SBC Medical Group Holdings Inc (SBC) July 9, 2026 Annual General Meeting Transcript

Good day, and welcome to the SBC Medical Group Holdings Incorporated Annual Meeting of Stockholders. I will now turn the call over to Yoshiyuki Aikawa, CEO and Chairman. Please go ahead.

Hello, everyone. Welcome to the 2026 Annual Stockholders Meeting of SBC Medical Group Holdings Incorporated. I am Yoshiyuki Aikawa, CEO and Chairman of SVC Medical Group Holdings Incorporated. I will serve as Chairman of this meeting, and it is my pleasure to welcome you here today for this meeting. We are excited to be hosting our meeting in virtual format, which allows us to be more inclusive and reach a greater number of our stockholders. It is now 9 a.m. Japan Standard Time, and this meeting is officially called to order. Today, I am joined by our other current directors, Mr. Yuya Yoshida, who is also our Chief Financial Officer and Chief Operating Officer, Mr. Ken Ewa-Hiro, Mr. Mike Sayama, and Mr. Mitoshi Fujiwara. I am also joined by our head of legal, Kotaro Okamoto, who will ask as secretary of the meeting.

Thank you, Dr. Aikawa. We are also joined here today by Renu Guo and Jari Wan, representatives of Mount Beatty LSD, our independent auditors. They will be available during the question and answer session after the meeting to respond to appropriate questions. And finally, Christina Perrino of the Carrier Group joins us today and will act as Inspector of Elections, partner to our executive auto-inspector. During the formal meeting, we will first address some housekeeping items before presenting the seven proposals subject to a goal, which are described in the company's property statement dated May 28, 2026. We will have the opportunity to ask questions on the proposals after the presentation. After the formal meeting has been adjourned, we will provide some time for general questions. Only by-digit stockholders may ask questions in the designated field on the web portal. As of consideration for others, please limit yourselves to two questions. Please note that this meeting is being recorded and will be posted to our company website. However, no one attending via the webcast or telephone is permitted to use any audio recording device. Additional expectations for the conduct of this meeting are contained in the rules and procedures for the conduct of the annual meeting, which are posted to the virtual meeting page, and we kindly request all participants to abide by these parameters. I'd like to point out that some of our discussion today may include forward-looking statements. Forward-looking statements are statements about, among other things, financial projections, managerial plans, objectives, or future economic performance. Actual results may differ materially from those projected by any forward-looking statements. Please refer to our latest SEC filings for discussion of risks that may call future events to depart from our current expectations. The board of data is fixed May 20, 2026 at the record date for determining stockholders entitled to board at this meeting. The company has received an affidavit of distribution that documents the commencement of mailing of the proxy materials on May 28, 2026. and will be incorporated into the minutes of this meeting, along with the notice of meetings. The stock order list shows that as of the record date, there were 102,526,943 shares of common stuff outstanding. In terms of the board, this meeting, the inspector of election has informed us that there were represented in-person or by proxy shares of common stuff representing the majority of all outstanding stock entitled to vote at the meeting. And therefore, CURAM is present for purposes of the transaction in business, and this meeting is duly convened.

And now Dr. Eika will open the polls.

The polls are now open, and you are able to both join this meeting until I close the polls. For in the presentation of our seven proposals, Remember, if you are already voted in advance online or by telephone or a physical proxy card, you don't need to vote again, and a vote at this meeting will supersede your earlier vote.

The presence of matters to be voted upon.

Proposal 1 is the election of leaders. Our board of directors nominated Yoshiyuki Aikawa, Yuiya Yoshida, Ken Edahiro, and Fumitoshi Fujiwara for election at the annual meeting to hold office until 2027 annual meeting of stakeholders or until their successors are duly elected and qualified. Proposal 2 is ratification of appointment of Moundary LLP as an independent registered public accounting firm for the 2026 fiscal year. This is a non-binding proposal. Proposal 3 is amendment of our current charter to eliminate the plurality voting requirement for the election of the director, is amendment of our current charter to eliminate the provisions stating directors may be removed only for calls. Proposal 5 is amendment of our current charter to opt out of Section 203 of the Delaware General Corporation Law. Proposal 6 is amendment of our current charter to provide for exculpation of officers. Proposal 7 is other technical amendments to our current charter. These are outlined in the Plexi Statement. Our Board of Directors recommends a Board 4 to each of the director nominees and Proposals 2, 3, 4, 5, 6, and 7.

There are no additional candidates or proposals that have been properly brought before the Does anyone have questions concerning any of the seven proposals presented?

These supporters who haven't yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following the instruction there. Who have sent interruptions or voted by a telephone or internet and do not want to change their vote, do not need to take any further action.

If you vote on the 744s and have not submitted your vote, please do so now.

Dr. Erika will close the vote.

Now that everyone has had 22 votes, I now declare the pause for the 2026 annual stockholders meeting closed.

We have been informed by the Inspector of Elections that the preliminary vote report shows that the nominees for election to the board have been duly elected. Appointment of Marlon Brady LLP as an independent registered accounting firm has been ratified. And all of the proposals related to the amendments of our current charter have been approved. We will be reporting the final board results in a form 8K to be filed within four business days.

With that done, I turn the meeting over to our CEO.

Thank you, Kotaro. There has been no further business to come before the meeting. The official portion of the 26th Annual Meeting of Stockholders of SBC Medical Group Holdings, Inc. is now adjourned.

Our stakeholders will have the opportunity to ask questions.

Please note, we attempt to answer many questions as time allows, but we only address questions that are later on to the meeting. There seems to be no questions. So that concludes our meeting.

We thank you for your attendance today and the continued support. Now you may disconnect.

The conference has now concluded, and we thank you for attending today's presentation. you may now disconnect your lines.