This document has been translated from the Japanese original for the convenience of non-Japanese shareholders. In the event ofany discrepancy between this translation and the Japanese original, the original shall prevail.

Securities identification code: 6376
March 11, 2016

To our shareholders:Toshihiko Kai

President & Representative Director

NIKKISO CO., LTD.
4-20-3 Ebisu, Shibuya-ku, TokyoNOTICE OF THE 75TH ORDINARY GENERAL MEETING OF SHAREHOLDERS
You are cordially invited to attend the 75th Ordinary General Meeting of Shareholders of NIKKISO CO.,LTD. (the “Company”), which will be held as described below.
If you are unable to attend the meeting in person, you may exercise your voting rights by postal mail or
via the Internet. Please indicate your approval or disapproval of the proposals on the enclosed voting form
after reviewing the attached Reference Documents for the General Meeting of Shareholders, and return it
by postal mail or via the Internet to reach us no later than 5:30 p.m., Tuesday, March 29, 2016 (Japan
Standard Time).

Meeting Details
1.

Date and time:

Wednesday, March 30, 2016 at 10:00 a.m. (Japan Standard Time)(The reception desk will open from 9:00 a.m.)(By resolution of the 74th Ordinary General Meeting of Shareholders held on
June 24, 2015, the Company has changed its fiscal year-end from March 31 to
December 31. As a result, the transition period of the 75th fiscal year (thecurrent year) covers the period of nine months from April 1, 2015 to December
31, 2015, and thus the date of this meeting is different from the anniversary of
the previous meeting.)

2.

Venue:

Nikkiso Higashimurayama Plant
R&D Center
Multi-Purpose Bldg. 7F, Conference Room
2-16-2 Noguchi-cho, Higashimurayama-shi, Tokyo

3.

Purposes:
Items to be reported:
1. Business Report and Consolidated Financial Statements for the 75th Term (from April 1,2015 to December 31, 2015), as well as the results of audits of the Consolidated Financial
Statements by the Accounting Auditor and the Audit & Supervisory Board.
2. Non-Consolidated Financial Statements for the 75th Term (from April 1, 2015 to December
31, 2015)
Items to be resolved:
Proposal 1:
Partial amendments to the Articles of Incorporation
Proposal 2:
Election of eight (8) Directors
Proposal 3:
Election of one (1) Audit & Supervisory Board Member

4.

Other decisions concerning convocation of the general meeting of shareholders(1) If you exercise your voting rights by postal mail, please indicate your approval or disapproval of
the proposals on the enclosed voting form, and as described above, return it by postal mail toreach us no later than 5:30 p.m., Tuesday, March 29, 2016 (Japan Standard Time).
(2) If you exercise your voting rights via the Internet, please follow the “Instructions on How to
Exercise Voting Rights via the Internet, etc.,” and as described above, please exercise yourvoting rights no later than 5:30 p.m., Tuesday, March 29, 2016 (Japan Standard Time) from theInternet website designated by the Company (http://www.web54.net).
(3) If you exercise your voting rights by multiple methods such as by postal mail and via the Internet,that which reaches the Company last shall be deemed effective; provided, however, that if voting
rights are exercised by postal mail and via the Internet on the same date, the exercise of voting
rights via the Internet shall be deemed effective.
(4) If you exercise your voting rights multiple times via the Internet, the last exercise shall bedeemed effective.
(5) Of the documents to be submitted upon this notification, “Notes to the Consolidated Financial
Statements” and “Notes to the Non-Consolidated Financial Statements” are posted on the
Company’s website (http://www.nikkiso.co.jp) pursuant to laws and regulations as well as
Article 19 of the Company’s Articles of Incorporation, and thus these documents are notincluded in the attached documents. The Audit & Supervisory Board Members and the
Accounting Auditor conduct an audit on the Consolidated Financial Statements and NonConsolidated Financial Statements, including the matters posted on the Company’s website.

 If you will be present at the meeting, please submit the enclosed voting form at the reception desk of the meeting.
 In the event of circumstances requiring amendments to the Business Report, Non-Consolidated Financial
Statements, Consolidated Financial Statements, and Reference Documents for the General Meeting of
Shareholders, the matters that have been amended will be posted on the Company’s website(http://www.nikkiso.co.jp).

Reference Documents for the General Meeting of Shareholders

Proposal 1:

Partial amendments to the Articles of Incorporation

1. Reason for proposal(1) Article 2 (Purpose) of the current Articles of Incorporation will be amended in order to address
the diversification of our business domains, such as the ultraviolet LED business, as well as tocreate a business purpose that matches the current situation.
(2) In order to clearly separate the decision-making and supervisory functions of Directors overmanagement from the functions of Executive Officers to perform operations, only the
Chairman, Vice-Chairman and President shall be appointed from among Directors set forth in
the posts in the provisions of Article 22 (Representative Directors and Directors in Title),
Paragraph 2 of the current Articles of Incorporation. In future, the titles of Vice President,
Senior Managing Directors, and Managing Directors will be given to Executive Officers, withthe decisions to be made by resolution of the Board of Directors.
2. Details of the amendments
The details of the changes are as follows:
Current Articles of Incorporation
Article 1<Omitted>
Article 2(Purpose)
The purpose of the Company shall be to engage
in the following businesses:
1. Manufacture, sale, and rental ofwind/water power equipment, consumer
machinery and appliances, measurement
instruments, and process control
instrumentation, and other industrial
equipment and apparatus;
2. Manufacture, sale, and rental ofequipment and apparatus for water
processing, heat control, chemicalcleaning, and pollution prevention, as
well as project operation and consultingwork;
3. Manufacture, sale and rental of medical
devices and medical devices for animals;
4. Manufacture and sale of drugs, drugs foranimals, industrial chemicals, quasidrugs, cosmetics, and chemical fiber
products;
5. Manufacture, sale, and rental of vessels,
aircraft, vehicles, and related equipment
thereof;

Article 1(Amended parts are underlined)
Proposed amendment<Unchanged>

Article 2(Purpose)
The purpose of the Company shall be to engage
in the following businesses:
1. Manufacture and sale of industrial pumps,
compressors, measurement instruments,
apparatus for manufacturing electronic
components, water conditioning systems
for power plants, and other industrial
equipment as well as systems thereof;<Deleted>

2.

Manufacture, sale and rental of medical
equipment and drugs;<Deleted>

3.

Manufacture and sale of carbon fiber
reinforced composite materials, etc. foraircraft, satellites, vessels, and vehicles,etc.;Current Articles of Incorporation<Added>
6.

7.
8.
9.

10.
11.

12.

13.
14.
15.
16.

Manufacture and sale of carbon, carbon
fiber as well as of chemical products
containing the foregoing;
Manufacture, sale, and rental of officemachinery and appliances;
Manufacture and sale of batteries;
Manufacture and sale of exercise
machines and various items of food anddrink;
Import and export of products and the likeindicated in the preceding items;
Planning, design, supervision, andcontracting of civil engineering, building,landscaping, electrical and plumbing
work, and other construction work;
Planning, production, sale, lease, andoperation of facilities for education,
health, medical care, sports,
accommodation, recreation, and the like,and related travel agency business;
Purchase and sale, lease, agency work,
management, and appraisal of real estate;
Warehouse business;
Management consulting work;
Purchase and sale of used items;

4.

Proposed amendment
Manufacture and sale of semiconductors
and applied products thereof;<Deleted><Deleted><Deleted><Deleted><Deleted>
5.

Planning, design, supervision andexecution of the utility work pertaining to
the preceding items;<Deleted><Deleted>

6.

<Deleted><Deleted>
Purchase and sale of used items of thepreceding items;<Deleted>

17. Any and all business related to thepreceding items;
18. In order to achieve the businesses of theforegoing, able to engage in thebusinesses jointly with others, make an
investment elsewhere, or become afounder of some other company; and19. Any other legitimate business.

7.

Articles 3 to 21 <Omitted>

Articles 3 to 21 <Unchanged>

Article 22 (Representative Directors andDirectors in Title)(1) <Omitted>(2) Board of Directors may, by its resolution,
appoint one (1) Chairman, one (1) ViceChairman, one (1) President, and a few
Vice-Presidents, Senior Managing
Directors, and Managing Directors fromamong the Directors.

Article 22 (Representative Directors andDirectors in Title)(1) <Unchanged>(2) Board of Directors may, by its resolution,
appoint one (1) Chairman, one (1) ViceChairman and one (1) President fromamong the Directors.

Articles 23 to 46 <Omitted>

Articles 23 to 46 <Unchanged><Deleted><Unchanged>

Proposal 2:

Election of eight (8) Directors

The term of office of all of the current seven (7) Directors will expire at the conclusion of thismeeting. Accordingly, the Company proposes that one (1) Director be added and eight (8) Directors
be elected in order to further strengthen the management structure.
The candidates for Directors are as follows, and they satisfy the criteria for the election of theCompany’s Directors and Outside Directors as described at the end of this proposal:
No.

Name (Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
February 1996

Toshihiko Kai(August 19, 1946)[Reelection]
1

General Manager, Dai-Ichi Kangyo Bank
Nederland N.V.
March 2000
Joined the Company.
April 2001
Executive Officer of the Company
April 2002
President, Medical Equipment Unit of theCompany
June 2003
Director of the Company (present position)
December 2004 President & Representative Director of theCompany (present position)[Position and responsibility at the Company]
President & Representative Director

Number of theCompany’s
shares owned

52,388[Reasons for selection as a candidate]
As stated in the career summary, position and responsibilities above, he has wide experience as well as
knowledge, ability and leadership that enable him to gain an overview of the management environmentof our Group, promote important management issues speedily and decisively, and achieve results. As
such, it has been determined that he is suitable as a Director of the Company, and as a candidate tocontinue as a Director.

No.

Name (Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
April 1977
April 2003

Akira Nishiwaki
November 18, 1954
[Reelection]
2

Joined the Company.
General Manager, Corporate Support Center of theCompany
June 2003
Executive Officer of the Company
April 2007
General Coordinator, Management Strategic
Division, Industrial Solutions Unit of theCompany
April 2008
General Manager, Corporate Support Center of theCompany
June 2008
Director of the Company (present position)
April 2009
General Manager, Administration Division of theCompany
April 2010
General Manager of Corporate Planning
Department of the Company
June 2011
Senior Executive Officer of the Company (present
position)
April 2013
General Manager, Industrial Division of theCompany
Chairman of the Board, Shanghai Nikkiso NonSeal Pump Co., Ltd.
April 2015
General Manager, Corporate Planning Departmentof the Company[Position and responsibility at the Company]
Director, Senior Executive Officer
In charge of Administration and Corporate Planning (Compliance,
Export Control, Internal Audit, Internal Control, Information
Systems, Public Relations/Investor Relations)

Number of theCompany’s
shares owned

11,816[Reasons for selection as a candidate]
As stated in the career summary, position and responsibilities above, mainly through his duties of being incharge of the Administration and Corporate Planning Division, he has wide experience and advanced
knowledge about our Group’s business activities. As such, it has been determined that he is suitable as a
Director of the Company, and as a candidate to continue as a Director.

No.

Name (Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
April 1975
April 2002

Hisashi Homma
September 12, 1952
[Reelection]
3

Joined the Company.
General Manager, Sales Division, Fluid
Technologies Unit of the Company
April 2007
Executive Officer of the Company
April 2008
General Manager, Fluid Technologies Unit of theCompany
July 2008
Chairman of the Board, Shanghai Nikkiso NonSeal Pump Co., Ltd.
April 2009
General Manager, Pump Division of the Company
April 2010
General Manager, Industrial Division of theCompany
June 2010
Director of the Company (present position)
June 2011
Senior Executive Officer of the Company (present
position)
April 2013
Chairman of the Board and Chief Executive
Officer, Nikkiso (Shanghai) Consulting Co., Ltd.
(present position)
April 2015
General Manager, Industrial Division of theCompany
Chairman of the Board, Shanghai Nikkiso NonSeal Pump Co., Ltd. (present position)[Position and responsibility at the Company]
Director, Senior Executive Officer
In charge of Industrial Business, Production and Quality Control

Number of theCompany’s
shares owned

9,671[Reasons for selection as a candidate]
As stated in the career summary, position and responsibilities above, mainly through his duties of being incharge of the Industrial Business, he has wide experience and advanced knowledge about our Group’s
production and quality control. As such, it has been determined that he is suitable as a Director of theCompany, and as a candidate to continue as a Director.

No.

Name (Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
April 2008

Tsunehisa Suita
October 23, 1959
[Reelection]
4

General Manager, Global Structured Finance
Division, Mizuho Corporate Bank, Ltd.
April 2010
Joined the Company.
October 2010 General Manager, Planning & Strategy, Medical
Division of the Company
April 2011
Executive Officer of the Company
General Manager, International Business
Department, Medical Division of the Company
October 2011 Deputy General Manager, Medical Division of theCompany
April 2013
General Manager, Corporate Planning Departmentof the Company
June 2013
Director of the Company (present position)
October 2013 General Manager, Medical Division of theCompany
Chairman of the Board, Shanghai Nikkiso Trading
Corporation (present position)
April 2014
Senior Executive Officer of the Company (present
position)[Position and responsibility at the Company]
Director, Senior Executive Officer
In charge of Medical Business

Number of theCompany’s
shares owned

2,319[Reasons for selection as a candidate]
As stated in the career summary, position and responsibilities above, mainly through his duties of being incharge of the Medical Business, he has wide experience and advanced knowledge about our Group’sbusiness activities. As such, it has been determined that he is suitable as a Director of the Company, and as a
candidate to continue as a Director.

No.

Name (Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
April 2008

Shotaro Fujii
December 3, 1954
[Reelection]
5

General Manager, IVD Technology Center, Nihon
Kohden Corporation
November 2011 Joined the Company.
October 2012
General Manager, Shizuoka Plant (present
position)
General Manager, Medical Shizuoka Factory,
Shizuoka Plant of the Company
April 2013
Executive Officer of the Company
April 2015
General Manager, Biomedical Engineering Center,
Medical Division of the Company
June 2015
Director of the Company (present position)
January 2016
Senior Executive Officer of the Company (present
position)[Position and responsibility at the Company]
Director, Senior Executive Officer
In charge of Engineering
General Manager, Shizuoka Plant
General Manager, Biomedical Engineering Center, Medical
Division

Number of theCompany’s
shares owned

639[Reasons for selection as a candidate]
As stated in the career summary, position and responsibilities above, mainly through his duties of being incharge of development and manufacture of medical devices and other products, he has wide experienceand advanced knowledge about our Group’s business activities. As such, it has been determined that he issuitable as a Director of the Company, and as a candidate to continue as a Director.

No.

Name (Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
April 1977
April 2001

April 2007
April 2009
Naota Shikano
November 18, 1952

August 2009

[New election]
6

April 2010

January 2013
January 2016

Joined the Company.
General Manager, Cryogenic Pump Department,
Sales Division, Fluid Technologies Unit of theCompany
General Manager, General Project Headquarters,
Fluid Technologies Unit of the Company
General Manager, Business Promotion
Department, Pump Division of the Company
General Manager, LEWA Task Force Department,
Pump Division of the Company
Executive Officer of the Company
Industrial Solutions & Overseas Business
Headquarter, Industrial Division of the Company
February 2011 Managing Director, LEWA GmbHManaging Director & CEO, LEWA GmbH
Senior Executive Officer of the Company (present
position)

Number of theCompany’s
shares owned

6,004[Reasons for selection as a candidate]
As stated in the career summary, position and responsibilities above, mainly through his duties of being incharge of the Industrial Business and as a representative of major overseas subsidiary, he has wide
experience and advanced knowledge about our Group’s business activities. As such, it has been
determined that he is suitable to be a Director of the Company, and as a new candidate to be a Director.

No.

Name (Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
October 1975

Kenjiro Nakane
July 9, 1947
[Reelection][Outside Director]
7

Registered as a certified public accountant (topresent)
July 1977
Registered as a licensed tax accountant (topresent)
Director, Nakane Kenjiro Tax Accountant
OfficeApril 1988
Representative Partner, Seishin & Co. (currently
SeishinShisei & Co.) (present position)
November 1991 Audit & Supervisory Board Member, Japan
Lifeline Co., Ltd.
June 2001
Outside Audit & Supervisory Board Member of
the Company
July 2003
Representative Partner, Seishin & Co. (currently
SeishinShisei & Co.) (present position)
June 2006
Outside Audit & Supervisory Board Member,
Nippon Valqua Industries, Ltd. (present
position)
August 2006
Member of Independent Committee of theCompany
June 2012
Outside Director of the Company (present
position)[Significant concurrent positions outside the Company]
Certified public accountant (Representative Partner, SeishinShisei& Co.)
Licensed tax accountant (Representative Partner, SeishinShisei &Co.)
Outside Audit & Supervisory Board Member, Nippon Valqua
Industries, Ltd.

Number of theCompany’s
shares owned

11,978[Reasons for selection as a candidate]Through his activities as a certified public accountant and licensed tax accountant over the years, he has
acquired a thorough knowledge about corporate accounting and tax affairs. Furthermore, while he does
not have any previous experience of direct involvement in corporate management, he has wide experienceand advanced knowledge that enable him to supervise the Directors’ decision-making and performance of
their duties from an objective and professional viewpoint independent from the Company’s executives, as
shown in the career summary, etc. above. As such, it has been determined that he is suitable as an Outside
Director of the Company, and as a candidate to continue as an Outside Director.
Notes:
1. There is no special interest between the candidate and the Company.
2. Kenjiro Nakane is a candidate to be one of our Outside Directors.
(1) Kenjiro Nakane is currently one of the Company’s Outside Directors, and he will have been in this position
for three years and nine months at the conclusion of this meeting. The Company has registered him with theTokyo Stock Exchange, Inc. as an Independent Director.
(2) The Company has executed with Kenjiro Nakane, pursuant to the provisions of Articles of Incorporation, alimited liability agreement which provides that the higher amount of either five million yen or the minimum
total liability specified by laws and regulations shall be the maximum amount of liability for damages. If his
reelection is approved, the Company plans to maintain the limited liability agreement.
3. Kenjiro Nakane was an Outside Audit & Supervisory Board Member of the Company in the past.

No.

Name (Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
April 1981
August 1983

Yutaro Kikuchi
May 5, 1951
[Reelection][Outside Director]
8

Registered as an attorney (to present)
Audit & Supervisory Board Member, Nihon
System Product (present position as Outside Audit& Supervisory Board Member)
April 1986
Director, Kikuchi Sogo Law Office (present
position)
April 2000
Executive Governor, Japan Federation of Bar
Associations
November 2003 Vice-President, Tokyo Bar Association
June 2007
Outside Audit & Supervisory Board Member of
the Company
August 2007
Member of Independent Committee of theCompany
December 2012 Outside Audit & Supervisory Board Member,
Total Estate, Ltd. (present position)
April 2013
Vice President, Japan Federation of Bar
Associations
President, Tokyo Bar Association
June 2014
Managing Director, Japan Law Foundation(present position)
June 2015
Outside Director of the Company (present
position)[Significant concurrent positions outside the Company]
Attorney (Director, Kikuchi Sogo Law Office)Managing Director, Japan Law Foundation
Outside Audit & Supervisory Board Member, Nihon System
Product
Outside Audit & Supervisory Board Member, Total Estate, Ltd.

Number of theCompany’s
shares owned

15,381[Reasons for selection as a candidate]Through his activities as an attorney over the years, he has acquired advanced knowledge about corporate
management and corporate legal affairs. Furthermore, while he does not have any previous experience of
direct involvement in corporate management, he has wide experience and advanced knowledge thatenable him to supervise the Directors’ decision-making and performance of their duties from an objective
and professional viewpoint independent from the Company’s executives, as shown in the career summary,etc. above. As such, it has been determined that he is suitable as an Outside Director of the Company, andas a candidate to continue as an Outside Director.
Notes:
1. There is no special interest between the candidate and the Company.
2. Yutaro Kikuchi is a candidate to be one of our Outside Directors.
(1) Yutaro Kikuchi is currently one of the Company’s Outside Directors, and he will have been in this position
for nine months at the conclusion of this meeting. The Company has registered him with the Tokyo Stock
Exchange, Inc. as an Independent Director.
(2) The Company has executed with Yutaro Kikuchi, pursuant to the provisions of Articles of Incorporation, alimited liability agreement which provides that the higher amount of either five million yen or the minimum
total liability specified by laws and regulations shall be the maximum amount of liability for damages. If his
reelection is approved, the Company plans to maintain the limited liability agreement.
3. Yutaro Kikuchi was an Outside Audit & Supervisory Board Member of the Company in the past.

For Reference: Criteria for the Election of the Company’s Directors(Article 22 of the Nikkiso Group's Corporate Governance Guidelines)
1. Criteria for the Election of Directors
For a Director, we designate a person who has knowledge, ability and leadership that will enable
him or her to gain an overview of the management environment of our Group, promote importantmanagement issues speedily and decisively, and achieve results, and who can be committed toestablish corporate governance that supports the realization of our corporate philosophy throughtransparent, fair, speedy and decisive decision-making.
2. Criteria for the Election of Outside Directors
For an Outside Director, we designate a person who, as a party having no personal, capital ortrade relationship with, or any other interest in, the Company other than his or her relationship as
an outside officer, has no possibility of causing a conflict of interest with general shareholders,
and who can supervise the directors’ decision-making and performance of their duties from an
objective and professional viewpoint independent from the Company’s executives and provide
correct advice based on his or her expertise in order to promote the sustainable growth of theCompany and improve the medium- to long-term corporate value.

Proposal 3:

Election of one (1) Audit & Supervisory Board Member

Since the term of office of Eisuke Nagatomo will expire at the conclusion of this meeting, theCompany proposes that one (1) Audit & Supervisory Board Member be elected. The Audit &Supervisory Board has given its consent to this proposal.
The candidate for Audit & Supervisory Board Member is as follows, and he satisfies the criteria forthe election of the Company’s Audit & Supervisory Board Member as described at the end of this
proposal:Name (Date of birth)

Eisuke Nagatomo(July 7, 1948)[Reelection][Outside Audit &Supervisory Board
Member]

Career summary and position(Significant concurrent positions outside the Company)
April 1971
Joined Tokyo Stock Exchange
November 2001 Executive Officer, Tokyo Stock Exchange, Inc.
June 2003
Senior Executive Officer, Tokyo Stock Exchange, Inc.
December 2005 Senior Executive Officer, Tokyo Stock Exchange, Inc.
(CSRO)
October 2007
President & CEO, EN Associates Co., Ltd. (present
position)
April 2008
Visiting Professor, Graduate School of Commerce,
Waseda University (present position)
May 2008
Outside Audit & Supervisory Board Member, Cedyna
Financial Corporation
June 2008
Outside Audit & Supervisory Board Member, Omron
Corporation (present position)
June 2008
Outside Audit & Supervisory Board Member, Mitsubishi
Corporation
June 2010
Outside Director, kabu.com Securities Co., Ltd. (present
position)
June 2010
Outside Director, Miroku Jyoho Service Co., Ltd. (present
position)
June 2012
Outside Audit & Supervisory Board Member of theCompany (present position)

Number of theCompany’s
shares owned

3,561[Significant concurrent positions outside the Company]
President & CEO, EN Associates Co., Ltd.
Outside Audit & Supervisory Board Member, Omron Corporation
Outside Director, kabu.com Securities Co., Ltd.
Outside Director, Miroku Jyoho Service Co., Ltd.
[Reasons for selection as a candidate]
In addition to his expert knowledge specialized in areas such as Corporate Governance as well as building thestructures of Compliance and Risk Management (Internal Control) Systems, he has engaged in management of
securities markets over the years and has advanced knowledge about securities and financial markets. As such, it has
been determined that he is suitable as an Outside Audit & Supervisory Board Member of the Company, and as a
candidate to continue as an Outside Audit & Supervisory Board Member.
Notes:
1. There is no special interest between the candidate and the Company.
2. Eisuke Nagatomo is a candidate to be our Outside Audit & Supervisory Board Member.
(1) Eisuke Nagatomo is currently one of the Company’s Outside Audit & Supervisory Board Members, and hewill have been in this position for three years and nine months at the conclusion of this meeting. The
Company has registered him with the Tokyo Stock Exchange as an Independent Auditor.
(2) The Company has executed with Eisuke Nagatomo, pursuant to the provisions of Articles of Incorporation, alimited liability agreement which provides that the higher amount of either three million yen or the minimum
total liability specified by laws and regulations shall be the maximum amount of liability for damages. If his
reelection is approved, the Company plans to maintain the limited liability agreement.
3. In May 2015, the Financial Services Agency ordered kab.com Securities Co., Ltd., of which Eisuke Nagatomo is
an Outside Director, to improve business operations for the reason that “the company’s system management isinadequate.” Eisuke Nagatomo provides suggestions and supervision to the company’s Board of Directors and Audit
Committee over the adequacy of the company’s business improvement plan as well as on the state of progress of theplan. We are informed that the business improvement plan is scheduled to be completed at the end of March 2016.

For Reference: Company’s Criteria for the Election of Audit & Supervisory Board Members(Article 23 of the Nikkiso Group’s Corporate Governance Guidelines)
1. Criteria for the Election of Audit & Supervisory Board Members
For an Audit & Supervisory Board Member, we designate a person who can perform businessaudits and accounting audits as well as actively exercise his or her authority and give appropriate
opinions at the Board of Directors. At least one (1) Audit & Supervisory Board Member must bea person who has appropriate expertise in finance and accounting.
2. Criteria for the Election of Outside Audit & Supervisory Board Members
For an Outside Audit & Supervisory Board Member, we designate a person who, as a party
having no personal, capital or trade relationship with, or any other interest in, the Company otherthan his or her relationship as an outside officer, has no possibility of causing conflict of interest
with general shareholders, and who can supervise the directors’ decision-making andperformance of their duties from an objective and professional viewpoint independent from theCompany’s executives and provide opinions and advice on risks relating to management
strategies based on his or her wide expertise.