OUTSOURCING : Notice Regarding Partial Amendments to the Articles of Incorporation

[Translation]

	February 18, 2022
To Whom It May Concern
Company Name:	OUTSOURCING Inc.
Representative:	Haruhiko Doi
	Chairman and CEO
(First Section of TSE, Securities Code 2427)
Contact:	Masashi Umehara
	Managing Executive Officer and Head of
	Corporate Management Division
Phone:	[phone] (main)

Notice Regarding Partial Amendments to the Articles of Incorporation

OUTSOURCING Inc. (hereinafter, "the Company") hereby announces that, at its Board of Directors meeting held today, it resolved to submit a proposal related to the Partial Amendments to the Articles of Incorporation as a matter to be resolved at the 25th Ordinary General Meeting of Shareholders to be held on March 29, 2022. The details are as follows.

1. Reasons for the Proposed Amendments

Since the revised provisions provided for in a proviso to Article 1 of the Supplementary Provisions of the Act Partially Amending the Companies Act (Act No. 70 of 2019) are to be enforced on September 1, 2022, the Company proposes to make the following changes to its Articles of Incorporation in preparation for the introduction of the system for providing informational materials for the general meeting of shareholders in electronic format.

1. The proposed amendment to Article 14, paragraph 1 will stipulate that the Company shall take measures for providing information that constitutes the content of reference documents, etc. for general meetings of shareholders in electronic format.
2. The proposed amendment to Article 14, paragraph 2 will establish provisions to limit the scope of the items to be stated in the paper-based documents to be delivered to shareholders who requested the delivery of paper-based documents.
3. Since the provisions for Article 14 of the current Articles of Incorporation (Disclosure of reference documents, etc. for general meetings of shareholders through the Internet and deemed information provision) will no longer be required, they will be deleted.
4. Accompanying the aforementioned new establishment and deletion, a supplementary provision regarding the effective date, etc. will be established.

2. Details of the Proposed Amendments

Details of the proposed amendments are shown on the attachment.

3. Schedule

Date of the General Meeting of Shareholders to amend the Articles of Incorporation: March 29, 2022 (scheduled)

Effective date of the amendments to the Articles of Incorporation: September 1, 2022 (scheduled)

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[Attachment]
Details of the Proposed Amendments to the Articles of Incorporation	(Amendments are underlined)
Current Articles of Incorporation		Proposed Amendments
(Disclosure of reference documents, etc. for general	(Deleted)
meetings of shareholders through the Internet and deemed
information provision)
Article 14 This company may be deemed to have provided
shareholders with the information that should be written or
indicated in the reference documents for general meetings
of shareholders, business reports, financial reports, and
consolidated financial statements, by disclosing said
information through the Internet in accordance with the
ordinance of the Ministry of Justice when convening a
general meeting of shareholders.
(Newly established)	(Measures for providing information in electronic format,
	etc.)
	Article 14 When this company convenes a general meeting
	of shareholders, it shall take measures for providing
	information that constitutes the content of reference
	documents, etc. for general meetings of shareholders, etc. in
	electronic format.
	2. Among items for which the measures for providing
	information in electronic format will be taken, this company
	may exclude all or some of those items designated by the
	Ministry of Justice Order from statements in the paper-
	based documents to be delivered to shareholders who
	requested the delivery of paper-based documents by the
	reference date of voting rights.

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Current Articles of Incorporation	Proposed Amendments
	Supplementary Provision
(Newly established)	(Transitional measures regarding provision of informational
	materials for general meeting of shareholders in electronic
	format)
	1. The deletion of Article 14 (Disclosure of reference
	documents, etc. for general meetings of shareholders
	through the Internet and deemed information provision) of
	the current Articles of Incorporation and the establishment
	of the proposed amendment of Article 14 (Measures for
	providing information in electronic format, etc.) shall be
	effective from September 1, 2022, the date of enforcement
	of the revised provisions provided for in the proviso to
	Article 1 of the Supplementary Provisions of the Act
	Partially Amending the Companies Act (Act No. 70 of
	2019) (hereinafter referred to as the "Date of
	Enforcement").
	2. Notwithstanding the provision of the preceding
	paragraph, Article 14 of the current Articles of Incorporation
	shall remain effective regarding any general meeting of
	shareholders held on a date within six months from the Date
	of Enforcement.
	3. This Supplementary Provision shall be deleted on the date
	when six months have elapsed from the Date of
	Enforcement or three months have elapsed from the date of
	the general meeting of shareholders in the preceding
	paragraph, whichever is later.

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