| To all the members |
| Name of the Company |
Daiwabo Information System Co.,
Ltd. |
| Representative |
Hirokazu Matsumoto, President
and CEO |
| (Code No. 9912, First Section of
Tokyo Stock Exchange/Osaka Securities Exchange) |
| Head Office |
3-2-5, Hommachi, Chuo-ku, Osaka |
| Contact person |
Koyama (Yoshio),
General Affairs Sect.(Public Relations) |
| PHONE |
+81-6-6281-9100 |
|
| Notice of Partial Amendment of the Articles of Incorporation |
| We agreed in the board meeting held on May 11, 2006 to submit the following resolution for partial amendment to our articles of incorporation to the 24th annual general meeting of stockholders scheduled for June 29, 2006. |
| 1. |
Reasons for the amendment |
| |
| (1) |
Along with the "Law on partial amendment to the Commercial Law to introduce the electronic publication system" (Law No. 87 of 2004), enacted on February 1, 2005, we will change the means of public notice from placing an announcement in Nihon Keizai Shinbun to an electronic notification. |
| (2) |
With the "Corporate Law" (Law No. 86 of 2005), put into effect on May 1, 2006, we will make the following amendments to the articles of incorporation. |
| |
| 1) |
The holders of odd stock should be given equivalent limitations to their rights equivalently compared to the holders of unit stock. Therefore, we will add the Article 10 as a proposed change, on "Restriction on the rights of holders of odd stock." |
| 2) |
We will add the Article 17, as a proposed change, on "Disclosure on the Internet and deemed provision of reference materials for a general stockholders' meeting to enhance the disclosure of information." |
| 3) |
We will set up proposed Article 24 for amendment on "Skipping resolution by the board of directors" to make it possible to approve a resolution of the board of directors in writing or by electromagnetic recording for more flexible operation of the board of directors. |
| 4) |
We will replace the articles we quote in the articles of incorporation with the corresponding articles in the Corporate Law. |
| 5) |
We will replace the terms in the old Commercial Law by the terms in the Corporate Law, and partially make amendments to expressions and changes in the wording. |
| 6) |
We will also add articles, make amendments to articles, and improve expressions of articles on the items deemed to have been specified based on the implementation of the Corporate Law under the "Law on organization of the related laws in association with the implementation of the Corporate Law" (Law No. 87 of 2005). |
| 7) |
In consequence of the above amendments, numbers of the articles will be revised downward accordingly. |
|
|
| 2. |
Contents of the amendments to the article of incorporation |
| |
| The contents of the amendments are as you will see in the attached sheet. |
| (This website is written in Japanese.) |
|
| 3. |
Schedule |
| |
| Date of general meeting of stockholders for amendment to the articles of incorporation: |
| June 29, 2006, Thursday |
| Effective data of the amendment to the articles of incorporation: |
| June 29, 2006, Thursday |
|
Reference
Koyama (Yoshio),
General Affairs Sect.
PHONE: +81-6-6281-9100
FAX: +81-6-6258-9351
|
| 
