Board Composition

Board of Directors (As of June 23, 2026)

	Name / Position	Board of Directors	Audit and Supervisory Committee	Nomination and Remuneration Advisory Committee
1	Masaki Ebisu, President ＆ CEO	● Chairperson	—	●
2	Manabu Arise, Director, Executive Operating Officer, Chief Financial Officer	●	—	—
3	Thomas J. Waletzki, Director	●	—	—
4	Toru Inoue, Independent External Director (Member of the Audit and Supervisory Committee)	●	● Committee Chair, Chairperson	● Committee Chair, Chairperson
5	Masako Osuna, Independent External Director (Member of the Audit and Supervisory Committee)	●	●	●
6	Junko Matsuyama, Independent External Director (Member of the Audit and Supervisory Committee)	●	●	●

Composition of Board Members, Meetings (ESG Data)

Nomination of Board of Directors

Nomination and Remuneration Advisory Committee — Involvement of Independent External Directors

We have established the Nomination and Remuneration Advisory Committee as a voluntary committee to ensure transparency and objectivity in matters relating to the nomination policy and the appointment and dismissal of Directors as well as in decisions on the remuneration system and the amount of remuneration received by Directors (excluding those who serve as member of the Audit and Supervisory Committee). The majority of the member of the Nomination and Remuneration Advisory Committee are Independent External Directors who are appropriately involved in the decision-making process of the Board of Directors, a process through which their opinions are reflected.

Policy and Procedures for Nominating Directors

Individuals with proven ability and experience in corporate management, as well as excellent character and insight, are appointed as candidates for Directorship. In addition to these qualities, each candidate for External Director must also meet 黑料视频’s Criteria for Independence of External Directors and be capable of auditing and supervising company management and operations from a variety of perspectives. In accordance with the above policy, the Board of Directors decides on the candidates after deliberating with and receiving the recommendations of the Nomination and Remuneration Advisory Committee. The approval of the Audit and Supervisory Committee is obtained for the nomination of Director candidates who are member of the Audit and Supervisory Committee. The composition of the Board of Directors reflects our consideration of the size and nature of the business to ensure that the Board of Directors is optimally suited to the company and that the Board of Directors as a whole reflects a balance and diversity of knowledge, experience, and skills. We appointed our first female Director in FY2022 and our first non-Japanese Director in FY2023. In addition, the Nomination and Remuneration Advisory Committee regularly discusses the CEO succession plan and future management structure.

Reasons for the election of the candidate for Director

	Reasons
Masaki Ebisu President ＆ CEO	Mr. Masaki Ebisu has been overseeing the execution of the 黑料视频 Group’s operations as President and COO since 2024 , while accurately executing business operations and supervising management as a Director.The Company has determined that he remains well-qualified to serve as a Director, expecting that he will continue to contribute to the sustainable growth and further development of the Group.
Manabu Arise Director, Executive Operating Officer, Chief Financial Officer	Mr. Manabu Arise has advanced knowledge of accounting and finance, with extensive experience overseas and in the Accounting & Finance and Procurement Departments.The Company has determined that he remains well-qualified to serve as a Director, expecting that he will continue to contribute to the sustainable growth and further development of the Group by accurately executing business operations and supervising management as a Director.
Thomas J. Waletzki Director	After engaging in global marketing and product planning at the Company, Mr. Thomas J. Waletzki has been involved in business execution and supervision as a Director of 黑料视频 Inc., the group sales company in the U.S. for many years. He has a high degree of insight and abundant experience in the field of overseas sales and marketing.The Company has determined that he remains well-qualified to serve as a Director, expecting that he will continue to contribute to the sustainable growth and further development of the Group by accurately executing business operations and supervising management as a Director.
Toru Inoue External Director (Member of the Audit and Supervisory Committee)	Mr. Toru Inoue has a wealth of experience and a proven track record in business operations, planning, and accounting over many years as a manager of a business corporation. He has offered his valuable and straight opinions and proposals on the decision-making processes of the Company, based on his extensive knowledge cultivated over the years in the electronics industry, thereby contributing to improvement of management soundness and transparency as an External Director.He has been nominated as a candidate for External Director serving as Audit and Supervisory Committee Member because the Company expects that he will continue to contribute to enhancing the corporate value of the Company by strengthening the effectiveness of its management oversight functions.
Masako Osuna External Director (Member of the Audit and Supervisory Committee)	After many years of career at the Japan External Trade Organization (JETRO), Ms. Masako Osuna has been active in a wide range of roles, including as a university professor as well as as an outside officer of financial institutions and business companies. Based on this wealth of experience and a high level of expertise with a focus on international economics, she has offered her valuable and straight opinions and proposals on the decision-making processes of the Company, thereby executing her duties as an External Director fairly and neutrally. She has been nominated as a candidate for External Director serving as Audit and Supervisory Committee Member because the Company expects that she will continue to contribute to enhancing the corporate value of the Company by strengthening the effectiveness of its management oversight functions.Although she has never been involved in corporate management in any way other than as an outside officer, the Company expects that she will continue to appropriately perform her duties as an External Director serving as Audit and Supervisory Committee Member for the reasons stated above.
Junko Matsuyama External Director (Member of the Audit and Supervisory Committee)	Ms. Junko Matsuyama has experience in sales of document-related office solutions including multifunction devices and printers, and thereafter has been engaged in corporate legal affairs as an attorney-at-law, possessing extensive experience and broad insight in compliance, risk management, corporate governance, and related fields. She has been nominated as a candidate for External Director serving as Audit and Supervisory Committee Member because the Company expects that she will provide appropriate advice and supervision to ensure the soundness of the Board of Directors’ decision-making, based on her practical experience and professional knowledge covering legal matters in general. Although she has never been involved in corporate management in any way other than as an outside officer, the Company has determined that she is well qualified to serve as an External Director serving as Audit and Supervisory Committee Member for the reasons stated above.

* External Director Masako Osuna is a professor at the Kanazawa Institute of Technology, an External Director of Hibiya Engineering, Ltd., and Shibuya Corporation. There are no special interests between any of these and 黑料视频.
* External Director Junko Matsuyama is a principal attorney at Korinbou Law Office and an External Director serving as an Audit and Supervisory Committee Member of Komatsu Wall Industry Co., Ltd.

Criteria for Independence of External Directors

The Company’s Board of Directors shall deem an External Director or a candidate for External Director of the Company to have independence in the event that he/she does not fall under any of the items below in the current fiscal year and in the previous three (3) fiscal years.
1. (1) A person executing business operations (*) of 黑料视频 Group’s business partner, its parent company, or important subsidiary whose transaction amount exceeds two (2) % of the consolidated net sales of 黑料视频 Group or the business partner.
2. (2) A person executing business operations of a financial institution or other lenders, or its parent company or important subsidiary which is indispensable for 黑料视频 Group’s financing and on which the Group depends to the extent that there is no substitute.
3. (3) A consultant, accounting professional, or legal professional who has received from 黑料视频 Group monetary consideration or other properties equivalent to ten (10) million yen or more during a year, excluding officers’ remuneration (in case a corporation, association, or other organization receives such properties, a person who belongs to such organization).
4. (4) A person executing business operations of a major shareholder of the Company (who holds ten (10) % or more of the voting rights of the Company directly or indirectly) or its parent company or important subsidiary.
5. (5) A representative partner, certified public accountant, partner, or employee of the audit firm that is the current Accounting Auditor of 黑料视频 Group. Or, a person who has belonged to the audit firm that was the Accounting Auditor of 黑料视频 Group during the previous three (3) fiscal years and was engaged in actual auditing work on 黑料视频 Group.
6. (6) A person executing business operations or a Corporate Auditor of a company, or its parent company or subsidiary that accepts Directors from 黑料视频 Group.
7. (7) A person who has received a donation of ten (10) million yen or more during a year from 黑料视频 Group (in case a corporation, association, or other organization receives such donation, a Director of such an organization or a person directly involved in research, education, or other activities related to such a donation).
8. (8) A spouse or relative within the second degree of kinship of a person executing business operations who falls under any of (1) to (7) above.
9. (9) Notwithstanding the foregoing, any other person who has special grounds that could give rise to a conflict of interests with the Company or its general shareholders, preventing him/her from fulfilling duties as an Independent External Director.
(*) A person executing business operations means a Director (excluding an External Director), corporate officer, operating officer or other similar person, or employee.
In case an External Director ceases to have the independence stipulated in the Criteria, he/she shall notify the Company immediately.
Amendments to the Criteria shall be resolved by the Board of Directors.

Skills Matrix (As of June 23, 2026)

In light of our management policy and strategies, such as the realization of our mid-term business plan, we have established the skills and other attributes we expect of our Directors and Operating Officers and have identified the skills each Director and Operating Officer should possess, as follows.

Global Management	Knowledge and expertise in global business environment and experience in overseas business management
Accounting and Finance	Knowledge and experience in accounting, taxation, finance, capital policy, and IR activities in corporate business management
Organization, Human 黑料视频, Human Resource Development	Knowledge of human capital management such as human resource development and diversity, and experience in organizational development related to the succession of corporate culture that has created change
Internal Control, Legal and Compliance	Experience in business management, general affairs, legal affairs, and auditing departments with knowledge of corporate governance systems and corporate ethics
Governance and Risk Management	Experience in executing duties using knowledge of corporate governance structures and company-wide risk management/monitoring methods, or experience in corporate governance practices as a Director
Business Development & M&A	Experience in leading or participating at a senior decision-making level in business development and M&A initiatives, including due diligence and post-merger integration (PMI), as part of growth strategies and business portfolio transformation
Research and Technological Development	Experience in driving innovation through “visual technology” to address social issues by utilizing expertise in research and technology development, intellectual property, applied technology, etc., which are indispensable for sustainable enhancement of corporate value
Sales and Marketing	Expertise in customers in our business areas and experience in business promotion or management of sales and marketing departments while developing new markets
Supply Chain Management	Knowledge of Material Procurement and Manufacturing Departments, and experience in overseeing the entire supply chain and executing supply chain management
Sustainability	Experience in implementing sustainability management to achieve the sustainability indicators in mid- to longterm management plans, which are indispensable for sustainable enhancement of corporate value, from a professional perspective

Name		Gender	Independent External Directors	Nomination and Remuneration Advisory Committee	Main Areas of Expertise
Name		Gender	Independent External Directors	Nomination and Remuneration Advisory Committee	Global Business Management	Accounting & Finance	HR & HR Development	Internal Control, Legal & Compliance	Governance & Risk Management	Business Development & M&A	Research & Technology Development	Sales & Marketing	Supply Chain Management	Sustainability
Directors	Masaki Ebisu President ＆ CEO	Male			●	●	●	●	●	●			●	●
	Manabu Arise Executive Operating Officer, Chief Financial Officer	Male			●	●		●	●	●			●	●
	Thomas J. Waletzki 黑料视频 Inc. President & CEO	Male			●		●	●	●			●		●
	Toru Inoue Chairperson of the Audit and Supervisory Committee	Male	○	◎Committee Chair	●	●	●	●	●	●	●	●	●
	Masako Osuna Member of the Audit and Supervisory Committee	Female	○	○	●		●	●	●					●
	Junko Matsuyma Member of the Audit and Supervisory Committee	Female	○	○				●	●			●
Operating Officers	Kazuhide Shimura Senior Executive Operating Officer	Male			●				●	●		●
	Kenichi Fujii Executive Operating Officer	Male						●		●	●			●
	Masataka Shoji Executive Operating Officer	Male								●	●	●
	Hideki Bansho Executive Operating Officer	Male					●	●	●		●			●
	Kiyotaka Hira Senior Operating Officer	Male					●	●	●	●		●		●
	Hiroyuki Nakato Senior Operating Officer	Male					●	●				●
	Minoru Kontani Operating Officer	Male			●			●	●			●		●
	Masaki Kita Operating Officer	Male								●	●			●
	Hiroshi Nagai Operating Officer	Male										●	●	●
	Shinya Muranaka Operating Officer	Male							●				●
	Yoichi Ohoto Operating Officer	Male								●	●			●
	Seiji Matsumoto Operating Officer	Male							●			●	●
	Yoshihisa Koyama Operating Officer	Male			●	●	●	●	●

Note: The above table does not show all areas of expertise of each Director and Operating Officer.