc.
Representative: Miyata Tomohide Representative Director, CEO
Code number: 5020;
TSE Prime Market/
NSE Premier Market
Contact person: Eguchi Sayuri Group Manager, Investor Relations Group Investor Relations Department
(Telephone Number: +81-3-6257-7075)
Announcement regarding a partial amendment of the Article of Incorporation
ENEOS Holdings, Inc. ("Company") hereby announces that, at the Board of Directors meeting held today, its Board of Directors resolved to propose a partial amendment of the Company's Articles of Incorporation at the 14th Ordinary General Meeting of Shareholders scheduled to be held on June 26, 2024.
1. Reason for the amendments
The functions of the Directors of the Company consist primarily of deciding the basic direction of management and overseeing business execution, while the function of executive officers is to flexibly execute business, and by separating these two functions the Company has sought to ensure the soundness and efficiency of management.
Given that this structure is now well established, the Company proposes to revise provisions relating to directors with special titles, and as a consequence of this to revise the provisions relating to the chairman at the general meetings of shareholders, with the objective of clarifying that executive officer is the most senior role involved in business execution, and of enabling the flexible creation of the optimal structure for business execution.
2. Details of the amendments
Current Articles of Incorporation and Proposed Amendments are as below.
(Revised portions are underlined)
Current Articles of Incorporation | Proposed Amendment | ||||||
(CHAIRMAN) | (CHAIRMAN) | ||||||
ARTICLE 16 - The Presidentshall act as | ARTICLE 16 - A Representative Director | ||||||
Chairman at the General Meetings of Shareholders. | determined in advance by a resolution of the Board | ||||||
If the Presidentis unable to act as Chairman at a | of Directorsshall act as Chairman at a General | ||||||
General Meeting of Shareholders, a Director shall | Meetings of Shareholders. If the Representative | ||||||
act in his or her place in accordance with the order | Directoris unable to act as Chairman at a General | ||||||
determined in advance by a resolution of the Board | Meeting of Shareholders, a Director shall act in his | ||||||
of Directors. | or her place in accordance with the order | ||||||
determined in advance by a resolution of the Board | |||||||
of Directors. |
1
(REPRESENTATIVE DIRECTORS AND | (REPRESENTATIVE DIRECTORS AND |
DIRECTORS WITH SPECIAL TITLES) | DIRECTORS WITH SPECIAL TITLES) |
ARTICLE 25 - (Provisions omitted) | ARTICLE 25 - (No change) |
2. The Board of Directors may, by resolution, | 2. The Board of Directors may, by resolution, |
appoint one (1) President, andone (1) Chairman | appoint one (1) Chairman and one (1) Vice |
and one (1) Vice Chairman of the Board of | Chairman of the Board of Directors, among the |
Directors, among the Directors who are not Audit | Directors who are not Audit and Supervisory |
and Supervisory Committee Members. | Committee Members. |
3. Schedule
Date of the Ordinary General Meeting of Shareholders for the approval of the amendment to the Articles of Incorporation: June 26, 2024 (scheduled)
Effective date of the amendment to the Articles of Incorporation: June 26, 2024 (scheduled)
End
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Disclaimer
Eneos Holdings Inc. published this content on 14 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 May 2024 04:11:02 UTC.