Strategic Capital Announces Shareholder Proposal to Goldcrest Co., Ltd.

Our company has entered into an investment advisory agreement with INTERTRUST TRUSTEES (CAYMAN) LIMITED SOLELY IN ITS CAPACITY AS TRUSTEE OF JAPAN-UP (hereinafter referred to as "the Fund"). The Fund and our company (hereinafter collectively referred to as "the Proposing Shareholders") hold approximately 15% of the shares of Goldcrest Co., Ltd. (hereinafter referred to as "the Company").

The Proposing Shareholders have now sent a document to the Company exercising their shareholder proposal rights for the Company's ordinary general meeting of shareholders scheduled to be held in June, and we are hereby making this matter public.

**Agenda Item 1: Partial Amendment to the Articles of Incorporation (Decision-making Body for Dividend Distribution, etc.)** (Overview) To rectify the current situation where year-end dividend decisions are made by the Board of Directors, depriving shareholders of the opportunity to express their will, we propose that year-end dividend decisions be made, in principle, by the General Meeting of Shareholders.

**Agenda Item 2: Disposition of Surplus Funds** (Overview) To rectify the situation where capital is excessively accumulated, we propose distributing dividends at the higher of DOE 8% or a 100% payout ratio.

**Agenda Item 3: Acquisition of Own Shares from Specific Shareholders** (Overview) To rectify the situation where Mr. Hidetoshi Yasukawa, the Representative Director and President of the Company, is using his position as a controlling shareholder to disregard the intentions of minority shareholders and continuously impair the Company's shareholder value, we propose that the Company acquire its shares directly or indirectly held by Mr. Hidetoshi Yasukawa as treasury stock.

*This agenda item will not be put to a vote if Agenda Item 2 is approved.*

(Attached Material) Full content and reasons for the proposals made by the Proposing Shareholders to the Company.

Strategic Capital Co., Ltd. Aims to enhance corporate and shareholder value through dialogue with company management and the exercise of shareholder rights. Keywords: