Notice of Dividends of Surplus (No Dividend Payment) and Shareholder Benefit Program for the 27th Fiscal Year (Change in Contents)

　At the Board of Directors meeting today, Rakuten Group, Inc. (hereinafter “the Company”) resolved not to pay dividends of surplus with a record date of December 31, 2023, as detailed below. In response to this, we announced a new Shareholder Benefit Program on December 26, 2023, which is an opportunity for shareholders to further enhance their convenience whilst deepening their understanding of the Rakuten Mobile service that our group is focusing on. We have made some changes to the content to enhance the content as shown below.

1. Reasons
　Regarding shareholder returns, the Company has endeavored to pay stable and continuous dividends while taking into account investment for medium- to long-term growth and sufficient internal reserves to stabilize our financial base.
　Considering the current financial situation of the Company, and with the aim of ensuring its financial soundness, we are currently actively promoting various types of capital procurement without relying solely on interest-bearing debt. We have secured funds for investment in growth businesses without relying on financial institutions, and have also worked to reduce the balance of interest-bearing debt. Therefore, for the current fiscal year, we believe that controlling the outflow of funds through dividends will lead to stabilizing our financial base and ultimately improve shareholder value, so we decided not to pay dividends.
　Our basic dividend policy is to pay dividends in a stable and continuous manner, taking into account investment for medium- to long-term growth and the enhancement of internal reserves to stabilize our financial base. There are no changes to this policy. The timing of resuming dividends after the fiscal year ending December 2024 has not been determined at this time, but we will strive to resume dividends in a timely and appropriate manner as we move toward achieving consolidated profitability as early as possible, and reducing interest-bearing debt.

2. (1) Dividend details

 
 2. (2) Details of changes to benefits

    Rakuten Mobile's voice + data (30GB/month) plan will be provided free of charge, for one year, to all shareholders *1, 2, 3, 4, 5, 6,7

3. Notes on shareholder benefits
　This benefit is available to all shareholders, but there will be an advance application period on the Shareholder Benefit Program website. Shareholders who apply during the advance application period will receive an eSIM in advance, so please feel free to apply.

　In addition, shareholders who wish to receive a pSIM (physical SIM) should apply on the Shareholder Benefit Program website during the advance application period, and then call the dedicated call center for shareholder benefits to request a pSIM (physical SIM). Please apply by March 29. Please note that if no request is made, an eSIM will be sent to you.

　Regarding the ID and password notification required to log in to the Rakuten Group shareholder benefit website, please refer to information that will be mailed to qualified shareholders in early March 2024 (scheduled to be enclosed with the Notice of the 27th Annual General Shareholders Meeting). Starting from the General Meeting of Shareholders held in March 2023, a system of electronic provision of materials for the General Meeting of Shareholders was introduced, with details such as application procedures. Please note that as a result, you will be able to access the details of the application procedures, etc, for the Shareholder Benefit Program, which were previously sent by mail, by accessing our website in early March 2024.

*1. Please note there is a possibility that the benefits may be partially changed.

*2. The number of shares held is based on the end of December 2023 and does not take into account the number of shares held on intermediate dates.

*3. Not eligible for SPU benefits (+4x points if you subscribe to Rakuten's SAIKYO plan)

*4. In order to take advantage of this benefit, a compatible communication device is required (A device that meets the technical standards stipulated in Article 3 of the Radio Law, and is capable of roaming within Japan). SIMs are required to be activated in Japan.

*5. Some functions cannot be used because the SIM has a special specification for this benefit. We appreciate your understanding in advance.

*6. With this special benefit, by using the "Rakuten Link Office" app, domestic calls and domestic SMS will be free of charge.*Other companies' connection services starting with (0570), calls to some special numbers (188), and international calls/international SMS, are not eligible for free calls. Please note that you will be required to pay for the amount used at a later date.

*7. If e-SIMs are not used for a certain period of time after receiving it, the contract will be automatically canceled. In addition, after the period of use has passed, the contract will be automatically canceled, so there is no need for shareholders to do any cancellation procedure.