Summary of the Results of the Evaluation of the Effectiveness of the Board of Directors

July 22, 2026

　SMS Co., Ltd. (the “Company”) believes that it is important to enhance the functions of the Board of Directors and improve its effectiveness as part of strengthening corporate governance. The Company has conducted an evaluation and analysis of the effectiveness of its Board of Directors, and hereby announces a summary of the results.

１．Method of evaluating the effectiveness of the Board of Directors

- - Method: Self-evaluation survey (five-point scale answers and free comments)
  - Evaluation period: the Board of Directors meetings held from April 1, 2025 to March 31, 2026
  - Evaluators: All Directors as of March 31, 2026 (six Directors, three of whom are independent Outside Directors)
  - Evaluation criteria

２．Analysis and evaluation results as to the effectiveness of the Board of Directors

　Through the analysis and deliberation of the evaluation results described above, the Company’s Board of Directors was assessed as having secured its effectiveness and as being operated appropriately as a whole in terms of its size and composition, the agenda and matters deliberated, and the state of its discussions.
　In addition, the following opinions were raised as key points for further enhancing the effectiveness of the Board of Directors going forward:

- With respect to the composition of the Board of Directors, shareholders and investors have expressed the expectation that individuals with management experience at other listed companies be appointed as Outside Directors. In response to this, the new Board structure established following the Ordinary General Meeting of Shareholders held in June 2026 includes Directors with management experience at listed companies. The Company will continue to review the optimal composition of the Board on an ongoing basis, taking into account changes in the management environment.
- With respect to enhancing the monitoring function of the Board of Directors, progress was made during fiscal 2025: depending on the theme, the leaders of each business participated in Board meetings and reported on and discussed the status of execution of their strategies as well as market and competitive trends. Going forward, the Company will continue and further develop these efforts and, while making additional improvements to its reporting materials and agenda-setting and securing sufficient time for deliberation, will strengthen the monitoring of its medium- to long-term business and management strategies and further enhance the oversight function of the Board of Directors.
- Given that the composition of the Board of Directors has changed significantly following the Ordinary General Meeting of Shareholders held in June 2026, the Company will provide sufficient onboarding for newly appointed Directors and foster a shared understanding of the role expected of the Board of Directors.
- With respect to engagement with shareholders and investors, although it had been understood that the Company had engaged in such dialogue in a proactive manner to a certain extent, investors pointed out that there were issues with its information disclosure and communication. The Company needs to review the specific issues and to reflect these in future discussions by the Board of Directors.

３．Future initiatives

　Taking into account the results of this evaluation, the Company will continue to work to ensure and enhance the effectiveness of its Board of Directors.
　At the Ordinary General Meeting of Shareholders held in June 2026, the Company appointed six Directors, including four newly appointed Outside Directors. The newly appointed Outside Directors include Directors who, in addition to management experience at listed companies, possess knowledge and experience either in SaaS businesses and data utilization— key themes for enhancing corporate value—or in the capital markets, an area relevant to the engagement issues with shareholders and investors noted above. As a result, the Board is now composed in a manner that, also from the perspective of Directors’ expertise, makes it easier to further advance initiatives aimed at enhancing corporate value.
　Under this new Board structure, through the activities of the Corporate Value Improvement Committee and other initiatives, the Company will build a more effective corporate governance structure and pursue the maximization of corporate value over the medium to long term.

Notice regarding Results of the Evaluation as to the Effectiveness of the Board of Directors

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