Q'SAI CO., LTD. Announces Change in the Parent Company, the Major Shareholders and the Largest...

FUKUOKA, Japan -- Q'SAI CO., LTD.:

1. Background of the Change

The tender offer (the "Tender Offer") of shares of Q'SAI CO., LTD. (the "Company") by Green Partners B Co., Ltd. ("Green Partners B") which commenced on October 6, 2006 ended on November 9, 2006, and, as of today,

we were notified by Green Partners B that it had acquired 31,953,850 common shares of the Company through the Tender Offer. We hereby announce that Green Partners B is to be the parent company of the Company and the following changes in our major shareholders resulting from the Tender Offer will be effective as of December 1, 2006 (the scheduled commencement date for settlement of the Tender Offer):

With regards to the details of the result of the Tender Offer, please refer to the "Announcement of the result of the Tender Offer" announced by NIF Corporate Management Co., Ltd. and Green Partners B.

2. Profiles of the Relevant Shareholders

(1) Overview of the company that will become the parent company and
    the largest shareholder of the Company:

    (i)   Company Name          Green Partners B Co., Ltd.

    (ii)  Address of
          Principal Office      1-2-1, Kyobashi, Chuo-ku, Tokyo

    (iii) Representative        Teruki Morohashi, Director

    (iv)  Principal Business    Investment

(2) Overview of the person who will no longer be the largest or the
    major shareholder of the Company:

    (i)   Name                  Hiroshi Hasegawa

    (ii)  Address               3-13 Nagazumi 5-chome, Minami-ku,
                                Fukuoka-shi, Fukuoka

(3) Overview of the person who will no longer be the major shareholder
    of the Company:

    (i)   Name                  Mika Hasegawa

    (ii)  Address               2-26-3 Sarayama 1-chome, Minami-ku,
                                Fukuoka-shi, Fukuoka

    (i)   Name                  Kaoruko Iwao

    (ii)  Address               11-7-302 Hibaru 2-chome, Minami-ku,
                                Fukuoka-shi, Fukuoka

3. Number of Shares (number of voting rights) owned by the relevant shareholders and its percentage of total voting rights

(1) Green Partners B Co., Ltd.

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(2) Hiroshi Hasegawa

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(3) Mika Hasegawa

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(4) Kaoruko Iwao

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(a) Percentages of total voting rights are calculated based on the aggregate number of shares issued as of February 28, 2006 (including treasury shares)

4. Scheduled Date of Change

December 1, 2006

5. Future Prospects

As a result of the Tender Offer, the Company will become a subsidiary of Green Partners B. Currently, this has had no impact on the business performance of the Company.

For the future prospects, Green Partners B plans to have the Company become its wholly-owned subsidiary by a share-swap (Kabushiki-Kokan) under the Corporation Act of Japan or measures other than a share-swap. In such a case, irrespective of the measures adopted, Green Partners B plans to provide the shareholders of the Company with monetary compensation pursuant to applicable laws, and, subject to change depending on the circumstances at the time of payment of such monetary compensation, the amount of such monetary compensation is planned to be the amount equivalent to the purchase price which would have been paid to the shareholders if such shareholders had tendered their shares in the Tender Offer. Shares of the Company will be delisted through the Tender Offer and a series of the succeeding procedures.

The details of the procedures will be publicly announced through stock exchanges or any other appropriate alternative, as soon as they are determined.

Green Partners B will efficiently use the networks, creditworthiness and other advantages of NIF SMBC Ventures Co., Ltd. (Principal Office: Chuo-ku, Tokyo/Name of Representative: Shinichi Yamamura, President), Japan Industrial Partners, Inc. (Principal Office: Chiyoda-ku, Tokyo/ Name of Representative: Hidemi Maue, CEO) and Polaris Principal Finance Co., Ltd. (Principal Office: Chuo-ku, Tokyo/Name of Representative: Yuji Kimura, President & CEO) which invest or will invest indirectly in the Green Partners B. Green Partners B will provide a wide variety of support to the Company, including but not limited to, with regard to the operation of management organization and the development of business strategy and capital policies.

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