Notice of Convocation of the 147th Ordinary General Meeting of Shareholders

Notice of Convocation of the 147th Ordinary General Meeting of Shareholders

Date: June 28, 2023 (Wednesday), 10:00 a.m.

Venue: Imperial Hotel, Osaka 3rd Floor

Contents

Notice of Convocation of the 147th Ordinary General Meeting of Shareholders ·····1 Guidance Notes on the Exercise of Voting Rights via Electronic

Means (e.g., the Internet, etc.)·····································································4 Internet live stream and the advance questions···············································5 Reference Document for the General Meeting of Shareholders ··························6 Business Report ·······················································································22 Consolidated Financial Statements·······························································73 Unconsolidated Financial Statements ···························································78 Audit Reports ···························································································82

Internet live stream will be delivered. Please refer to page 5.

Takeda Pharmaceutical Company Limited

TSE Code: 4502

Please note that the following is an English translation of the original Japanese version, prepared only for the convenience of shareholders residing outside Japan. In case of any discrepancy between the translation and the Japanese original, the latter shall prevail.

TAKEDA PHARMACEUTICAL COMPANY LIMITED ("TAKEDA") HEREBY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THIS TRANSLATION, WHETHER EXPRESS OR IMPLIED INCLUDING, BUT WITHOUT LIMITATION TO, ANY REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ACCURACY, RELIABILITY OR COMPLETENESS OF THIS TRANSLATION. IN NO EVENT SHALL TAKEDA BE LIABLE FOR ANY DAMAGES OF ANY KIND OR NATURE INCLUDING, BUT WITHOUT LIMITATION TO, DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING FROM OR IN CONNECTION WITH THIS TRANSLATION.

This translation includes a translation of the audit report of the financial statements included in the original Japanese version, prepared by KPMG AZSA LLC, TAKEDA's independent auditor. KPMG AZSA LLC has not audited and makes no warranty as to the accuracy or otherwise of the translation of the financial statements or other financial information included in this translation.

TSE Code: 4502

June 6, 2023

Dear Shareholders

Notice of Convocation of the 147th Ordinary General Meeting of Shareholders

This is to inform you that TAKEDA PHARMACEUTICAL COMPANY LIMITED (the "Company" or "TAKEDA") will be holding its 147th Ordinary General Meeting of Shareholders (the "Meeting") as follows.

For convening the Meeting, information contained in the Reference Document for General Meeting of Shareholders, etc. (matters subject to measures for electronic provision ("Electronic Provision Measures Matters")) is provided electronically, and is posted on the Company's website. Please go to the Company's website below and review them.

The Company's website:

https://www.takeda.com/investors/events (QR code is omitted here)

In addition to the above, Electronic Provision Measures Matters are also available on the website of the Tokyo Stock Exchange (TSE). Please go to the TSE's website below (Listed Company Search), enter the issue name (Takeda Pharmaceutical Company) or TSE code (4502), search for it, and select "Basic information" and "Documents for public inspection/PR information" to see them.

The TSE's website (Listed Company Search): https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show (QR code is omitted here)

If you are not attending the Meeting, you may exercise your voting rights via electronic means (e.g. the internet, etc.) or in writing. Please kindly go through the Reference Document for General Meeting of Shareholders described below and exercise your voting rights no later than 5:30 p.m. on June 27, 2023 (Tuesday).

(Please note that we will deliver the Internet live stream so that you can view the Meeting at home or another remote location of your convenience as described in page 5. In case where infection of COVID-19 is continuously concerned, please refrain from coming to the venue of the Meeting and consider exercising voting rights in advance and viewing the internet live stream instead. Please check the situation of infection and your health condition carefully when you come to the venue.)

Exercise of Voting Rights via Electronic Means (e.g.: the Internet, etc.)

Please refer to the "Guidance Notes on the Exercise of Voting Rights via Electronic Means (e.g., the Internet, etc.)" on page 4, and complete the entry of your approval or disapproval of the proposals in accordance with the instructions on the screen on or before the deadline below.

Deadline for Exercise (completion of entry): 5:30 p.m. on June 27, 2023 (Tuesday)

Exercise of Voting Rights in Writing

Please indicate your approval or disapproval of the proposals on the enclosed "Voting Right Exercise Form" and send it back to reach us on or before the deadline below. (The Voting Right Exercise Form is omitted in this translation.)

Deadline for Exercise (arrival): 5:30 p.m. on June 27, 2023 (Tuesday)

Yours faithfully,

Christophe Weber

President and Representative Director

Takeda Pharmaceutical Company Limited

1-1, Doshomachi 4-chome

Chuo-ku, Osaka 540-8645, Japan

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Details

1. Date: June 28, 2023 (Wednesday), 10:00 a.m.
2. Venue: Imperial Hotel, Osaka 3rd Floor

8-50, Temmabashi 1-Chome,Kita-ku, Osaka, Japan

3. Objectives of the Meeting: Matters to be reported:

1. Reports on the Business Report, Consolidated Financial Statements and Unconsolidated Financial Statements for the 146th fiscal year (from April 1, 2022 to March 31, 2023)
2. Reports on the Audit Reports on the Consolidated Financial Statements for the 146th

fiscal year by the Accounting Auditor and Audit and Supervisory Committee

Matters to be resolved:

First Proposal:	Appropriation of Surplus
Second Proposal:	Election of Eleven (11) Directors who are not Audit and Supervisory
	Committee Members
Third Proposal:	Payment of Bonuses to Directors who are not Audit and Supervisory
	Committee Members

• Please be so kind as to submit the enclosed Voting Right Exercise Form to a receptionist at the venue for attendance of the Meeting. (The Voting Right Exercise Form is omitted in this translation.)
• Please also be so kind to cooperate with measures that the Company or the hotel deem necessary for the safety of shareholders as a whole.
• In case where the operation of the Meeting is significantly changed, those changes will be announced on our website (https://www.takeda.com/investors/events).

Guidance Notes on the Treatment of Exercise of Voting Rights

1. If you exercise your voting rights both via electronic means (e.g., the Internet, etc.) and in writing, the Company will regard only the vote cast via electronic means (e.g., the Internet, etc.) as valid, regardless of the time and date the votes are received.
2. If you exercise your voting rights more than once via electronic means (e.g., the Internet, etc.), the Company will regard only your last vote as valid.
3. If you exercise your voting rights by proxy, you may delegate your voting rights to one shareholder who holds voting rights in the Company. However, please note that you are required to submit a document certifying the authority of such proxy.
4. If neither "for" nor "against" is marked on the submitted Voting Right Exercise Form, it will be treated as a consent for the relevant proposal(s).

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Other matters decided for convening the Meeting

1. Among the Electronic Provision Measures Matters, the following items are not included in the hardcopies of documents sent to shareholders who made a request for delivery of documents in accordance with relevant laws and regulations, as well as Article 14 of the Company's Articles of Incorporation, and therefore, the documents sent to shareholders who made such request are part of documents audited by Audit and Supervisory Committee and Accounting Auditor for preparing the Audit Reports.
2. 1. Following items of the Business Report
   2. • Business Overview
      • Business Performance for Fiscal 2022
      • Issues for the Takeda Group to Address
      • Financial Position and Income Summary
      • Main Businesses of the Takeda Group
      • Major Offices of the Company
      • Employees
      • Principal lenders and loan amounts
      • Common Stock of the Company
      • Matters Concerning the Stock Acquisition Rights of the Company
      • Outline of the terms of the liability limitation agreement
      • Outline of the terms of the company indemnification agreement
      • Outlines of the terms of the directors & officers liability insurance
      • External Directors (Major activities during this fiscal year and the summary of the duties which were conducted by the External Directors with regard to the roles which the Company had expected them to fulfill)
      • Accounting Auditor
      • Overview of the Systems that Ensure the Appropriateness of Operations of the Company and the Status of Implementation of such Systems
   3. Consolidated Financial Statements (Consolidated Statement of Profit or Loss, Consolidated Statement of Financial Position, Consolidated Statement of Changes in Equity and Notes to the Consolidated Financial Statements)
   4. Unconsolidated Financial Statements (Unconsolidated Balance Sheet, Unconsolidated Statement of Operations, Unconsolidated Statements of Changes in Net Assets and Notes to the Unconsolidated Financial Statements)
3. Any modification made to the Electronic Provision Measures Matters will be communicated by posting a notification to that effect, and the pre-modified and modified versions of those matters on the Company's website and TSE's website.
4. The resolutions made at the 147th Ordinary General Meeting of Shareholders will be posted on our website after the completion thereof instead of sending the notice of resolutions in writing.

Company's website

https://www.takeda.com/investors/events

END OF DOCUMENT

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Guidance Notes on the Exercising of Voting Rights via Electronic Means (e.g., the Internet, etc.) (Not applicable for holders of American Depositary Shares)

Website for exercising voting rights: https://evote.tr.mufg.jp/

You may exercise your voting rights via the Internet by accessing the website for exercising voting rights using a smartphone or a personal computer. Please exercise your voting rights following the instructions on the screen.

• Please note that you will not be able to access the above URL from 2:00 a.m. to 5:00 a.m. each day.
• Any Internet access fees or communication charges, etc., arising from access to the website for exercising voting rights shall be borne by the user.

Method for Exercising Voting Rights by scanning QR code

Scan "QR Code for Login" provided in the right side of the enclosed "Voting Right Exercise Form"

In exercising your voting rights by using a smartphone, neither "Login ID" nor "Tentative Password" is required.

Method for Exercising Voting Rights by entering "Login ID" and "Tentative Password"

1. Access the website for exercising voting rights above by using a personal computer Click "Next Screen"
2. Enter "Login ID" and "Tentative Password"
   Enter "Login ID" and "Tentative Password" provided in the Voting Right Exercise Form
3. Login
   Click "Login" and enter your approval or disapproval of the proposals following the instructions on the screen.

For inquiries with respect to systems, please contact:

Mitsubishi UFJ Trust and Banking Corporation

Corporate Agency Division (help desk)

Telephone: [phone](toll-free number)

Operating Hours: 9:00 to 21:00

To Institutional Investors:

"Electronic Voting Platform" is available as a method for exercising voting rights.

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