ValueCommerce : Notice Concerning Changes of Directors

This filing was originally prepared and published by the company in Japanese as it contained timely disclosure information to be submitted to the Tokyo Stock Exchange. The English translation is for your reference only. To the extent that there is any discrepancy between this English translation and the original Japanese filing, the Japanese filing will prevail.

February 18, 2022

Financial Release

Corporate Name ValueCommerce Co., Ltd.

Representative	Jin Kagawa, Representative Director,
Ticker Symbol	President and CEO
2491
Inquiries	Masatomo Endo, Director of the Board,
	CFO
Phone	81 3 5210 6688

Notice Concerning Changes of Directors

ValueCommerce Co., Ltd. (the "Company") hereby announces that, at the meeting held today, the Board of Directors of the Company made an unofficial decision to make changes to the directors. Details are set forth below. The election of Directors will be officially decided by resolution at the 26th Ordinary General Meeting of Shareholders to be held on March 23, 2022, and the appointment of the Representative Director will be officially decided by resolution of the Board of Directors at its meeting held after the general meeting of shareholders.

1. Candidates for Directors (excluding Directors who are Audit and Supervisory Committee Members)

		(New title)	(Current title)
Jin Kagawa	Reelection	Representative Director and	Same as at left
President
Masatomo Endo	Reelection	Director	Same as at left
Taku Hasegawa	Reelection	Director	Same as at left
Koichiro Tanabe	Reelection	Director	Same as at left
Yoshimasa	Reelection	Director	Same as at left
Kasuya
Hajime	Reelection	Director	Same as at left
Hatanaka

- 1 -

2. Candidates for Directors who are Audit and Supervisory Committee Members

		(New title)	(Current title)
Toshio	Reelection	Outside Director, Audit and
Supervisory Committee Member	Same as at left
Takahashi
	(Full-time)
Takao	Reelection	Outside Director, Audit and	Same as at left
Nakamura	Supervisory Committee Member
Makoto Suzuki	Reelection	Outside Director, Audit and	Same as at left
Supervisory Committee Member

The Company has submitted notifications of Toshio Takahashi, Takao Nakamura and Makoto Suzuki as independent officers to the Tokyo Stock Exchange, and they will continue to be independent directors if elected.

- 2 -

(Reference)

New Management Structure (as of March 23, 2022)

Jin Kagawa	Representative Director, President and CEO
Masatomo Endo	Director and CFO
Taku Hasegawa	Director and COO, Supervising Group Companies
Koichiro Tanabe	Director, Supervising Marketing Solutions
Yoshimasa Kasuya	Director, Supervising EC Solutions, General Manager of EC Solutions
Hajime Hatanaka	Division
Director
Toshio Takahashi	Outside Director, Audit and Supervisory Committee Member (Full-
Takao Nakamura	time)
Outside Director, Audit and Supervisory Committee Member
Makoto Suzuki	Outside Director, Audit and Supervisory Committee Member
Haruka Ikeda	Outside Director, Audit and Supervisory Committee Member
Takeshi Amano	Executive Officer and CSO, General Manager of Business Promotion
Kyoko Chiba	Office
Executive Officer and CXO, General Manager of Information system
Yuki Matsumoto	Office
Executive Officer and CTO, General Manager of Technology
	Development Division

- 3 -