This document has been translated from the Japanese original for reference purposes only. In the event ofany discrepancy between this translated document and the Japanese original, the original shall prevail. TheCompany assumes no responsibility for this translation or for direct, indirect or any other forms of damages
arising from the translation.

To Shareholders with Voting Rights:
We would like to express our appreciation for your continued support and patronage.
We hereby inform you that the 101st Annual General Meeting of Shareholders of SMK Corporation(the “Company”) will be held as described below.
We would like to ask our shareholders for their continued support and encouragement.
Yasumitsu Ikeda
President, Chief Executive Officer
and Chief Operating Officer
SMK Corporation
June 12, 2023

NOTICE OF
THE 101st ANNUAL GENERAL MEETING OF SHAREHOLDERS
Measures for electronic provision have been taken for the convocation of this Shareholders’ Meeting,and matters to be provided electronically are posted on the website below.
• The Company’s website: https://www.smk.co.jp/company/ir/kabunushisokai/ (available in Japanese

only)

In addition to the above website, matters to be provided electronically have also been posted on theTokyo Stock Exchange (TSE) website. Please access the TSE website (TSE Listed Company Search)
below, enter and search for the issue name “SMK” or securities code “6798,” then select “Basicinformation” and “Documents for public inspection/PR information” to view.
• TSE website (TSE Listed Company Search):https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show
1. Date and Time:

Tuesday, June 27, 2023 at 10:00 a.m. Japan time

2. Place:

GATE CITY HALL, GATE CITY OHSAKI
1-11-1 Ohsaki, Shinagawa-ku, Tokyo-to

3. Meeting Agenda:
Matters to be reported:1. The Business Report and Consolidated Financial Statements for theCompany’s 101st Fiscal Year (April 1, 2022 - March 31, 2023) andresults of audits by the Accounting Auditor and the Board of Auditors ofthe Consolidated Financial Statements
2. Non-consolidated Financial Statements for the Company’s 101st Fiscal
Year (April 1, 2022 - March 31, 2023)
Proposals to be resolved:
Appropriation of Surplus
Proposal 1:
Election of Two (2) Directors
Proposal 2:
Election of One (1) Auditor
Proposal 3:* Souvenirs will not be provided for shareholders who attend the meeting.

-1-4. Other matters related to this notice of convocation(1) If any revisions are made to the matters to be provided electronically, the revised content will beposted on each website listed above.
(2) The documents sent to shareholders also serve as the documents listing the matters to be provided
electronically based on the request for delivery of documents. In accordance with laws andregulations and Article 16 of the Company’s Articles of Incorporation, the following matters areomitted. Accordingly, said documents are part of the documents audited by the Auditors and theAccounting Auditor when preparing the audit report.
(a) “Business Progress and Results,” “Issues to be Addressed,” “Status of Assets and Profit and Loss,”“Main Business Activities,” “Main Sales Offices and Factories,” “Status of Employees,” “MainLenders and Amounts Lent,” “Matters Concerning Shares,” “Main Activities of Outside Officers,”“Total Remuneration, etc. of Outside Officers,” “Overview of Contents of Limitation of Liability
Agreements,” “Matters Concerning the Accounting Auditor,” and “System to Ensure theAppropriateness of Operations and Operational Status of said System” in the Business Report, (b)Consolidated Financial Statements, (c) Non-consolidated Financial Statements, and (d) Audit Report.

-2-Reference Documents for the Shareholders’ Meeting
Proposals and References
Proposal 1:

Appropriation of Surplus

Dividends are determined based on consolidated financial results, taking into account medium- to longterm profitability and the status of internal reserves. We would like to propose a year-end dividend for thefiscal year under review as follows.
Matters concerning the year-end dividend
1. Matters concerning the allocation of dividend property to shareholders and total amount thereof
100 yen per share of common stock of the Company
Total amount: 659,686,200 yen
2. Effective date of appropriation of surplus
June 28, 2023

-3-Proposal 2:

Election of Two (2) Directors

The terms of office of Directors Mr. Tetsuo Hara and Mr. Kaoru Ishikawa will expire at the conclusion ofthis Annual Shareholders’ Meeting. Accordingly, the Company proposes the election of two (2) Directors.
The candidates for Directors are as follows.
No.

Name(Date of birth)

Career summary, positions, responsibilities,and significant concurrent positions

Joined the Company
Vice President, Deputy Division Director of Sales
DivisionJune2018
Executive Vice President (current position)
Tetsuo Hara
Division Director of Sales Division (current(December 20, 1966) April 2019
5,700position)
In charge of Sales for Asia Area Business (current[Reappointment]
position)
June 2019
Director (current position)
April 2021
In charge of Research & Development Center(current position)[Reason for nomination as candidate for Director]
Mr. Tetsuo Hara has a wealth of experience and accomplishments, such as formulating and implementing sales
strategies. Matters he oversees include those concerning sales and development of the entire Group. The
Company has judged that he will continue to appropriately carry out his duties as a Director and contribute to
the strengthening of the Board of Directors’ decision making and supervisory functions, and therefore
nominated him as a candidate for a Director.
July 2007
June 2014

1

Number ofshares of theCompany held-4-No.

Name(Date of birth)

Career summary, positions, responsibilities,and significant concurrent positions
April 1972
September 2002
January 2005
January 2007
June 2010
April 2013
June 2013

Kaoru Ishikawa(November 7, 1950)[Reappointment][Outside][Independent]
2April 2014
May 2014
June 2015
June 2016
June 2017
June 2020

Joined the Ministry of Foreign Affairs
Director-General, International Community
Cooperation Department
Director-General, Economic Affairs Bureau
Ambassador Extraordinary and Plenipotentiary ofJapan to Egypt
Ambassador Extraordinary and Plenipotentiary ofJapan to Canada
Left the Ministry of Foreign Affairs
Senior Executive Director, The Japan Forum on
International Relations
Specially Appointed Professor, Kawamura Gakuen
Woman’s UniversityDirector, Kawamura Gakuen (current position)
Director, The Society for Promotion of Japanese
Diplomacy (current position)
Outside Auditor, SHIMIZU CORPORATION(current position)
Director, the Company (current position)
Director, Mitsubishi UFJ Foundation (currentposition)

Number ofshares of theCompany held

1,000

[Significant concurrent positions]
Outside Auditor, SHIMIZU CORPORATION
Director, Kawamura Gakuen
Director, The Society for Promotion of Japanese Diplomacy
Director, Mitsubishi UFJ Foundation[Reason for nomination as candidate for Outside Director and outline of expected roles]
Although he has never been directly involved in corporate management, Mr. Kaoru Ishikawa has deep insight
into international affairs and a wealth of experience cultivated as a diplomat. He is expected to advise andsupervise the Board of Directors by taking advantage of the expertise and knowledge based on his insight andexperience and strengthen the decision making and supervisory functions of the Board. The Company has
therefore renominated him as a candidate for an Outside Director.

Notes: 1. There are no special interests between the candidates and the Company.
2. The number of shares of the Company held includes the number of unit shares held under thename of Officers Shareholding Association as of March 31, 2023.
3. Mr. Kaoru Ishikawa is a candidate for an Outside Director. The Company has registered him
as an Independent Director/Auditor with the Tokyo Stock Exchange.
4. Based on the provisions of the Articles of Incorporation and Article 427, Paragraph 1 of theCompanies Act, the Company has entered into an agreement with Mr. Kaoru Ishikawa tolimit his liability for damages to the amount stipulated by laws and regulations. If hisreelection is approved, the Company intends to continue the said agreement.
5. Mr. Kaoru Ishikawa will have served as an Outside Director for six (6) years at theconclusion of this Annual Shareholders’ Meeting.

-5-Proposal 3:

Election of One (1) Auditor

The term of office of Auditor Mr. Fumio Nishimura will expire at the conclusion of this Annual
Shareholders’ Meeting. Accordingly, the Company proposes the election of one (1) Auditor.
The approval of the Board of Auditors has been obtained for this proposal.
The candidate for Auditor is as follows.
Name(Date of birth)

Career summary, positions,and significant concurrent positions

Number ofshares of theCompany heldApril 1981

Fumio Nishimura(October 15, 1957)[Reappointment][Outside][Independent]

Joined Mitsubishi Bank, Ltd. (currently MUFGBank, Ltd.)May 2001
General Manager, Himonya Branch Office
March 2005
General Manager, Tsukiji Branch
April 2007
General Manager, Nakano-Ekimae Branch
September 2008 General Manager, Omiya Branch
June 2010
Managing Executive Officer, MST Insurance
Service Co., Ltd.
June 2011
Senior Managing Director, MST Insurance Service
Co., Ltd.
June 2013
Managing Director, NIPPON CARBIDEINDUSTRIES CO., INC.
June 2016
Representative Director and Senior Managing
Executive Officer, NIPPON CARBIDEINDUSTRIES CO., INC.
June 2018
Advisor, NIPPON CARBIDE INDUSTRIES CO.,
INC.
June 2019
Outside Audit & Supervisory Board Member,
Kyosan Electric Manufacturing Co., Ltd. (currentposition)
June 2019
Auditor, the Company (current position)

0[Significant concurrent positions]
Outside Audit & Supervisory Board Member, Kyosan ElectricManufacturing Co., Ltd.
[Reason for nomination as candidate for Outside Auditor]
Mr. Fumio Nishimura has a wealth of knowledge and experience cultivated through his work at a financial
institution, as well as a high level of insight into corporate management. The Company has judged that he will
be able to utilize this experience in audits and appropriately perform his duties as an Outside Auditor, andtherefore renominated him as a candidate for an Outside Auditor.

Notes: 1. There are no special interests between the candidate and the Company.
2. Mr. Fumio Nishimura is a candidate for an Outside Auditor. The Company has registered him
as an Independent Director/Auditor with the Tokyo Stock Exchange.
3. Based on the provisions of the Articles of Incorporation and Article 427, Paragraph 1 of theCompanies Act, the Company has entered into an agreement with Mr. Fumio Nishimura tolimit his liability for damages to the amount stipulated by laws and regulations. If hisreelection is approved, the Company intends to continue the said agreement.
4. Mr. Fumio Nishimura will have served as an Outside Auditor for four (4) years at theconclusion of this Annual Shareholders’ Meeting.

-6-

[Reference] Skill matrix of Directors and Auditors (planned) after this Annual General Meeting ofShareholders
If Proposals 2 and 3 are approved as originally proposed at this Annual General Meeting of Shareholders,the main expertise of each Director and Auditor will be as follows.
Main expertise possessed by Directors and Auditors
No.

Name

Positions

President, Chief
Executive Officer andChief Operating Officer
Director and Executive
Deputy President, Chief
Technology Officer

ManagementTechnology
developme-nt〇

Sales andmarketing

Global〇〇Legalaffaris(compliance)

Financeandaccounting

Environment andsociety

1

Yasumitsu Ikeda

2

Masanobu Ikeo

3Paul Evans

Director〇

4Tetsuo Hara

Director〇

5Toshio Nakamura

DirectorOutside〇〇〇

6Kaoru Ishikawa

DirectorOutside〇〇〇

7Morikazu Fukui

Full-TimeAuditor

Outside〇〇8Naru Nakashima

AuditorOutside〇〇9Fumio Nishimura

AuditorOutside〇〇〇〇〇〇〇-7-〇〇〇〇〇〇