Akebono Brake Industry : Notice of Convocation of the 122nd Ordinary General Meeting of Shareholders

[Translation for Reference Purposes Only]

Please note that the following is an unofficial English translation of the Japanese original text of the Notice of Convocation of the 122nd Ordinary General Meeting of Shareholders of Akebono Brake Industry Co., Ltd. The Company provides this translation for reference purposes only and without any warranty as to its accuracy or otherwise. In the event of any discrepancy between this translation and the Japanese original, the latter shall prevail.

Securities Code: 7238

June 7, 2023

(Measures for Electronic Provision commencement date: May 30, 2023)

To Shareholders with Voting Rights

Akebono Brake Industry Co., Ltd. 19-5, Nihonbashi Koami-cho,Chuo-ku, Tokyo President & CEO Yasuhiro Miyaji

NOTICE OF CONVOCATION OF

THE 122ND ORDINARY GENERAL MEETING OF SHAREHOLDERS

Akebono Brake Industry Co., Ltd. (the "Company") now announces and cordially invites you to attend the 122nd Ordinary General Meeting of Shareholders, to be held as set forth below.

In convening this General Meeting of Shareholders, the information contained in the Reference Documents, etc., for this General Meeting of Shareholders (matters subject to the Measures for Electronic Provision) shall be provided electronically and posted on to the Company's website. You are kindly requested to access the following website and check the information.

[Company's website] https://www.akebono-brake.com/english/ir/shareholder_stock/meeting.html

In addition to the above website, matters subject to the Measures for Electronic Provision are also posted on the website of Tokyo Stock Exchange (TSE). Please access the TSE website (Listed Company Search) below, enter and search for "Akebono Brake Industry" in the "Issue name (company name)" field or "7238" in the "Code" field, and check the information posted upon selecting "Basic information," "Documents for public inspection/PR information," and "Notice of General Shareholders Meeting /Informational Materials for a General Shareholders Meeting."

[TSE website (Listed Company Search)] https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show

You can exercise your voting rights by mail or via the Internet instead of attending the meeting. Please refer to the "Exercise of Voting Rights" on page 3 and exercise your voting rights after reading the "Reference Documents for the General Meeting of Shareholders" contained in the matters subject to the Measures for Electronic Provision by 5:40 p.m. June 22 (Thursday), 2023 (JST).

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[Translation for Reference Purposes Only]

1. Date and Time June 23 (Friday), 2023 at 10:00 a.m. (Reception will open at 9:00 a.m.) (JST)

3. Purpose of the Meeting Matters to be Reported

1. Business Report and Consolidated Financial Statements, as well as Results of the Audits of the Consolidated Financial Statements by the Independent Auditor and the Audit & Supervisory Committee for the 127th Business Term (From April 1, 2022 to March 31, 2023)
2. Non-ConsolidatedFinancial Statements for the 127th Business Term (From April 1, 2022 to March 31, 2023)

Matters to be Resolved

Proposal No. 1:

Proposal No. 2:

• Should any revisions be made to the matters subject to the Measures for Electronic Provision, they will be posted on each website listed above.

Decisions for the convocation

1. Should voting rights be exercised in duplicate both in writing and via electronic means (the Internet, etc.), the exercise via electronic means (the Internet, etc.) shall be deemed valid. If voting rights are exercised multiple times via electronic means (the Internet, etc.), the last exercise of voting rights shall be deemed valid.
2. Should your agreement or disagreement with respective proposals not be indicated in the returned Voting Rights Exercise Form, it will be deemed as an indication of an "agreement" to the proposals of the Company.

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[Translation for Reference Purposes Only]

Exercise of Voting Rights

The right to vote is an important right that allows the shareholders to participate in the running of the Company.

We ask that shareholders exercise their voting rights after referring to the "Reference Documents for the General Meeting of Shareholders" contained in matters subject to the Measures for Electronic Provision.

Shareholders who will not attend the meeting

If you are unable to attend the meeting, you can exercise your voting rights by mail or via the Internet.

Exercising Voting Rights by Mail

Please indicate your agreement or disagreement with respective proposals on the enclosed Voting Rights Exercise Form and send it by mail to us. Please note that no indication of agreement or disagreement with respective proposals shall be deemed to be an indication of "agreement" to the proposals of the Company.

Deadline for Exercising Voting Rights: To arrive no later than 5:40 p.m. on June 22 (Thursday), 2023 (JST)

Exercising Voting Rights via the Internet

Please access the site for exercising voting rights (https://soukai.mizuho-tb.co.jp/) from your computer or smartphone and enter your vote for each proposal following instructions on screen.

Deadline for Exercising Voting Rights: No later than 5:40 p.m. on June 22 (Thursday), 2023 (JST)

Shareholders who will attend the meeting

When you attend the meeting, you are requested to present the enclosed Voting Rights Exercise Form at the reception desk upon arrival at the meeting.

• To save paper resources, we request that you bring this booklet with you when attending the meeting.

• Attending the meeting by proxy

When shareholders exercise their voting rights by proxy, those voting rights may be exercised by one other shareholder who possesses voting rights of the Company. In such a case, however, it is a condition that either the Voting Rights Exercise Form, or a document that can provide proof of identity (copy of certificate of seal impression, driver's license, etc.) be submitted together with a letter of consent that contains the signature or seal of the entrusting shareholder.

Date and Time: June 23 (Friday), 2023, at 10:00 a.m. (JST)

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[Translation for Reference Purposes Only]

REFERENCE DOCUMENTS

FOR THE GENERAL MEETING OF SHAREHOLDERS

Proposals and Reference Matters

Proposal No. 1: Election of Two (2) Directors (excluding Directors who are Audit & Supervisory Committee Members)

The term of office of Director Yasuhiro Miyaji will expire at the conclusion of this Ordinary General Meeting of Shareholders. Accordingly, the Company proposes to increase the number of Directors by one (1) and elect two

1. Directors, to further strengthen the management structure. The details of the candidates for Director are as follows:

[Significant Concurrent Positions] Chairman, Akebono Brake Corporation

[Reason for selecting Yasuhiro Miyaji as the candidate for Director]

Mr. Miyaji has been demonstrating leadership as Representative Director, President & CEO of the Company since being appointed in 2019, carrying out and executing the Business Turnaround Plan and pursuing future growth through the restructuring of manufacturing plants on a global scale.

Before joining the Company, he served as the President and Representative Director of TMD Friction Japan K.K., the Senior Executive Officer of Bosch Corporation, and the Managing Executive Officer of NIDEC CORPORATION and has expertise in the Company's mainstay business and strong relationships with Japanese automakers.

In order to turn around the business and achieve future growth of the Company, it is indispensable for us to regain the trust of our customers and other stakeholders, strengthen the competitiveness of the entire Akebono Group and lead business expansion. As Mr. Miyaji has the most appropriate knowledge, experience and abilities to fulfill these duties, the Company has judged that he can continue contributing to the enhancement of corporate value of the Company and nominates him as the candidate for Director.

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[Translation for Reference Purposes Only]

[Assignments in the Company]

CMO (Chief Marketing Officer)

Head of the Automotive Sales Division

Responsible for China Operations

In charge, Aftermarket Division

In charge, Infrastructure & Mobility Systems (AIMS) Division

[Significant Concurrent Positions]

Chairman, Akebono Corporation (Guangzhou) Chairman, Akebono Corporation (Suzhou)

[Reason for selecting Masaaki Ando as the candidate for Director]

Mr. Ando joined the Company in 1988 and has made achievements mainly in the automotive sales and overseas business fields. He has abundant global experience, including his service as the President at the Company's U.S. subsidiary, and possesses a strong network of customer connections. In addition, after serving as a Global Key Account Executive at Continental Automotive Corporation (Japan) for about two years from July 2018, he has executed the Business Turnaround Plan as an Executive Officer of the Company since August 2020. As Mr. Ando has led the business of the Company as CMO since July 2022, the Company has judged that he can contribute to the expansion of the business and enhancement of corporate value of the Company and nominates him as the candidate for Director.

Notes: 1. Mr. Masaaki Ando is the chairman of Akebono Corporation (Guangzhou) and Akebono Corporation (Suzhou) in which the Company holds 70% of equity interests and there are transaction relationships such as sale of brake parts between both companies and the Company. There is no special interest between the other candidate and the Company.

1. The candidates do not hold Class A shares of the Company.
2. The Company has entered into a directors and officers liability insurance contract as stipulated in Article 430-3, Paragraph 1 of the Companies Act. The said insurance will compensate for any legal damages and dispute costs arising in the event a claim for compensation of damages is made against the insured person during the term of the insurance due to an act taken by the insured person based on his or her position. Each candidate will be included as the insured person in the aforesaid insurance contract subject to approval of this proposal.
3. The number of the Company's shares held by Mr. Yasuhiro Miyaji includes shares held through the Officers' Shareholding Association of the Company.
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