I mobile : Notice of the 14th Annual General Meeting of Shareholders

Securities Code 6535

October 5, 2021

Tetsuya Noguchi

Representative Director, CEO

i-mobile Co., Ltd.

22-14 Sakuragaokacho, Shibuya-ku, Tokyo

Notice of the 14th Annual General Meeting of Shareholders

Dear Shareholders:

We would like to inform you that the 14th Annual General Meeting of Shareholders of i-mobile Co., Ltd. (the "Company") will be held as described below.

In order to prevent the spread of the new coronavirus infections, we kindly request you to refrain from attending the meeting as much as possible and exercise your voting rights in writing instead. Please consider the attached Reference Documents for the General Meeting of Shareholders, indicate your vote for or against the proposal in the enclosed Voting Rights Exercise Form, and mail it so that it is delivered by 5 p.m. on Thursday, October 21, 2021 (JST).

1.	Date and Time:	10 a.m. on Friday, October 22, 2021 (JST)
		(Reception starts at 9:30 a.m.)
2.	Place:	Hall A, TKP Garden City Shibuya
		Shibuya Higashiguchi Building 1F
		2-22-3 Shibuya, Shibuya-ku, Tokyo, Japan
3.	Meeting Agenda:
	Matters to be reported:	1. Business Report, Consolidated Financial Statements, and
		results of audits of the Consolidated Financial Statements by
		Accounting Auditor and Audit & Supervisory Board for the
		14th Fiscal Year (August 1, 2020 to July 31, 2021)
		2. Non-Consolidated Financial Statements for the 14th Fiscal
		Year (August 1, 2020 to July 31, 2021)
	Proposals to be resolved:
	Proposal 1	Partial Revision to the Articles of Incorporation
	Proposal 2	Election of Six Directors (Excluding Audit & Supervisory
		Committee Members)
	Proposal 3	Election of Three Directors Serving as Audit & Supervisory
		Committee Members
	Proposal 4	Election of One Director Serving as a Substitute Audit &
		Supervisory Committee Member
	Proposal 5	Maximum Amount of Remuneration for Directors (Excluding
		Audit & Supervisory Committee Members)
	Proposal 6	Amount of Remuneration for Directors Serving as Audit &
		Supervisory Committee Members
	Proposal 7	Remuneration Associated with the Restricted Stock Provided to
		Directors (Excluding Directors and Outside Directors Serving
		as Audit & Advisory Committee Members)

Please confirm the next page concerning our request and measures against the new coronavirus.

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• When attending the meeting, please submit the enclosed Voting Rights Exercise Form at the reception.
• Of the documents to be provided in this convocation notice, the "Notes to Consolidated Financial Statements" and "Notes to Non- Consolidated Financial Statements" are posted on the Company's website (https://www.i-mobile.co.jp/)in accordance with laws and regulations and Article 14 of the Company's Articles of Incorporation. Therefore, they are not included in this convocation notice. The Consolidated Financial Statements and Non-Consolidated Financial Statements audited by the Accounting Auditor and Audit & Supervisory Board Members consist of the documents in this convocation notice and the "Notes to Consolidated Financial Statements" and the "Notes to Non-Consolidated Financial Statements" posted on the Company's website above.
• If any amendments are made to the Reference Documents for the General Meeting of Shareholders, Business Report, Non- Consolidated Financial Statements, and Consolidated Financial Statements, they will be posted on the Company's website (https://www.i-mobile.co.jp/).
• Instead of sending out the notice of resolutions of the General Meeting of Shareholders, the results of the General Meeting of Shareholders will be posted on the Company's website above.

To Prevent the Spread of New Coronavirus Infections

Request to shareholders

• In order to prevent the spread of the new coronavirus (COVID-19) infections, shareholders are kindly requested to exercise their voting rights in writing in advance as much as possible.
• Shareholders attending the meeting are asked to wear masks. Shareholders without masks may be refused entry and asked to leave.
• Shareholders will have their temperature checked at the reception. Shareholders who feel unwell may be refused entry.
• The number of seats available will decrease from previous years to maintain space between seats. If all the seats are occupied, entry may not be possible. We appreciate your understanding in advance.

The Company's measures

• The General Meeting of Shareholders will be held with appropriate measures to prevent the spread of the COVID-19, such as wearing of masks by administrative staff.
• Alcohol disinfectants will be in place at around the entrance and other various places of the venue.
• In order to shorten the meeting time, we plan to omit detailed explanation of the business report and expedite the proceedings this year. Shareholders are kindly requested to read through this convocation notice in advance.
• The business briefing that was usually held after the General Meeting of Shareholders will not take place this year.
• Shareholders who are planning to attend the General Meeting of Shareholders are requested to take care of their health until the meeting and not to force themselves to attend the meeting if feeling unwell.

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Guide to the Exercise of Voting Rights

The right of voting at the General Meeting of Shareholders is an important right that enables our shareholders to participate in the management of the Company.

We ask you to refer to the attached Reference Documents for the General Meeting of Shareholders and exercise your voting rights. There are two ways to exercise your voting rights as follows.

Exercise of voting rights

by attending the General Meeting of

Shareholders

Date and Time

10 a.m. on Friday, October 22, 2021 (JST) (Reception starts at 9:30 a.m.)

Please submit the enclosed Voting Rights Exercise Form at the reception.

Exercise of voting rights by mail

Exercise Deadline

Mail delivered by 5 p.m. on Thursday, October 21, 2021 (JST)

Please indicate your vote for or against the proposal in the enclosed Voting Rights Exercise Form and return it by mail.

• In order to prevent the spread of the COVID-19 infections, shareholders are kindly requested to exercise their voting rights in writing in advance as much as possible.

Guide on How to Complete the Voting Rights Exercise Form

Please fill in this form to approve or disapprove each of the proposals.

Proposal 1, Proposal 4 through Proposal 7

If you approve the proposal, circle APPROVE.

If you disapprove the proposal, circle DISAPPROVE.

Proposal 2 and Proposal 3

If you approve all the nominees, circle APPROVE.

If you disapprove all the nominees, circle DISAPPROVE.

If you disapprove one or some of the nominees, circle APPROVE and

indicate the number of the nominee(s) you will disapprove.

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(Attachment)

Business Report

From August 1, 2020 to July 31, 2021

1. Overview of the Group

1. Business Progress and Results

During the fiscal year ended July 31, 2021 (August 1, 2020 to July 31, 2021), the Japanese economy showed signs of recovery in personal consumption and corporate earnings despite the prolonged impact of COVID-19, due to the gradual resumption of economic activities and the effect of implementation of various measures by the government, as well as the start of vaccinations. However, the economic outlook remained uncertain due to pre-emergency measures and repeated declarations of a state of emergency with the renewed spread of infections.

Amid this social environment, there was no major impact on the consolidated business performance of the i-mobile Group (the "Group") due to COVID-19 during the fiscal year ended July 31, 2021. However, if the economic impact becomes more prolonged and serious in the future, the Group's business performance could be adversely affected by such factors as a contraction in the Japanese advertising market due to a decrease in the number of advertisers, a shrinkage in the hometown tax donation market because of a decline in individual residence and income tax, and further restrictions on business activities.

The Group is composed of two business segments - Consumer Service and Online Advertising

• operating under the corporate vision "Creating a Business for the Future." In the market for the Hometown Tax Donation business, which is the mainstay of the Consumer Service segment, the hometown tax donation amount in fiscal 2020 increased by approximately 1.4 times year on year to 672.5 billion yen while the number of hometown tax donations also increased by approximately 1.5 times to 34.89 million*1.
  In addition, the number of people eligible for the hometown tax donation credit (the number of people who actually made a hometown tax donation and were eligible for a residence tax credit) also increased year on year by approximately 1.3 times*1 to 5.524 million people, as it becomes more widely accepted as a stable system in line with its initial purpose of realizing regional revitalization*2.
  Moreover, in the domestic online advertising market, which is a core business domain in the Online Advertising segment, online advertising expenditure in 2020 increased by 5.9% year on year to 2,229.0 billion yen, and despite being impacted by COVID-19, growth remained steady with the acceleration in the digitization of society serving as a tailwind. In particular, in the area of online advertising media expenditures, programmatic advertising expenditures amounted to 1,455.8 billion yen, up 9.7% year on year, and demand for programmatic advertising increased, mainly from major platformers, with increased opportunities for exposure to social media, e-commerce, and video streaming services due to lifestyle behavioral changes resulting from voluntary restraint on leaving home*3. Further, overall online advertising media expenditure in 2021 is forecast to increase by 7.7% year on year to 1,891.2 billion yen*4.
  In this business climate, the Group has worked to further enhance corporate value, leveraging the technology and marketing expertise cultivated in the core Online Advertising (Ad Network) business to transform its business portfolio into one that is highly profitable by developing new markets, and investing in growth business sectors. With Furunavi, the Hometown Tax Donation business which has

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functions for solving social issues, such as the revitalization of local communities, we identified the growth phase of the market to increase the number of local governments we do business with, as well as working with local governments to plan experience-based gifts in return such as dining and lodging gift certificates, and to promote peripheral businesses. We have also worked for the penetration of the hometown tax donation system and to increase our customer base by building recognition of the Furunavi brand through ongoing television commercials and running aggressive promotional campaigns. In the Online Advertising segment, we worked to increase media-related business for the Media Solution business and the App Operation business, which are both focus areas. Moreover, in the Ad Network business, which is facing a challenging market environment due to the growing market dominance of large-scale platformers and intensifying competition, we also focused on gaining new customers and overseas customers as well as striving to improve the earnings structure and ensure stable profits. In addition, the government has also been stepping up efforts to ensure the soundness of the digital advertising market, and the Group has been working to strengthen its ability to offer more effective and appropriate advertising operations in response to changes in the market.

As a result of these efforts, for the fiscal year ended July 31, 2021, the Group recorded net sales of 17,833,542 thousand yen, up 19.7% year on year, operating profit of 3,382,383 thousand yen, up 50.6% year on year, ordinary profit of 3,366,686 thousand yen, up 49.8% year on year, and profit attributable to owners of parent of 2,299,961 thousand yen, up 33.1% year on year.

*1 Source: Results of Survey on Current Status of Hometown Tax Donations, Municipal Tax Planning Division, Local Tax Bureau, Ministry of Internal Affairs and Communications, July 30, 2021

*2 The results including the hometown tax donation amount were calculated based on the municipal fiscal year (from April 1 to March 31 of the following year), which differs from the calculation of residence tax. We believe that a decline in the actual figures from FY2018 to FY2019 does not indicate a contraction of the market itself, as it is reasonable to consider that the market was impacted by a rush demand of hometown tax donations from the end of 2018 up until March 2019, before revisions to the hometown tax donation system went into effect on June 1, 2019.

*3 Source: 2020 Advertising Expenditures in Japan, Dentsu Inc., February 25, 2021

*4 Source: 2020 Advertising Expenditures in Japan: Detailed Analysis of Expenditures on Internet Advertising Media, Cyber Communications Inc., D2C Inc., Dentsu Inc., Dentsu Digital Inc., March 10, 2021

Business performance by segment was as follows.

Net sales for each segment include inter-segment sales and transfers.

Consumer Service segment

In the Consumer Service segment, the Company operates the Hometown Tax Donation business "Furunavi," as well as the Furunavi Travel business, Restaurant PR business, and Loyalty Points Service business as peripheral businesses. The core Hometown Tax Donation business "Furunavi" was driven by an increase in time spent online, at-home consumption, and frugality owing to the impact of COVID-19, in addition to market growth due to greater awareness of the hometown tax donation system. In the mainstay Furunavi Hometown Tax Donation business, the number of members and the number of donations both increased and the amount of donations exceeded the previous fiscal year thanks to increases in the number of agreements with municipalities and gifts in return, and the success of measures to attract new members such as television commercials, reminders for repeat users, and promotions in collaboration with Yahoo! Japan. Moreover, in the Furunavi Travel business and the Restaurant PR business, the Company also steadily increased the number of agreements with

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