(Translation)

Securities Code: 8068
April 4, 2018

NOTICE OF THE 58TH ANNUAL SHAREHOLDERS’ MEETING

Dear Shareholders,
I would like to invite you to attend the 58th Annual Shareholders’ Meeting to be held as
described hereunder.
If you are unable to attend this Annual Shareholders’ Meeting (the “Meeting”) in person,
you may exercise your voting rights in writing or via the Internet. Please peruse the attached
Reference Documents for Annual Shareholders’ Meeting and exercise your voting rights byreturning the enclosed Exercise Voting Rights Form with your selections to us, or byaccessing the Website for Exercising Voting Rights designated by us(https://evote.tr.mufg.jp/) and inputting your selections, by 5:30 p.m. on April 25(Wednesday), 2018.
Sincerely yours,Takayoshi Oouchi
President & COO
Ryoyo Electro Corporation
1-12-22 Tsukiji, Chuo-ku, Tokyo

1. Date and Time:

10:00 a.m. on April 26 (Thursday), 2018(the reception desk opens at 9:00 a.m.)

2. Venue:

JIJI PRESS HALL (on the 2nd floor of Jiji Press Building)
5-15-8 Ginza, Chuo-ku, Tokyo-1-3. Agenda:
Matters to be reported:

1. The business report, the consolidated financial statements, andthe audit reports on the consolidated financial statements by
the Accounting Auditor and the Audit & Supervisory Boardfor the 58th term (from February 1, 2017 to January 31, 2018)
2. The non-consolidated financial statements for the 58th term(from February 1, 2017 to January 31, 2018)

Matters to be proposed:
Proposal No. 1

Appropriation of Surplus

Proposal No. 2

Election of One (1) Director*

When attending the Meeting in person, shareholders are requested to submit the enclosed Exercise*

We will post any modification to the reference documents for the Meeting, the business report, theVoting Rights Form at the reception desk on the above-mentioned date.
consolidated financial statements and the non-consolidated financial statements on our corporatewebsite (http://www.ryoyo.co.jp).

This is an English translation prepared for the convenience of non-resident shareholders. If there is any
discrepancy between the translation and the original Japanese text, the latter shall prevail.

-2-Reference Documents for Annual Shareholders’ Meeting

Proposal No. 1: Appropriation of Surplus
We propose that surplus be appropriated in the following manner:
Matters related to year-end dividendWith a stable dividend to our valued shareholders as a base and generally taking into
consideration business performance for the term under review, retained earnings set aside for
future plans for business development, and other factors, we propose that the year-end
dividend for the 58th term be as follows:(1) Type of dividend property
Cash(2) Allotment of dividend property and its aggregate amount¥30 per share;
Including the interim dividend, the dividend for the full year will be ¥60 per share, andthe aggregate amount of dividend will be ¥735,187,200.
(3) Effective date of dividend distribution
April 27, 2018

-3-Proposal No. 2: Election of One (1) Director
We propose that one (1) Director be elected to strengthen the management structure. Theterm of office of newly elected Director this time runs until the conclusion of the 59th
Annual Shareholders’ Meeting scheduled to be held in April 2019, when the term of officeof other serving Directors expires, as stipulated in Article 22 of the Company’s Articles ofIncorporation. Note that as Director Mr. Nobuo Kikutsugi will retire at the conclusion of thisAnnual Shareholders’ Meeting, the number of serving Directors after the election from this
proposal will remain unchanged at eight (8).
The candidate’s profile is provided below.
Career summary and positions and responsibilities at the Company
Number of(status of important concurrent occupations or
the Company’spositions at other organizations)shares held
Apr. 1984 Joined Isetan Co., Ltd. (currently Isetan Mitsukoshi Ltd.)
Apr. 2011 Director, Executive Officer, General Manager, Corporate
Planning Division, Isetan Mitsukoshi Ltd.
Apr. 2012 Executive Officer, General Manager, Personnel Division,Isetan Mitsukoshi Holdings Ltd.
Apr. 2016 Managing Executive Officer, General Manager, IT &Group Marketing Strategy Headquarters, Isetan<New candidate>
Mitsukoshi Holdings Ltd.
Moritaka
Joined Ryoyo Electro as Special Advisor
May
2017
Nakamura
1,000
Senior Managing Executive Officer in charge of Business
Aug.
2017
(September 7,Renovation
1959)
Dec. 2017 Senior Managing Executive Officer in charge of Sales,
Technology, Overseas Marketing and Business
Renovation
Mar. 2018 Senior Managing Executive Officer in charge of Sales,
Technology and Overseas Marketing, General Manager,
Sales and Business Development Div., in charge ofBusiness Renovation (incumbent)
Reasons for nominating the candidate for Director
Before entering the Company, the candidate gained extensive experience, knowledge, and personal
network cultivated through being engaged in work related to corporate planning, sales planning,
personnel, IT and group marketing strategy, and being involved in senior management as a Director.
Bringing such experience to the Company, he is currently carrying out comprehensive management ofsales, technology and overseas marketing as General Manager of Sales and Business Development Div.,
while demonstrating leadership as the person in charge of Business Renovation within the Company.
For these reasons, the Company believes that he is a suitable candidate capable of improving its
corporate value and accordingly proposes his election as a Director of the Company.
Name(date of birth)

Note:

There is no special interest between the Company and the candidate for Director.

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