460e8b1b-5fd0-456d-9d65-e8be151f7447.pdf


This share exchangeis made for the securities of a Japanese company. This share exchange is subject to disclosure requirements of Japan that aredifferent from those of the United States. Financial information included in this notice has been prepared in accordance with generally accepted Japanese accounting standards and may not becomparabletothefinancial statements of United Statescompanies.


It may be difficult for you to enforce your rights and any claim you may have arising under the U.S. federal securities laws, since the issuer is located in a foreign country, and someorall of its officers are residents ofa foreign country. You maynot beable tosueaforeign companyor its officers in a foreign court forviolations of the U.S. securities laws. It maybedifficult tocompela foreign companyand its affiliates to subject themselves toa U.S. court's judgment.


You should be aware that the issuer may purchase securities otherwise than pursuant to the share exchangeagreement, such as in open market or privately negotiated purchases.


Thisdocument hasbeen translated fromthe Japanese-language original for referencepurposes only. Whilethis English translation is believed tobegenerallyaccurate, it is subject to, and qualified by, in its entirety, the Japanese-language original. Such Japanese-language original shall bethecontrollingdocument for all purposes.


April 8, 2016


Notice Regarding Management Structures of the New Integrated Company "FamilyMart UNY Holdings Co., Ltd." , New CVS Company "FamilyMart Co., Ltd.", and GMS Business Company "UNY Co., Ltd."


We announce that the respective boards of FamilyMart Co., Ltd. ("FamilyMart") and UNY Group Holdings Co., Ltd. ("UNY Group Holdings") have today approved the directors and corporate auditors of the new integrated company "FamilyMart UNY Holdings Co., Ltd." ("Integrated Company"), which will be established on September 1, 2016, as follows.

These management structures are subject to (a) the consummations of (i) an absorption-type merger whereby FamilyMart is to be the surviving company and UNY Group Holdings is to be the absorbed company ("Absorption-Type Merger") and (ii) an absorption-type demerger whereby FamilyMart post the Absorption-Type Merger (i.e. the Integrated Company) is to be the demerged company and Circle K Sunkus Co., Ltd. ("CKS") is to be the succeeding company ("Absorption-Type Demerger"), and (b) the approvals of the respective director and corporate auditor election proposals of the Integrated Company at the annual general shareholders' meeting of FamilyMart scheduled on May 26, 2016.

Furthermore, we announce the new management structures of the new CVS company "FamilyMart Co., Ltd." and the GMS Business company "UNY Co., Ltd."

The election of the representative director, the elections of the executive directors and officers and the commission of operations to directors will be officially determined respectively at the first board of directors meetings after the consummations of the Absorption-Type Merger and the Absorption-Type Demerger at the Integrated Company and the new CVS Company and at the board of directors meeting of the GMS Business company scheduled on May 17, 2016.


  1. Directors and Corporate Auditors of the Integrated Company "FamilyMart UNY Holdings Co., Ltd." establishment date (September 1, 2016 (Scheduled))

    1. Directors and Corporate Auditors from FamilyMart or ITOCHU Corporation ("ITOCHU"), or designated by FamilyMart

      New Title

      Name

      Current Title


      1

      Representative Director and President


      Junji Ueda

      Representative Director, Chairman and Chief Executive Officer of FamilyMart



      2

      Representative Director and Executive Vice President


      Isamu Nakayama


      Representative Director and President of FamilyMart


      3


      Director


      Toshio Kato

      Director and Senior Managing Executive Officer, General Manager of Store Operation Division, General Manager of Information Systems Division, and Supervisor of Customer Service Office and Franchisee Relations Office of FamilyMart

      4

      Director

      Kunihiro Nakade

      Advisor of ITOCHU

      5

      Director

      Akihiro Watanabe

      Representative Director and CEO of GCA Savvian Corporation


      6


      Corporate Auditor


      Yasuhiro Baba

      General Manager of Risk Management Division and Supervisor for Compliance in Risk Management Division of ITOCHU

      7

      Corporate Auditor

      Mika Takaoka

      Professor of the College of Business, Rikkyo University, Outside Auditor of FamilyMart

      8

      Corporate Auditor

      Shuji Iwamura

      Lawyer, Advisor to NAGASHIMA, OHNO & TSUNEMATSU, Outside Auditor of FamilyMart


    2. Directors and Corporate Auditors from UNY Group Holdings


      New Title

      Name

      Current Title


      1

      Representative Director and Executive Vice President


      Norio Sako

      Representative Director and President of UNY Group Holdings, Representative Director and President of UNY Co., Ltd.


      2


      Director


      Jiro Koshida

      Director, Senior Executive Officer, in charge of Secretary, Public & Investor Relations and Finance

      & Accounting of UNY Group Holdings


      3


      Director


      Jun Takahashi

      Director, Executive Officer, Group Strategic Headquarters Director and Planning & Policy Department Director of UNY Group Holdings


      4


      Director


      Takashi Saeki

      Chairman and Representative Director of TOHO GAS Co., Ltd., External Director of UNY Group Holdings

      5

      Corporate Auditor

      Akira Ito

      Fulltime Corporate Auditor of UNY Group Holdings and Corporate Auditor of UNY Co., Ltd.

      6

      Corporate Auditor

      Naotaka Nanya

      Lawyer, Outside Auditor of UNY Group Holdings and Corporate Auditor of CKS


    3. Directors and Corporate Auditors of the new CVS Company "FamilyMart Co., Ltd." as of establishment date (September 1, 2016 (Scheduled))

      These elections are subject to the consummations of the Absorption-Type Merger and the Absorption-Type Demerger and the approvals of the respective director and corporate auditor election proposals at the annual general shareholders' meeting of CKS (CKS is scheduled to change its company name to FamilyMart Co., Ltd. on September 1, 2016) scheduled on May 24, 2016.

      1. Directors and Corporate Auditor from FamilyMart


        New Title

        Name

        Current Title


        1

        Representative Director and Chairman

        Isamu Nakayama

        Representative Director and President of FamilyMart


        2

        Representative Director and President


        Takashi Sawada

        Representative Director and Chairman of Revamp Corporation

        Advisor of FamilyMart

        3

        Director

        Toshio Kato

        Director and Senior Managing Executive Officer, General Manager of Store Operation Division,


        General Manager of Information Systems Division, and Supervisor of Customer Service Office and Franchisee Relations Office of FamilyMart


        4


        Director


        Toshinori Honda

        Director and Senior Managing Executive Officer, General Manager of Marchandising Division, General Manager of Logistics & Quality Control Division, General Manager of Oversea Area Franchising Marchandising Department, Chairman of Ready-to-eat Products Structural Reform Committee of FamilyMart and Representative Director and President of Clear Water Tsunan Co., Ltd.


        5


        Director


        Masaaki Kosaka

        Director and Managing Executive Officer, General Manager of International Business Division of FamilyMart, and President and Chief Executive Officer of FamilyMart China Holdings Co., Ltd.


        6


        Director


        Akinori Wada

        Director and Managing Executive Officer, General Manager of Store Development Division of FamilyMart


        7


        Director


        Yukihiko Komatsuzaki

        Director and Managing Executive Officer, General Manager of Corporate Planning Division, General Manager of Project Promotion Department and Chairman of Cost Structure Reform Committee of FamilyMart


        8


        Director

        Hiroaki Tamamaki

        Director and Managing Executive Officer, General Manager of New Business Development Division of FamilyMart

        9

        Director

        Kunihiro Nakade

        Advisor of ITOCHU


        10


        Director


        Kazushige Ueno

        Managing Executive Officer and Assistant Manager of Sales Division and Store Development of FamilyMart

        11

        Corporate Auditor

        Shintaro Tateoka

        Standing Corporate Auditor of FamilyMart


      2. Directors and Corporate Auditor from CKS


        New Title

        Name

        Current Title

        1

        Director

        Shuichi Takeuchi

        Representative Director and President of CKS


        2


        Director


        Naoyoshi Tsukamoto

        Executive Director, Integration Promotion Manager, Supervisor of Information Services Division, Supervisor of Advisory Center for Customers and Owners, Supervisor of Public Relations Office of CKS

        3

        Director

        Hiroaki Hayashi

        Director, General Manager of Administration Department of CKS

        4

        Director

        Hironobu Nakao

        Director, General Manager of Development Department of CKS

        5

        Corporate Auditor

        Katsuji Sato

        Corporate Auditor of CKS


      3. Director and Corporate Auditor from ITOCHU


        New Title

        Name

        Current Title

        1

        Director

        Haruo Takagaki

        General Manager of Food Products Marketing & Distribution Division of ITOCHU

        2

        Corporate Auditor

        Yasuhiro Baba

        General Manager of Risk Management Division of ITOCHU

      4. Directors and Corporate Auditors of the GMS Business Company "UNY Co., Ltd." as of September 1, 2016

      5. These elections are subject to the approvals of the respective director and corporate auditor election proposals at the annual general shareholders' meeting of UNY Co., Ltd. ("UNY") scheduled on May 17, 2016.

        1. Directors and Corporate Auditors from UNY Group Holdings and UNY


          New Title

          Name

          Current Title


          1

          Representative Director and President


          Norio Sako

          Representative Director and President of UNY Group Holdings, Representative Director and President of UNY


          2


          Director


          Jiro Koshida

          Director, Senior Executive Officer, in charge of Secretary, Public & Investor Relations and Finance

          & Accounting of UNY Group Holdings


          3


          Director


          Jun Takahashi

          Director, Executive Officer, Group Strategic Headquarters Director and Planning & Policy Department Director of UNY Group Holdings

          4

          Director

          Minoru Umemoto

          Director, Executive Officer, General Manager of APiTA Operation Department of UNY

          5

          Director

          Takeshi Murase

          Director, Executive Officer, General Manager of PIAGO Operation Department of UNY

          6

          Director

          Masahiko Ui

          Director, Executive Officer, General Manager of Product Department of UNY


          7


          Director


          Keita Hikosaka

          Executive Officer, General Manager of Apparel/Daily Goods Department, Head of Apparel Division, Head of APiTA Apparel Division of UNY

          8

          Director

          Tamotsu Kokado

          Advisor of The Bank of Tokyo-Mitsubishi UFJ, Ltd., External Director of UNY Group Holdings

          9

          Corporate Auditor

          Takumi Mizutani

          Fulltime Corporate Auditor of UNY Group Holdings and Corporate Auditor of UNY

          10

          Corporate Auditor

          Akira Ito

          Director, Executive Officer, Group Affairs Headquarters Director of UNY Group Holdings


          11


          Corporate Auditor


          Kazunori Tajima

          Accountant, Tax Accountant,

          External Corporate Auditor of UNY Group Holdings and Outside Auditor of UNY


        2. Director from FamilyMart


          New Title

          Name

          Current Title

          1

          Director

          Katsuo Ito

          Senior Executive Officer and Assistant Manager of Overseas Business Department of FamilyMart


        3. Directors and Corporate Auditor from ITOCHU


        New Title

        Name

        Current Title


        1


        Director


        Koji Takayanagi

        President of Food Company, Represenative Director, Vice President, Executive Officer of ITOCHU

        2

        Director

        Mikio Nishiwaki

        CFO of Textile Company of ITOCHU

        3

        Corporate Auditor

        Yasuhiro Baba

        General Manager of Risk Management Division of ITOCHU


        End

      FamilyMart Co. Ltd. issued this content on 08 April 2016 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 08 April 2016 07:15:33 UTC

      Original Document: http://www.family.co.jp/english/news_releases/pdf/160408.pdf