Current Articles of Incorporation (As of June 24, 2021) Enacted December 19, 1936

Chapter I　General Rules

（Trade name）

Article 1	The Corporation shall be called Kabushiki Kaisha OBAYASHI-GUMI and in the English language called OBAYASHI CORPORATION.

（Purpose）

Article 2

The purpose of the Corporation is to engage in the following business: Contracting of construction works; Regional, urban, oceanic, space, resource and energy and environmental development, and other business relating to construction; Engineering and management related to the preceding two items, including research, surveying, planning, devising, designing, and supervising; Development and sale of land, and construction and sale of housing; Sale, purchase, exchange, lease, brokerage, ownership, caretaking, and utilization of real estate; Investments in special purpose companies related to real estate, and real estate investment trusts, as well as transaction, brokerage, and management of the equity contribution related to said investments, and business under the Act on Specified Joint Real Estate Ventures; Operation of type II financial instruments and exchange business, investment advisory and agency business under Financial Instruments and Exchange Act; Planning, construction, retention, maintenance, and management of such infrastructures as road, railway, port, airport, river facility, water supply and drainage, municipal building, educational and cultural facility, waste treatment facility, medical facility, and others; Project of recovering environmental pollution like purification of soil, sediment of river and lake, water quality of lake and sea; and collection, transportation, treatment, and recycling municipal and industrial wastes; Power generation, supply of electricity and heat, and manufacture and sale of fuels; Dealing business of right of exhausting greenhouse gases; Manufacture, supply, sale, and lease of construction machinery and equipment, and materials and equipment for temporary works; Manufacture and sale of concrete products for construction, fireproof or nonflammable building materials, materials for interior and exterior of buildings, furniture and wooden products for buildings, and sale of civil engineering and building materials; Undertaking of diagnosis and evaluation and maintenance and care of buildings and related facilities, and undertaking of security and guard services and cleaning services; Acquisition, development, licensing for use, and sale of industrial properties, copyrights, know-how and software related to utilization of computers; Operation of information processing service, information furnishing service, telecommunication business and broadcasting business; Sale, lease, and maintenance service of electronic office machinery and equipment including computers; Management of health, medical, sport and leisure facilities, hotels and restaurants, and business of travel agency; Management of facilities for elderly people with nursing care services and business providing home-care service; Manufacture and sale of medical machinery and tools; Worker dispatching undertaking, and fee-charging employment placement business; Undertaking of services relating to general affairs, personnel affairs, accounting matters etc.; Operation of insurance agency under the Automobile Accident Compensation Security Act and of nonlife insurance agency, and services related to life insurance solicitation; Landscaping, gardening, and tree planting; Production, processing and sale of agricultural, fishery, and forestry products and operation of related facilities, and acquisition, development, licensing for use and sale of agriculture-, fishery-, and forestry-related technologies; Business dealing with land, ocean and air transport, and of freight forwarding; Planning, production and sale of information media including advertisements, publications, printing, and videos, and planning and operation of event programs; Money-lending, suretyship on obligations and other financial services, and general lease business; Consulting service related to the each item above; and All activities related to or incidental to any of the preceding items.

（Compliance and sensible course of action）

Article 3

In the Corporation each employee and board member shall observe laws and regulations, and maintain high ethical standards in their business activity. Particularly in regard to contracts for construction works, they should not take any action that would harm the equity and fairness of the tender, such as actions that violate the Penal Code and the Anti-Monopoly Act (Act on Prohibition of Private Monopolization and Maintenance of Fair Trade).

（Seat of principal office）

Article 4	The principal office of the Corporation shall be located in Minato-ku, Tokyo.

（Governing bodies）

Article 5	In addition to the general meeting of shareholders and Directors, the Corporation shall have the following bodies: Board of Directors Audit & Supervisory Board Members Audit & Supervisory Board; and Accounting Auditors

（Method of public notice）

Article 6	Notice to the public by the Corporation shall be given electronically. However, if electronic public notice does not work due to any accident or other unavoidable reasons, such notice shall be given in the Mainichi Shimbun.

Chapter II　Shares

（Total number of authorized shares）

Article 7	The total number of shares authorized to be issued by the Corporation shall be one billion two hundred twenty four million three hundred thirty five thousand (1,224,335,000).

（Repurchase of treasury stock）

Article 8	According to Clause 2, Article 165 of the Companies Act, the Corporation may repurchase its shares by resolution of the Board of Directors.

（Number of shares making up one unit of shares）

Article 9	The number of shares making up one unit of shares shall be one hundred (100).

（Rights vested in shares constituting less than one unit）

Article 10

Shareholders of the Corporation shall not exercise rights other than those listed below with respect to shares constituting less than one unit: Rights set out in Clause 2, Article 189 of the Companies Act; The right to make requests pursuant to Clause 1, Article 166 of the Companies Act; The right to subscribe for shares or share purchase warrants allocated based on the number of shares held by each shareholder.

（Registrar of shareholders）

Article 11

The Corporation shall have a Registrar of Shareholders. The Registrar of Shareholders and its business office shall be determined by resolution of the Board of Directors and shall be publicly notified. The Registrar of Shareholders shall be entrusted with the preparation and maintenance of the Corporation's register of shareholders and the register of stock acquisition rights, as well as other duties relating to the register of shareholders and the register of stock acquisition rights. The Corporation shall not handle such matters at its place of business.

（Share handling regulations）

Article 12	The Corporation's shares shall be handled in compliance with applicable laws and regulations and the Articles of Incorporation as well as the share handling regulations established by the Board of Directors.

Chapter III　General Meetings of Shareholders

（Time for convocation of general meetings）

Article 13	The ordinary general meeting of shareholders of the Corporation shall be convened in June of each year. If necessary, in addition to the preceding paragraph, an extraordinary general meeting of shareholders shall be convened.

（Record date of the ordinary general meeting of shareholders）

Article 14	Record date for the right to vote at the ordinary general meeting of shareholders of the Corporation shall be March 31 of each year.

（Chairman）

Article 15	A Representative Director of the Corporation determined in advance by the Board of Directors shall act as the chairman of the general meeting of shareholders. In case said Representative Director is unable to act so, another Director shall act in his place in accordance with an order of priority determined in advance by the Board of Directors.

（Provision of reference documents for general meetings of shareholders via the Internet）

Article 16

The Corporation may, in accordance with the rules established by the Ministry of Justice, use the Internet to furnish shareholders with the information related to the items required to be described or indicated in the reference documents for general meetings of shareholders, business reports, non-consolidated and consolidated financial statements, and such information may be deemed to have been furnished to shareholders.

（Requirements for resolutions）

Article 17

Unless otherwise provided for in applicable laws and regulations or the Articles of Incorporation, a resolution at a general meeting of shareholders shall be adopted by a majority vote of the attending shareholders eligible to exercise their voting rights. Any resolution set forth in Clause 2, Article 309 of the Companies Act shall be adopted by a two-third vote of the shareholders present at a meeting attended by shareholders holding at least one-third of the voting rights of the shareholders eligible to exercise their voting rights.

（Exercise of voting rights by proxy）

Article 18	A shareholder may exercise his/her voting rights by one proxy. The proxy must be a shareholder of the Corporation. The proxy or the shareholder must submit the letter of proxy to the Corporation.

Chapter IV　Directors and Board of Directors

（Number of Directors）

Article 19	The Corporation shall have fifteen (15) or less Directors.

（Election of Directors）

Article 20

The Directors shall be elected at a general meeting of shareholders. The resolution for the election provided for in the preceding paragraph shall be adopted by a majority vote of the shareholders present at a general meeting of shareholders attended by shareholders representing at least one-third of the voting rights of the shareholders eligible to exercise their voting rights. Election of Directors shall not be by cumulative voting.

（Terms of office of Directors）

Article 21	The terms of office of Directors shall expire at the close of the ordinary general meeting of shareholders held for the business year that ends within one year after their assumption of office.

（Convocation notice for Board of Directors meeting）

Article 22	Notice for convocation of Board of Directors meeting shall be dispatched at least three days in advance of the scheduled date of such meeting. In case of urgent necessity, however, such period may be shortened.

（Omission of resolution of the Board of Directors）

Article 23	When the requirements of Article 370 of the Companies Act have been met, the Corporation shall deem that a resolution by the Board of Directors has been adopted.

（Representative Directors）

Article 24	Representative Directors shall be appointed by resolution of the Board of Directors.

（Exoneration from liability of Directors）

Article 25

According to Clause 1, Article 426 of the Companies Act, by a resolution of the Board of Directors, the Corporation may exonerate Directors (including former Directors) within the limits of the relevant law from their liability for damages stipulated in Clause 1, Article 423 of the Companies Act. According to Clause 1, Article 427 of the Companies Act, the Corporation may enter into a contract with Directors (excluding Executive Directors, etc.) that sets limits to the liability for damages stipulated in Clause 1, Article 423 of the Companies Act. The limited claimable amount according to the contract mentioned above against liability for damages shall be the higher of the amount which is prescribed in advance and is not less than 5 million yen or the amount stipulated in the relevant law.

（Executive Officers）

Article 26	By resolution of the Board of Directors, the Corporation may appoint one (1) or more Executive Officers who are in charge of operating execution of the Corporation empowered by Directors.

Chapter V　Audit & Supervisory Board Members and Audit & Supervisory Board

（Number of Audit & Supervisory Board Members）

Article 27	The Corporation shall have five (5) or less Audit & Supervisory Board Members.

（Election of Audit & Supervisory Board Members）

Article 28

The Audit & Supervisory Board Members shall be elected at a general meeting of shareholders. The resolution for the election provided for in the preceding paragraph shall be adopted by a majority vote of the shareholders present at a general meeting of shareholders attended by shareholders representing at least one-third of the voting rights of the shareholders eligible to exercise their voting rights.

（Terms of office of Audit & Supervisory Board Members）

Article 29

The terms of office of Audit & Supervisory Board Members shall expire at the close of the ordinary general meeting of shareholders held for the last business year that ends within four years after their assumption of office. The term of office of an Audit & Supervisory Board Member who is elected to fill a vacancy shall be the same as the remaining balance of the term of office of his predecessor.

（Full-time Audit & Supervisory Board Members）

Article 30	The Audit & Supervisory Board shall appoint a full-time Audit & Supervisory Board Member or Audit & Supervisory Board Members by its resolution.

（Convocation notice for Audit & Supervisory Board meeting）

Article 31	Notice for convocation of Audit & Supervisory Board meeting shall be dispatched at least three days in advance of the scheduled date of such meeting. In case of urgent necessity, however, such period may be shortened.

（Exoneration from liability of Audit & Supervisory Board Members）

Article 32

According to Clause 1, Article 426 of the Companies Act, by a resolution of the Board of Directors, the Corporation may exonerate Audit & Supervisory Board Members (including former Audit & Supervisory Board Members) within the limits of the relevant law from their liability for damages stipulated in Clause 1, Article 423 of the Companies Act. According to Clause 1, Article 427 of the Companies Act, the Corporation may enter into a contract with Audit & Supervisory Board Members that sets limits to the liability for damages stipulated in Clause 1, Article 423 of the Companies Act. The limited claimable amount according to the contract mentioned above against liability for damages shall be the higher of the amount which is prescribed in advance and is not less than 5 million yen or the amount stipulated in the relevant law.

Chapter VI　Accounts

（Business year）

Article 33	The business year of the Corporation shall commence on April 1 of each year and end on March 31 of the following year.

（Record date of year-end dividends）

Article 34	Record date of year-end dividends of the Corporation shall be March 31 of each year.

（Interim dividends）

Article 35	The Corporation may, by resolution of the Board of Directors, pay interim dividends as of the record date, which is September 30 of each year.

（Period of limitation for dividends）

Article 36	If dividend assets are in cash and remain unreceived after the lapse of three full years following the day on which such dividend became due and payable, the Corporation shall be relieved of the obligation to pay such dividend.