Note: This document has been translated from a part of the Japanese original for reference purposes only. In the event of any
discrepancy between this translated document and the Japanese original, the original shall prevail.

Securities code: 6941
June 6, 2019
To our shareholders:
Yoshitaka Ota
President
YAMAICHI ELECTRONICS CO., LTD.
2-16-2, Minamikamata, Ota-ku, Tokyo, JAPANNOTICE OF THE 64TH ORDINARY GENERAL MEETING OF SHAREHOLDERS
You are cordially invited to attend the 64th Ordinary General Meeting of Shareholders of YAMAICHIELECTRONICS CO., LTD. (the “Company”), which will be held as described below.
If you are unable to attend the meeting, you can exercise your voting rights by mail or via the Internet. We requestthat you follow the instructions laid out below and exercise your voting rights on or before 5:15 p.m. on Tuesday,June 25, 2019 (JST) after considering the following Reference Documents for the General Meeting of Shareholders.
1. Date and Time: Wednesday, June 26, 2019 at 10:00 a.m. (JST)
2. Venue:
Fourth floor, Convention Hall, Ota City Industrial Plaza (PiO)
1-20-20 Minamikamata, Ota-ku, Tokyo
3. Purposes:Items to be reported:
1. Business Report and Consolidated Financial Statements for the 64th Term (from April 1, 2018 to March 31,2019), as well as the results of audit of the Consolidated Financial Statements by the Accounting Auditor
and the Audit & Supervisory Board
2. Non-Consolidated Financial Statements for the 64th Term (from April 1, 2018 to March 31, 2019)
Items to be resolved:
Proposal 1:
Appropriation of surplus
Proposal 2:
Election of eight (8) Directors
Proposal 3:
Election of one (1) Audit & Supervisory Board Member
Proposal 4:
Election of one (1) Substitute Audit & Supervisory Board Member
4. Instructions on Exercising Voting Rights
5. Disclosures on the Internet
Of the documents that should be provided alongside this Notice of the Ordinary General Meeting ofShareholders for the term under review, based on the provisions of laws and regulations and Article 15 of theArticles of Incorporation of the Company, the following matters are posted on the Company’s website (URL:
http://www.yamaichi.co.jp/), and so therefore have not been included in the documents provided with thisNotice of Convocation. Therefore, the documents provided with this notice include some that have been auditedby the Audit & Supervisory Board Members or the accounting auditors when preparing the audit report.
1. Notes to Consolidated Financial Statements
2. Notes to Non-Consolidated Financial Statements-1-Reference Documents for the General Meeting of Shareholders
Proposal 1:

Appropriation of surplus

The Company’s basic policy for profit distribution is to raise corporate value in the medium to long term, maintainstable dividends and return profits appropriately to shareholders, while also strengthening our financial structure
and business foundation.
In light of a comprehensive assessment of earnings in this fiscal year, future business trends and the financial
foundation, we propose to pay the following dividends, to the amount of 22 yen per share.
Including the interim dividend of 10 yen per share, the annual dividend per share will be 32 yen per share.
Type of dividend property
Cash
Allocation of dividend property and total amount thereof
22 yen per common share of the Company
Total amount of dividends: 483,074,856 yen
Effective date of distribution of dividends of surplus
June 27, 2019-2-Proposal 2:

Election of eight (8) Directors

The terms of office of all eight Directors expire at the conclusion of this General Meeting of Shareholders.
Accordingly, we propose the election of eight Directors, including three Outside Directors.
The candidates for Directors are as follows:
No.

NamePosition in the Company

1

Yoshitaka Ota

President

Reelection

2

Takeshi Tsuchiya

Director and Managing Executive Officer

Reelection

3

Junichi Kameya

Director and Senior Executive Officer

Reelection

4

Kazuhiro Matsuda

Director and Senior Executive Officer

Reelection

5

Nobuhiro Kishimura

Director and Senior Executive Officer

Reelection

6Kensho Kusumi

Director7Tomohiro Murata

Director8

Yoichiro Sakuma

DirectorReelection
OutsideIndependent
Notes:

Reelection
OutsideIndependent
Reelection
OutsideIndependent
Reelection
OutsideIndependent

Candidate for Director to be reelected
Candidate for Outside Director
Independent officer as defined by the securities exchange

1. There is no special interest between each candidate and the Company.
2. Kensho Kusumi, Tomohiro Murata and Yoichiro Sakuma are candidates for Outside Directors.
3. The Company has registered Kensho Kusumi, Tomohiro Murata, and Yoichiro Sakuma as Independent Officers as
stipulated in Article 436-2 of the Securities Listing Regulations of the Tokyo Stock Exchange, Inc. If their reelections
are approved, the Company will continue to register them as Independent Officers.
4. Based on the provisions in Article 427, Paragraph 1 of the Companies Act, the Company has concluded agreements withKensho Kusumi, Tomohiro Murata, and Yoichiro Sakuma that limit the liability for damages specified in Article 423,
Paragraph 1 of the Companies Act to the minimum amount stipulated in Article 425, Paragraph 1 of that Act. If theirreelections are approved, the Company plans to continue these agreements.

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Name(Date of birth)

Yoshitaka Ota(October 10, 1948)
Reelection

123

Tenure6 years
Attendance at Board ofDirectors meetings
12/12

Career summary, position and responsibilities in the Company
May 2002
Apr. 2004
Oct. 2005
Apr. 2007
June 2008
June 2009
June 2010

Joined the Company
Senior Executive Officer and Senior General
Manager of Manufacturing Div.
Manager of Sakura Factory
General Manager of Corporate Planning Dept.
Director
Executive Vice-president, Pricon
Microelectronics, Inc.
Audit & Supervisory Board Member of theCompany (full-time)
President (present position)
In charge of Optical-related BusinessNumber of theCompany’s sharesowned

121,400

June 2013
May 2017
Reasons for nomination as candidate for Director
Yoshitaka Ota possesses wide-ranging knowledge and experience in the Company’s overall operations from hisexperience in each division, and given his achievements as the President, we have nominated him as a candidate forDirector.
Apr. 1984
Joined the CompanyFeb. 2004
Executive Officer of the Company
Apr. 2006
President, Yamaichi Electronics Shenzhen Co.,
Takeshi Tsuchiya
Ltd.
(June 1, 1961)
Reelection
Apr. 2008
Executive Officer and Senior General Managerof TS Business Div. of the Company (present39,500Tenureposition)
6 years
June 2013
Director (present position) and SeniorAttendance at Board of
Executive Officer of the Company
Directors meetings
June 2016
In charge of Optical-related Business
12/12
June 2018
Managing Executive Officer (present position)
In charge of Engineering Administration
Department (present position)
Reasons for nomination as candidate for Director
Takeshi Tsuchiya possesses extensive knowledge and experience in the Company’s operations, particularly in the sales
division, and also has experience in corporate management at subsidiaries. Given his achievements as Director, we havenominated him as a candidate for Director.
Apr. 1987
Joined the Company
Junichi Kameya
Oct. 2007
President, Yamaichi Electronics Shenzhen Co.,
(June 29, 1964)
Ltd.
Reelection
Apr. 2012
Executive Officer and Senior General Managerof Manufacturing Div., General Manager of
44,100TenureManufacturing Control Dept. of the Company
6 years
Apr. 2013
Senior General Manager of CS Business Div.
Attendance at Board of(present position)
Directors meetings
June 2013
Director and Senior Executive Officer (present12/12position)
Reasons for nomination as candidate for Director
Junichi Kameya possesses extensive knowledge and experience in the Company’s operations, particularly in the sales
division and the manufacturing division, and also has experience in corporate management at subsidiaries. Given hisachievements as Director, we have nominated him as a candidate for Director.

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Name(Date of birth)
Kazuhiro Matsuda(April 11, 1964)
Reelection

45

6

Tenure2 years
Attendance at Board ofDirectors meetings
12/12

Career summary, position and responsibilities in the Company
Dec. 1988
Apr. 2009

Apr. 2014
Apr. 2015
June 2017

Joined the Company
General Manager of Overseas Sales Dept.,
Sales Headquarters, Business Control
Headquarters
President, Yamaichi Electronics USA, Inc.
Executive Officer of the Company
Director and Senior Executive Officer (presentposition)
Senior General Manager of Administration Div.
(present position)

Number of theCompany’s shares
owned

21,200Reasons for nomination as candidate for Director
Kazuhiro Matsuda possesses extensive knowledge and experience in the Company’s operations, particularly in theadministration division and the overseas sales division, and also has experience in corporate management atsubsidiaries. Given his achievements as Director, we have nominated him as a candidate for Director.
Nov. 1988
Joined the CompanyFeb. 2004
General Manager of Sales Dept. II
Apr. 2008
General Manager of West Japan Sales Dept.,
General Manager of TS Planning and Special
Nobuhiro Kishimura
Items Dept.
(September 24, 1964)
Apr. 2011
General Manager of TS Business Promotion
Reelection
Dept.
Apr. 2013
General Manager of TS Business Promotion Gr.
19,400TenureApr. 2013
General Manager of TS Sales Dept.
1 yearJune 2013
Acting Senior General Manager of TS Business
Attendance at Board ofDiv. (present position)
Directors meetings
Apr. 2014
Executive Officer of the Company
10/10
June 2018
Director and Senior Executive Officer (presentposition)
In charge of Optical-related Business,Manufacturing Division (present position)
Reasons for nomination as candidate for Director
Nobuhiro Kishimura possesses extensive knowledge and experience in the Company’s operations, particularly in thesales division and manufacturing division, and also has experience in business operation as an executive officer. Given
his achievements as Director, we have nominated him as a candidate for Director.
Apr. 1963
Joined Nissan Motor Co., Ltd.
June 1998
Executive Vice President, Nissan Motor Co.,Ltd.
Apr. 2002
Visiting professor, Graduate School ofKensho Kusumi
Economics, Chuo University(February 1, 1940)
June 2002
Outside Statutory Auditor, Nissan Shatai Co.,
Reelection
Ltd.
OutsideJune 2002
Outside Audit & Supervisory Board Member,
Independent
Calsonic Kansei Corporation–TenureJuly 2005
President, SME Region Shared Service
4 years
Corporation
Attendance at Board ofJune 2009
Outside Director, Hibiya Engineering, Ltd.
Directors meetings(present position)
12/12
June 2015
Outside Director of the Company (presentposition)(Significant concurrent positions outside the Company)
Outside Director, Hibiya Engineering, Ltd.
Reasons for nomination as candidate for Outside Director
Kensho Kusumi has extensive experience over many years as a corporate executive and possesses wide-ranging
knowledge. He provides objective and unbiased advice on management, and we have nominated him as a candidate for
Outside Director.

-5-No.

Name(Date of birth)

8Apr. 1991
July 1994
Sept. 1996
Feb. 2009

Number of theCompany’s shares
ownedJoined Daiwa Securities Co. Ltd.
Joined Daiwa Institute of Research Ltd.
Joined Morgan Stanley Japan Limited
Joined Frontier Management Inc.
Managing Director–June 2015
Outside Director of the Company (presentTenureposition)
4 years
June 2018
Managing Director, Frontier Management Inc.
Attendance at Board of(present position)Directors meetings(Significant concurrent positions outside the Company)
12/12
Managing Director Frontier Management Inc.
Reasons for nomination as candidate for Outside Director
Tomohiro Murata has extensive experience as a management consultant and possesses wide-ranging knowledge. He
provides objective and unbiased advice on management, and we have nominated him as a candidate for OutsideDirector. While he does not have experience in working directly in corporate management, for the reasons given above,
we believe that he would fulfill his responsibilities as an Outside Director.
Apr. 1980
Joined Nitto Electric Industrial Co., Ltd.
(currently Nitto Denko Corporation)
June 2006
Vice President, Nitto Denko Corporation
June 2010
Director, Vice President, Nitto Denko
Corporation
June 2013
Director, Executive Vice President, Nitto Denko
Yoichiro Sakuma
Corporation(September 4, 1955)
June 2018
Outside Director of the Company (presentReelectionposition)
OutsideOutside Director of Nitta Gelatin Inc. (presentIndependentposition)
100
Oct. 2018
Outside Director of Nitta Gelatin India Ltd.
Tenure(present position)
1 yearAdvisor, Refine Holdings Co., Ltd. (presentAttendance at Board ofposition)
Directors meetings
Feb. 2019
Outside Director of Refine Americas Inc.
9/10
(present position)(Significant concurrent positions outside the Company)
Outside Director of Nitta Gelatin Inc.
Outside Director of Nitta Gelatin India Ltd.
Advisor, NIPPON REFINE Co., Ltd.
Outside Director of Refine Americas Inc.
Reasons for nomination as candidate for Outside Director
Yoichiro Sakuma has extensive experience over many years as a corporate executive and possesses wide-ranging
knowledge. He provides objective and unbiased advice on management, and we have nominated him as a candidate for
Outside Director.
Tomohiro Murata(June 17, 1968)
Reelection
OutsideIndependent7Career summary, position and responsibilities in the Company-6-Proposal 3:

Election of one (1) Audit & Supervisory Board Member

The term of office of Sumio Yoshizawa, an Audit & Supervisory Board Member, will expire at the conclusion ofthis General Meeting of Shareholders. Accordingly, we propose the election of one Audit & Supervisory BoardMember.
The Audit & Supervisory Board has given its consent to this proposal.
The candidate for Audit & Supervisory Board Member is as follows:
Name(Date of birth)

Career summary and position in the Company
Apr. 1977
July 1998Number of theCompany’s shares
ownedJoined Tokyo Regional Taxation Bureau
Assistant Director of Income Tax Division, Taxation
Department, National Tax Agency
July 2009
Director, First Personnel Division, General Affairs
Department, Tokyo Regional Taxation Bureau
July 2012
Commissioner’s Secretariat of the National Tax Agency andChief Internal Inspector, National Tax Agency
June 2013
General Manager, General Affairs Department, Nagoya
Regional Taxation Bureau
Shinobu Okamoto
July 2014
Regional Commissioner, Kumamoto Regional Taxation(June 18, 1954)
BureauNew election–OutsideOct. 2015
Representative Partner of Shinobu Okamoto Certified Tax
IndependentAccountant Office (present position)
May 2016
Outside Audit & Supervisory Board Member of United
Super Markets Holdings Inc. (present position)
June 2016
Outside Director of RIKENGREEN CO., LTD. (presentposition)(Significant concurrent positions outside the Company)
Outside Audit & Supervisory Board Member of United Super Markets
Holdings Inc.
Outside Director of RIKENGREEN CO., LTD.
Reasons for nomination as candidate for Outside Audit & Supervisory Board Member
Although Shinobu Okamoto has no direct experience in corporate management, he has a deep understanding of taxation andaccounting, and sufficient knowledge on the overseeing of corporate management, as a certified tax accountant, and he is expected
to supervise the Directors’ execution of operations from an objective and unbiased perspective, making him a well-qualified choicefor the Company’s Outside Audit & Supervisory Board Member.
Notes: 1. There is no special interest between the candidate and the Company.
2. Shinobu Okamoto is a candidate for an Outside Audit & Supervisory Board Member.
3. If the election of Shinobu Okamoto is approved, the Company plans to register him as an Independent Officer as
stipulated in Article 436-2 of the Securities Listing Regulations of the Tokyo Stock Exchange, Inc.
4. If the election of Shinobu Okamoto is approved, the Company plans to conclude an agreement with him that limits theliability for damages specified in Article 423, Paragraph 1 of the Companies Act to the minimum amount stipulated inArticle 425, Paragraph 1 of that Act based on the provisions in Article 427, Paragraph 1 of that Act.
New election
OutsideIndependent

Candidate for Audit & Supervisory Board Member to be newly elected
Candidate for outside Audit & Supervisory Board Member
Independent officer as defined by the securities exchange-7-Proposal 4:

Election of one (1) Substitute Audit & Supervisory Board Member

Based on the provisions of Article 329, Paragraph 3 of the Companies Act, the Company proposes to elect one
substitute Audit & Supervisory Board Member to prepare for a contingency in which the Company does not havethe number of Audit & Supervisory Board Members required by laws and regulations.
The Audit & Supervisory Board has given its consent to this proposal.
The candidate for substitute Audit & Supervisory Board Member is as follows:
Name(Date of birth)

Career summary and position in the Company
Apr. 1967
Apr. 1984Number of theCompany’s shares
ownedJoined Yuasa Boeki K.K. (currently Yuasa Trading Co., Ltd.)
General Manager of Development Section, Timber Division,Yuasa Sangyo. (currently Yuasa Trading Co., Ltd.)
Apr. 1990
Deputy Manager of General Affairs Department, Yuasa
Sangyo. (currently Yuasa Trading Co., Ltd.)
Apr. 1991
Managing Director of Tsukasa Realty K.K.
Apr. 1992
Director of D.K. Construction Inc.
Soji Kogure
700
Oct. 1997
Joined the Company, Assistant to Senior General Manager(August 10, 1942)of the Administration Div.
Nov. 1997
General Manager of the General Affairs Department of theCompany
June 2001
Audit & Supervisory Board Member of the Company (fulltime)
June 2004
Retired as Audit & Supervisory Board Member of theCompany (full-time)
Reasons for nomination as candidate for substitute Outside Audit & Supervisory Board Member
Soji Kogure has experience at the General Affairs Department of the Company as well as a full-time Audit & Supervisory Board
Member (from 2001 to 2004), and if appointed as an Audit & Supervisory Board Member, he is expected to use his abundant
experience and record to strengthen the audit system of the Company, making him a well-qualified choice for the Company’sOutside Audit & Supervisory Board Member.
Notes: 1. There is no special interest between the candidate and the Company.
2. Soji Kogure is a candidate for substitute Outside Audit & Supervisory Board Member.
3. Soji Kogure was an Audit & Supervisory Board Member of the Company (full-time) from June 2001 to June 2004.
4. If the election of Soji Kogure as Audit & Supervisory Board Member is approved, the Company plans to register him as
an Independent Officer as stipulated in Article 436-2 of the Securities Listing Regulations of the Tokyo Stock Exchange,
Inc.
5. If Soji Kogure is appointed as Audit & Supervisory Board Member, the Company plans to conclude an agreement with
him that limits the liability for damages specified in Article 423, Paragraph 1 of the Companies Act to the minimum
amount stipulated in Article 425, Paragraph 1 of that Act based on the provisions in Article 427, Paragraph 1 of that Act.

-8-