Mercari : Notice Regarding Partial Amendments to the Articles of Incorporation

Note: This document is an English translation of the original Japanese language document and has been prepared solely for reference purposes. No warranties or assurances are given regarding the accuracy or completeness of this English translation. In the event of any discrepancy between this English translation and the original Japanese language document, the original Japanese language document shall prevail in all respects.

August 28, 2020

To whom it may concern:

Company Name:	Mercari, Inc.
Representative:	Shintaro Yamada, Chief Executive Officer
	Code: 4385; TSE Mothers
Enquiries:	Jun Yokota, VP of Corporate
	Phone: [phone]

Notice Regarding Partial Amendments to the Articles of Incorporation

Mercari, Inc. (the "Company") announces that the Board of Directors today resolved to propose the following amendments to the Articles of Incorporation at the 8th Annual General Meeting of Shareholders to be held on September 25, 2020.

1. Reasons for the proposal

To provide flexibility to the operation of the general meeting of shareholders and the Board of Directors meetings, the Company proposes changing the person with the right to convene and serve as chairperson of the shareholders meetings and the Board of Directors meetings specified in Articles 13 and 22 of the current Articles of Incorporation, to a Director for each role respectively, determined in advance by the Board of Directors.

2. Details of the proposed amendments

The details of the proposed amendment are as follows:

				(Amended parts are underlined.)
	Current Articles of Incorporation			Proposed Amendments
Article 13. (Convener and chairperson)		Article 13. (Convener and chairperson)
1.	Except in cases separately provided for by		1.	Except in cases separately provided for by
laws and regulations, a Representative Director,		laws and regulations, a Director determined in
based on a resolution of the Board of Directors,		advance by the Board of Directorsshall convene a
shall convene a general meeting of shareholders		general meeting of shareholders and act as its
and act as its chairperson. If there are more than one		chairperson.
Representative Directors, the convener and
chairperson shall be determined at the Board of
Directors meeting.
2.	If the Representative Directoris unable to		2.	If the Director determined in the previous
attend to such duties, another Director who is		paragraphis unable to attend to such duties, another
designated in accordance with an order of priority		Director who is designated in accordance with an
determined in advance by the Board of Directors		order of priority determined in advance by the
shall convene the Board of Directors meetingand		Board of Directors shall convene the general
act as its chairperson.		meeting of shareholdersand act as its chairperson.
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Article 14. - 21. (Texts omitted)	Article 14. - 21. (Same as current)
Article 22. (Convener and chairperson of the Board	Article 22. (Convener and chairperson of the Board
of Directors meeting)	of Directors meeting)
1.	Except in cases separately provided for by	1.	Except in cases separately provided for by
laws and regulations, a Representative Director	laws and regulations, a Director determined in
shall convene a Board of Directors meeting and act	advance by the Board of Directorsshall convene a
as its chairperson. If there are more than one	Board of Directors meeting and act as its
Representative Directors, the convener and	chairperson.
chairperson shall be determined at the Board of
Directors meeting.
2.	If the Representative Directoris unable to	2.	If the Director determined in the previous
attend to such duties, another Director who is	paragraphis unable to attend to such duties, another
designated in accordance with an order of priority	Director who is designated in accordance with an
determined in advance by the Board of Directors	order of priority determined in advance by the
shall convene the Board of Directors meeting and	Board of Directors shall convene the Board of
act as its chairperson.	Directors meeting and act as its chairperson.

3. Schedule of amendments

1. Scheduled date of Annual General Meeting of Shareholders held to approve the amendments to the Articles of Incorporation: September 25, 2020.
2. Scheduled effective date of amendment of articles of incorporation: September 25, 2020.

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