Carlit : MATTERS NOT INCLUDED IN DELIVERED DOCUMENTS CONCERNING NOTICE OF THE 10TH ANNUAL GENERAL MEETING OF SHAREHOLDERS

June 6, 2023

Informational Materials for the 10th Annual General Meeting of

Shareholders

(Items excluded in accordance with laws and regulations and the Company's Articles of Incorporation from paper-based documents delivered in response to a request for delivery of documents stating items subject to measures for electronic provision)

• Business Report
  "System for Ensuring the Appropriateness of Operations and the Operation Status of this System"
• Consolidated Financial Statements "Consolidated Statement of Changes in Equity" "Notes to Consolidated Financial Statements"
• Non-consolidatedFinancial Statements "Non-consolidated Statement of Changes in Equity" "Notes to Non-consolidated Financial Statements"

Year 10 (April 1, 2022-March 31, 2023)

Carlit Holdings Co., Ltd.

In accordance with the provisions of laws and regulations and Article 16 of the Company's Articles of Incorporation, the above items are excluded from the paper-based documents delivered to shareholders who have made a request for delivery of such documents.

For this General Meeting of Shareholders, documents containing the items subject to measures for electronic provision excluding the above items are sent to all shareholders regardless of whether or not there was a request for provision of paper-based documents.

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Business Report

System for Ensuring the Appropriateness of Operations and the Operation Status of this System

The Company's Board of Directors passed a resolution regarding the Basic Policy for the Internal Control System as follows.

1. System for ensuring that Directors' and employees' execution of duties complies with laws and regulations and the Company's articles of incorporation
2. 1. The Group enacted the Group Compliance Charter to serve as the code to be complied with by Directors and employees; the charter sets out laws and regulations, internal rules, and other social norms to follow in all situations involving corporate activities. The Group set out systems, management methods, and other basic matters for managing the Group's compliance based on the Group Compliance Charter in Group Compliance Management Rules, under which education and awareness of compliance are promoted, the Group Compliance Manual is established and revised, the status of compliance is checked, and the internal reporting system is properly operated.
   2. Under laws and regulations and the Company's articles of incorporation and rules for the Board of Directors, the Board of Directors holds ordinary meetings of the Board of Directors once each month and extraordinary meetings of the Board of Directors as necessary, at which they determine important matters pertaining to management and compliance and supervise Directors' execution of duties.
   3. Audit and Supervisory Board Members conduct audits in addition to auditing Directors' execution of duties by attending meetings of the Board of Directors and voicing their opinions when necessary. Additionally, Standing Audit & Supervisory Board Members audit Directors' execution of duties by attending not only meetings of the Board of Directors but also other important meetings, such as Group Management Strategy Meetings and Compliance Committee meetings.
   4. The Compliance Committee reviews matters pertaining to compliance and strives to promote compliance throughout the Group with the Company's Legal Affairs & Compliance Division as its executive office.
   5. The Company's Internal Audit Office regularly conducts audits of the status of the Group's operation, draws attention to problems in divisions and departments subject to audits, and issues instructions for improving operations.
   6. The Group designates as independent officers Outside Directors and Outside Audit & Supervisory Board Members deemed to be capable of fulfilling the roles expected of independent officers.
3. System for ensuring the reliability of financial reports
4. 1. The Group maintains an internal control system for ensuring the reliability of financial reports and works ceaselessly to improve operations by continuously assessing the status of the system's operation.
   2. The Group sets out basic policy for financial reports.
   3. The Company's Internal Audit Office conducts audits of each company in the Group.
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1. System for retaining and managing information pertaining to Directors' execution of duties
2. 1. The Group has established Group Information Management Rules that set out basic policy for the proper protection and use of information about Group companies.
   2. The Group properly retains and manages documents pertaining to Directors' execution of duties in accordance with the provisions of laws and regulations and internal rules.
   3. The Group implements appropriate protective measures for computers, networks, and other information infrastructure to prevent internal and external threats from arising.
3. System for ensuring that Directors execute their duties efficiently
4. 1. The Group will define Directors' terms as one year and introduce an Executive Officer system to facilitate the efficient execution of Directors' duties based on Directors' decisions and in response to rapid changes in the business environment.
   2. In principle, Group Management Strategy Meetings to be attended by all Directors, all Executive Officers, and Standing Audit & Supervisory Board Members will be held monthly to facilitate deliberation over important matters pertaining to management and enable the swift execution of duties.
   3. With long-term management goals and basic stances as our management policy, the Group's Board of Directors determines medium-term management policies based on medium-term management plans and annual management policies and annual management budgets in each fiscal year that account for the Company's business environment and conditions, after deliberation by Group Management Strategy Meetings.
5. System for ensuring the appropriateness of the Group's operations
6. 1. Through Directors and Audit & Supervisory Board Members, the Company implements blanket management of the business and constant supervision of the accounting of each company in the Group while at the same time respecting their autonomy, and Audit & Supervisory Board Members of the Company and those of each Group company exchange information accordingly while collaborating sufficiently.
   2. In an effort to ensure the appropriateness and efficiency of Group-wide operations, the presidents of each Group company attend Group Management Strategy Meetings, which are generally held every month, and report and examine matters such as the progress of the management budgets and management policies of the companies.
   3. The Company's Internal Audit Office conducts audits of each company in the Group.
7. Rules and other systems for managing the risk of loss
8. 1. The Company will establish Group Crisis Management Rules to respond appropriately to unexpected circumstances that could arise in the process of conducting business activities in an effort to create a system for maintaining the stability of the Group's organizational operations and limiting expected
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losses to the extent possible.

1. 1. The Company will analyze and consider countermeasures for the risks associated with the execution of business in each division and department of the Company and in each Group company.
      For industrial safety and health risks, the Company will establish Group Risk Assessment Guidelines and conduct integrated, effective risk assessments within the Group to prevent industrial accidents. Additionally, for legal risks, the Company has decided to establish Group Legal Risk Management Rules and have the Legal Affairs & Compliance Division manage the Group's legal risks.
   2. Decisions about new business ventures, major investment projects, and the like are reached through deliberation by the Company's Proposal Screening Board, at Group Management Strategy Meetings, and by the Board of Directors.
2. Employees requested by Audit & Supervisory Board Members for helping with their duties, and the employees' independence from Directors
3. 1. When the Audit & Supervisory Board requests Audit & Supervisory Board Member selection assistants for helping with their duties, the Company will assign employees accordingly. The Company will discuss selections with Directors before finalizing them.
   2. Audit & Supervisory Board Member selection assistants will have no concurrent duties pertaining to the execution of business, and the assistants will prioritize any commands from the Audit & Supervisory Board over commands from Directors.
   3. The Board of Directors will determine personnel changes, performance evaluations, and disciplinary action for Audit & Supervisory Board Member selection assistants only after receiving approval from the Audit & Supervisory Board.
4. System for reporting to Audit & Supervisory Board Members and system for ensuring the effective implementation of audits by Audit & Supervisory Board Members
5. 1. When Group Directors and employees discover circumstances that substantially impact the Company, they will report to Audit & Supervisory Board Members.
   2. Audit & Supervisory Board Members may request reports pertaining to the execution of duties from Directors or employees at any time.
   3. Audit & Supervisory Board Members will regularly hold separate meetings with the Representative Director and Accounting Auditor to exchange opinions.
   4. Audit & Supervisory Board Members will work in close coordination with the Internal Audit Office and request reports on plans, results, and other aspects of internal audits.
   5. When an Audit & Supervisory Board Member requests the prepayment of expenses for their execution of duties based on Article 388 of the Companies Act, the Company will discuss the matter with the relevant departments and then promptly process the expenses or obligations, except when it is deemed that the expenses or obligations were unnecessary for the Audit & Supervisory Board Member's execution of the duties.
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The operation status of the system for ensuring the appropriateness of operations is as described below.

Initiatives for compliance

The Company established the Group Compliance Charter for the purpose of enabling the Group to carry out corporate activities fairly and with integrity. In the current fiscal year, the Compliance Committee met two times, monitored the status of compliance in Group companies, and deployed measures for promoting compliance throughout the Group. Additionally, the Legal Affairs & Compliance Division took the lead in conducting compliance training for Group companies in an effort to enable them to carry out business activities fairly and with integrity. The Group also established and spread the word about an internal reporting system under which inquiries go directly to outside attorneys.

Under the Company's internal control system, the Internal Audit Office, which reports to the President and Representative Director, takes the lead in auditing the operation status of the internal control system for the entire Group.

Initiatives for ensuring the appropriateness and efficiency of the execution of business

The Board of Directors held a total of 22 ordinary meetings of the Board of Directors and extraordinary meetings of the Board of Directors (including five written resolutions) at which they engaged in a lively exchange of opinions on proposals brought for discussion. Additionally, the Company held one Budget Meeting for reporting on the progress of the management budgets and management policies of each Group company, 15 Group Management Strategy Meetings attended by Directors and Audit & Supervisory Board Members (including Outside Officers) as well as the representative directors of consolidated subsidiary companies, and 12 Management Meetings attended by the Company's Directors and Executive Officers at which the performance and other matters pertaining to Group companies were reported and examined.

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