Announcement on setting of the record date to convene an Extraordinary Meeting of Shareholders and reduction of capital and disposition of surplus

At CYBERDYNE Inc. [Tsukuba, Ibaraki, CEO: Yoshiyuki Sankai (the “Company”)] meeting of the Board of Directors that was held today, the setting of the record date to convene an Extraordinary Meeting of Shareholders and its meeting agenda was resolved. Details related to this matter is stated below.

1 Setting of the record date to convene an Extraordinary Meeting of Shareholders
In order to determine the shareholders eligible to execute his/her voting rights at the relevant Extraordinary Meeting of Shareholders, the Company sets the record date on January 8 (Fri), 2021. The shareholders who are registered in the shareholders’ registry as of the aforementioned date will be the shareholders eligible to execute their voting rights.
(1) Record date: January 8 (Fri), 2021.
(2) Date of public notice: December 18 (Fri) 2020
(3) Method of public notice: Electronic notice posting on the Company website
https://www.cyberdyne.jp/english/company/IR.html

2 Date of Extraordinary Meeting of Shareholders and agenda
(1) Date of Extraordinary Meeting of Shareholders: 11 AM, March 4 (Thu) 2021
(2) Venue: Large Hall, NOVA HALL, 1-10-1 Azuma, Tsukuba, Ibaraki
(3) Meeting agenda: With regards to reduction of capital and disposition of surplus

3 With regards to reduction of capital and disposition of surplus
(1) The reason for the reduction of capital and disposition of surplus
The Company proposes to reduce the capital and to dispose of surplus in the hope to ensure flexibility and mobility in future capital policies and to reduce the tax burden. To be more precise, the Company intends to reduce the amount of capital and to transfer it to other capital surpluses in accordance with the Companies Act Article 447-1. Furthermore, if the reduction of the capital comes into effect, the Company intends to transfer part of increased other capital surplus to retained earnings brought forward in accordance to the Companies Act Article 452 to supply its deficiency. These transactions are accounting transfers within the net assets section, and consequently, the Company’s net assets will remain unchanged. Furthermore, there will be no changes in the total number of issued shares, and it will not affect the shareholders’ shares held or net asset per share.
(2) Outline of the reduction of the capital
① Amount of capital reduced
From the current capital of ¥26,778,447,600 Yen, ¥26,768,447,600 Yen will be reduced, bringing the capital to ¥10,000,000 Yen.
② Method of reduction of capital
There will be no changes in the total number of shares issued. The entire capital reduced will be transferred to other capital surpluses
(3) Outline of termination of surplus
① Decreasing surplus item and their amount
Other capital surpluses ¥10,355,087,255 Yen
② Increasing surplus item and their amount
Retained earnings brought forward ¥10,355,087,255 Yen
(4) Schedule of reducing capital and termination of surplus
① Resolution at the Board of Directors December 14 (Mon), 2020
② Date of public notice of creditor’s objection January 26 (Tue), 2021
③ Final date for creditor’s objection February 26 (Fri), 2021
④ Resolution at the Extraordinary Meeting of Shareholders March 4 (Thu) 2021
⑤ Effective date March 4 (Thu) 2021
(5) Prospects
The transactions are accounting transfers within the net assets section, and consequently, the Company’s net assets will remain unchanged. Furthermore, there will be no changes in the total number of issued shares, and it will not affect the shareholders’ shares held or net asset per share. The detail stated will not come into effect, if the proposal is not approved at the relevant Extraordinary Meeting of Shareholders.

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