Daishi Hokuetsu Financial : NOTICE OF CONVOCATION OF THE 5TH ANNUAL GENERAL MEETING OF SHAREHOLDERS

This document has been translated from the Japanese-language original for reference purposes only. While this English translation is believed to be generally accurate, it is subject to, and qualified by, in its entirety, the Japanese-language original. Such Japanese-language original shall be the controlling document for all purposes.

[Translation]

(Stock Exchange Code 7327) May 31, 2023 (Date of commencement of electronic provision measures: May 17, 2023)

To Shareholders with Voting Rights:

Michiro Ueguri

President and Representative Director

Daishi Hokuetsu Financial Group, Inc.

1071-1Higashiborimae-dori7-bancho,Chuo-ku,

Niigata, Niigata, Japan

NOTICE OF CONVOCATION OF

THE 5TH ANNUAL GENERAL MEETING OF SHAREHOLDERS

Dear Shareholders:

We would like to express our appreciation for your continued support and patronage.

You are hereby notified that the 5th Annual General Meeting of Shareholders of Daishi Hokuetsu Financial Group, Inc. (the "Company") will be held for the purposes described below.

When convening this general meeting of shareholders, the Company has taken measures for electronically providing information and has posted the matters subject to the electronic provision measures on the websites of the Company and the Tokyo Stock Exchange on the Internet. You are kindly requested to access the following websites to view the information.

[The Company website]

[The Tokyo Stock Exchange website] (Listed Company Search)

https://www.dhfg.co.jp/english/

Please access the website above, and then click on "Shareholders' Meeting" to find the information.

https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show

Please access the website above, and then enter the Company's name or stock exchange code (7327), and click on "Search," "Basic information," and "Documents for public inspection/PR information" in this order to find the information.

If you are unable to attend the meeting, you can exercise your voting rights in advance via the Internet, etc. or in writing. Please review the attached Reference Documents for the General Meeting of Shareholders and exercise your voting rights by 5:20 p.m. on Monday, June 26, 2023, Japan time.

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Proposal 1: Proposal 2:

1. Date and Time:
2. Place:

Tuesday, June 27, 2023, at 10 a.m. Japan time (The reception begins at 9 a.m.)

Daishi Hokuetsu Hall on the second floor of Daishi Hokuetsu Bank, Ltd.'s head office located at 1071-1,Higashiborimae-dori,7-bancho,Chuo-ku, Niigata, Japan (Please refer to the "Location of General Meeting of Shareholders" attached at the end of this document (Japanese version only).)

3. Agenda:

Matters to be reported:

Proposals to be resolved:

The Business Report, and the Consolidated Financial Statements and Non- consolidated Financial Statements for the Company's 5th Fiscal Year (April 1, 2022-March 31, 2023) and results of audits by the Accounting Auditor and the Audit & Supervisory Committee of the Consolidated Financial Statements

Election of Eight (8) Directors Not Serving as Audit & Supervisory Committee Members

Election of Two (2) Directors Serving as Audit & Supervisory Committee Members

4. Instructions for the Exercise of Voting Rights

1. Methods for the exercise of voting rights

You can exercise your voting rights by three methods: attending the meeting in person, using the Internet, etc., and mailing the Voting Rights Exercise Form.

(2) Handling of duplicate votes

If you have exercised your voting rights both by the Voting Rights Exercise Form and via the Internet, etc., the vote exercised via the Internet shall be deemed effective.

If you have exercised your voting rights more than once via the Internet, etc., only the last vote shall be deemed effective.

(3) Handling of diverse exercise

If you wish to make a diverse exercise of your voting rights, please notify the Company of your intention of making a diverse exercise of your voting rights and the reasons thereof by three (3) days prior to the General Meeting of Shareholders.

(4) Exercise of voting rights by proxy

If you are unable to attend the meeting, you may exercise your voting rights by proxy. Such proxy must be a shareholder of the Company who holds voting rights and will be required to submit a document certifying the authority as proxy.

End

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[Note on the Delivery of Paper-based Materials for the General Meeting of Shareholders]

In response to the system for providing materials for the general meeting of shareholders in electronic format that came into effect in September 2022 as a result of the amendment to the Companies Act, the Company has announced that starting from this General Meeting of Shareholders, materials for the General Meeting of Shareholders will be posted on the Company website and a "simple convocation notice" will be sent to shareholders who have not made a request for delivery of documents ("request for delivery for documents").

However, in consideration of the fact that there have been some "requests for delivery of documents" after the "deadline for requests for delivery of documents (March 31, 2023)" for this General Meeting of Shareholders and this is the first year of the commencement of the electronic provision system, for this General Meeting of Shareholders, we have sent all the shareholders the documents to be delivered to shareholders who have made a "request for delivery of documents."

For the next Annual General Meeting of Shareholders and beyond, the Company will make a decision on the content of materials for the General Meeting of Shareholders to be delivered, while comprehensively taking into consideration the reduction of global environmental burden by saving paper resources, and other factors.

• Among the matters subject to the electronic provision measures, the following matters will not be provided in the paper copy to shareholders who made a request for delivery of documents in accordance with the provisions of laws and regulations and Article 15 of the Articles of Incorporation of the Company. Accordingly, the paper copy to be delivered to shareholders who made a request for delivery of documents constitutes only part of the documents audited by the Audit & Supervisory Committee and the Accounting Auditor in preparation of audit reports.
• 1. "Matters concerning Share Acquisition Rights, etc.," "Corporate Structure to Ensure Appropriate Business Operations," "Matters concerning Specified Wholly-Owned Subsidiaries," and "Matters concerning Dealings with Parent Company, etc." in the Business Report
  2. Consolidated Statement of Shareholders' Equity and Notes to the Consolidated Financial Statements
  3. Non-consolidatedStatement of Shareholders' Equity and Notes to the Non-consolidated Financial Statements
• Should any amendments be made to the matters subject to the electronic provision measures, the Company will post the notice to that effect with matters before and after the amendment on the Company website (https://www.dhfg.co.jp/english/) and the Tokyo Stock Exchange website (Listed Company Search; https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show).

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Reference Documents for the General Meeting of Shareholders

Proposals and Reference Documents

Proposal 1: Election of Eight (8) Directors Not Serving as Audit & Supervisory Committee Members

The term of office of all of the eight (8) current Directors (excluding Directors serving as Audit & Supervisory Committee Members; hereinafter the same applies within this proposal) will expire at the conclusion of this Annual General Meeting of Shareholders. Accordingly, the Company proposes to elect eight (8) Directors.

The Company has established the Nomination and Remuneration Committee to ensure the opportunity to receive appropriate involvement and advice from Outside Directors on important matters such as the election and dismissal of Directors, and thereby reinforce fairness, transparency, and objectivity (the Committee is an advisory body to the Board of Directors composed of eight (8) members: five (5) Outside Directors and three

1. Representative Directors). The appointment of the candidates for Director was decided based on the deliberations and findings of this Committee.
   This proposal was discussed by the Audit & Supervisory Committee, and there were no special matters to note.
   The candidates for Director are as follows:

				Attendance at Meetings
No.	Name	Current position in the	of the Board of
Company	Directors
				(5th term)
1	Fujio Namiki	Renomination	Chairman and Representative	11/12 (91%)
Director
2	Michiro Ueguri	Renomination	President and Representative	12/12 (100%)
Director
3	Makoto Takahashi	Renomination	Director	12/12 (100%)
4	Ken Shibata	Renomination	Director	12/12 (100%)
5	Takayoshi Tanaka	Renomination	Director	12/12 (100%)
6	Toshiyuki Maki	Renomination	Director	12/12 (100%)
7	Takashi Ishizaka	New nomination	Deputy General Manager,	-
Regional Revitalization
			Headquarters
8	Tadanori Miyakoshi	New nomination	-	-

Note： The newly nominated candidates No. 7 to 8 are both Executive Officers of Daishi Hokuetsu Bank, Ltd.

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No.

1

Name			Number of
Past experience, positions and responsibilities	shares of the
(Date of birth)
		Company held
	April 1975	Joined The Daishi Bank, Ltd.
	August 1998	General Manager, Kashiwazaki Minami Office
	February 2000	General Manager, Business Development Division
	February 2002	General Manager, Tsubame Office
	June 2004	General Manager, Sanjo Office and General Manager,
		Sanjo Minami Office
	June 2005	Director, General Manager, Sanjo Office
	June 2006	Director stationed in Joestsu/General Manager, Takada
		Office
	April 2007	Director and Executive Officer stationed in
		Joetsu/General Manager, Takada Office
	April 2008	Managing Director, General Manager in charge of
		Business Promotion Division/Retail Business
		Division/Financial Service Division/Customer
		Consulting Office
	June 2009	Managing Director in charge of Business Promotion
		Division/Retail Business Division/Financial Service
		Division/Customer Consulting Office
Fujio Namiki	July 2009	Managing Director in charge of Business Promotion
	Division/Retail Business Division/Financial Service
(June 20, 1951)		Division
(Age: 72*)	June 2010	Managing Director in charge of Credit Supervision	9,200
Renomination		Division/Loan Examination Division/Loan
	Administration Division
	June 2011	Senior Managing Director in charge of Planning
		Coordination Division/Credit Supervision
		Division/Loan Examination Division/Loan
		Administration Division/Tokyo Representative Office
	June 2012	President, Chairman of Board of Directors in charge of
		Supervision/Secretariat
	October 2018	President and Representative Director, Chairman of
		Board of Directors, Supervision, the Company
	February 2019	President, Chairman of Board of Directors in charge of
		Supervision/Secretariat/Audit and Inspection Division,
		The Daishi Bank, Ltd.
	January 2021	President, Chairman of Board of Directors in charge of
		Supervision/Secretariat/Audit and Inspection Division,
		Daishi Hokuetsu Bank, Ltd.
	April 2021	Chairman and Representative Director in charge of
		Supervision/Audit and Inspection Division, the

Company (current position)

Director in charge of Supervision/Audit and Inspection Division, Daishi Hokuetsu Bank, Ltd.

Years in service as Director: 4 years and 9 months* [Reason for nomination as Director]

Since he assumed the office of Director of The Daishi Bank, Ltd. (currently Daishi Hokuetsu Bank, Ltd.) in June 2005, Mr. Fujio Namiki has supervised the divisions of business promotion, credit/loans, and management planning, thereby accumulating considerable experience and broad knowledge. Having assumed the office of the bank's Representative Director in June 2011, President in June 2012, the Company's President and Representative Director since its establishment in October 2018, and the Company's Chairman and Representative Director since April 2021, he has adequately fulfilled his duties and responsibilities. He has therefore been nominated as Director in the judgment that he will continue to be able to contribute to the management of our Group.

[Significant concurrent position]

Outside Director, Broadcasting System of Niigata Inc.

*Effective on June 22, 2023, Mr. Fujio Namiki plans to retire from the office of Outside Director of Broadcasting System of Niigata Inc. (to be renamed to BSN Media Holdings, Inc. effective on June 1, 2023).

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