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, theoriginal shall prevail. The Company assumes no responsibility for this translation or for direct,
indirect or any other forms of damages arising from the translation.

Securities code: 4043
June 8, 2020
To Those Shareholders with Voting Rights
Hiroshi Yokota
Representative Director
Tokuyama Corporation
1-1 Mikage-cho, Shunan-shi, Yamaguchi

Notice of Convocation of the 156th Ordinary General Meeting of Shareholders
We are pleased to announce the 156th Ordinary General Meeting of Shareholders of the Company.
If you refrain from attending the meeting, you can exercise your voting rights in writing or via
the Internet. Please review the Reference Documents for the General Meeting of Shareholders
and exercise your voting rights by 6:00 p.m. on Tuesday, June 23, 2020.
Exercise of Voting Rights in Writing (by Mail)
Please indicate your approval or disapproval of the proposals on the enclosed Voting Rights
Exercise Form and return it so that it arrives by the voting deadline indicated above.
Exercise of Voting Rights via the Internet
Access the Company’s designated voting rights exercise website (https://evote.tr.mufg.jp/), input
the login ID and temporary password indicated on the enclosed Voting Rights Exercise Form,follow the instructions on the screen, and input your approval or disapproval of the proposals by
the voting deadline indicated above.
1. Date and time:

Wednesday, June 24, 2020, at 10:00 a.m. (Reception opens at 9:00 a.m.)

2. Place:

Tokuyama Corporation Culture Gymnasium
1-1-25, Eguchi, Shunan-shi, Yamaguchi

3. Meeting agenda
Matters to be reported:
1. Report on the Business Report, the Consolidated Financial Statements for the 156th Fiscal
Term (from April 1, 2019 to March 31, 2020) and the Results of Audits of the Consolidated
Financial Statements by the Accounting Auditor and the Audit and Supervisory Committee
2. Report on the Non-Consolidated Financial Statements for the 156th Fiscal Term (from April
1, 2019 to March 31, 2020)
Matters to be resolved:
Proposal No. 1: Appropriation of Surplus
Proposal No. 2: Election of Five (5) Directors (excluding Directors who are Audit andSupervisory Committee Members)
4. Decision for convocation
Please refer to the information on the exercise of voting rights.

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* When attending the meeting, please submit the enclosed Voting Rights Exercise Form at thereception.
* The following items are not provided in the appendix to the reported matters because they havebeen posted on the Company’s website (https://www.tokuyama.co.jp/), pursuant to the provisionsof applicable laws and regulations and Article 16 of the Articles of Incorporation.
(1) “Systems to Ensure Appropriateness of Execution of Duties by Directors comply with Laws
and Regulations and the Articles of Incorporation, Systems to Ensure Appropriateness of
Other Operations, and Operational Status of the Systems” and “Basic Policy on Control of
the Company”(2) “Consolidated Statement of Changes in Equity” and “Notes to the Consolidated Financial
Statements” of the Consolidated Financial Statements(3) “Non-Consolidated Statement of Changes in Equity” and “Notes to the Non-Consolidated
Financial Statements” of the Non-Consolidated Financial Statements
The Audit and Supervisory Committee and the Accounting Auditor conducted audits on theBusiness Report the Consolidated Financial Statements and Non-Consolidated Financial
Statements when preparing the audit report and the financial audit report respectively. Thesestatements are also included the matters posted on the Company’s website.
* If any revision is made with regard to the matters stated in the Business Report, Non-Consolidated
Financial Statements, Consolidated Financial Statements and the Reference Documents for the
General Meeting of Shareholders, the modified information will be shown on the website of theCompany (https://www.tokuyama.co.jp/).
* Gifts will not be provided this year in consideration of the safety of shareholders.
* If there are any changes to how the meeting will be run, etc., the information will be posted on thewebsite of the Company (https://www.tokuyama.co.jp/).

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Proposals and References
Proposal No. 1: Appropriation of Surplus
The Company makes payment of cash dividends to shareholders, in principle on a continuous andstable basis, while taking into consideration changes in business performance and the
medium-term business plan.
Meanwhile, we will appropriate internal reserves for establishing a sound financial structure inpreparation for operational risks, and for making capital investments and other investments tofurther raise our corporate value.
Based on the above policies, the Company proposes the year-end dividends for the fiscal term
under review as follows.
1. Type of dividend property:
Dividends will be paid in cash.
2. Matters concerning the allocation of dividend property to shareholders and total amountthereof:35 yen per share of common stock of the Company
The total amount: 2,434,258,015 yen
As the Company has paid an interim dividend of 35 yen per share for this fiscal year, thismakes the annual dividends 70 yen per share.
3. Effective date of distribution of surplus
June 25, 2020-3-

Proposal No. 2: Election of Five (5) Directors (excluding Directors who are Audit andSupervisory Committee Members)
The terms of office of all four (4) Directors will expire at the close of this General Meeting of
Shareholders.
Accordingly, we request the election of five (5) Directors (excluding Directors who are Audit andSupervisory Committee Members).
Furthermore, we confirmed that there were no matters of note expressed by the Audit andSupervisory Committee at the General Meeting of Shareholders with regard to this Proposal.
The candidates for Director (excluding Directors who are Audit and Supervisory Committee
Members) are as follows:

No.

Name

Current position and assignment at theCompany

Attendance atmeetings of theBoard of Directors

Representative Director, Supervision of1

Candidate forreelection

Hiroshi Yokota

Chemicals, Cement, Life & Amenity,

17/17

Research & Development and Audit(100%)

Office, President and Executive Officer
Representative Director, In charge ofTokuyama Factory, Kashima Factory,
2

Candidate forreelection

Hideki Adachi

Environment & Safety Dept., and

17/17

Manufacturing Technology, Senior(100%)

Managing Executive Officer, General
Manager, Tokuyama Factory
Director, In charge of Corporate
Planning, Corporate Social
Responsibility, General & Personnel
3

Candidate forreelection

Hideo Sugimura

Affairs, Procurement & Logistics and

17/17

Secretarial Dept., Managing Executive(100%)

Officer, General Manager, Corporate
Planning Div., General Manager,
Procurement & Logistics Div.
Director, In charge of Specialty
4

Candidate forreelection

Hiroshi Nomura

Products, Managing Executive Officer,

13/13

General Manager, Specialty Products(100%)

Business Div.
Managing Executive Officer, General
5New
candidate

Fumiaki Iwasaki

Manager, Research & Development
Div., General Manager, Tsukuba
Research Lab.

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─

No.

Name
(Date of birth)
April 1985

Joined the Company

Reelected

April 2008

General Manager, Fine Chemicals Sales Dept.

Hiroshi Yokota

January 2010

General Manager, Silica Products Sales Dept.

(October 12, 1961)

April 2014

Executive Officer, General Manager, Specialty Products
Business Div.

Number of Company Shares
Owned:
16,900 shares

March 2015

President and Executive Officer

June 2015

Representative Director, Supervision of all businessdivisions, Corporate Planning Div., Audit Office,Secretarial Dept. and General & Personnel Affairs,
President and Executive Officer

June 2017

Representative Director, Supervision of all businessdivisions and Audit Office, President and Executive
OfficerJune 2019

Representative Director, Supervision of Chemicals,
Cement, Life & Amenity, Research & Development andAudit Office, President and Executive Officer (Topresent)

Tenure as Director:
5 years
1

Career Summary, Position, Assignment andPrincipal Concurrent Positions

Attendance at meetings of theBoard of Directors during the
fiscal year ended March 31,
2019:17/17 (100%)

Reasons for nomination as candidate for Director
Mr. Hiroshi Yokota is responsible for the management of the Company as Representative Director andPresident and Executive Officer. He has experience in sales, personnel and labor issues, and information
systems operations, as well as in serving as General Manager, Specialty Products Business Div. Based on thisabundant operational experience and his track record in bringing to a close the rebuilding of the deteriorated
financial base, actively reforming the Tokuyama Group’s organizational culture and structure and rebuilding
the Group’s business strategies to achieve growth, we have determined that he is the right person to play a partin increasing the corporate value of the Tokuyama Group. Therefore we request his reelection as Director.

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No.

Name
(Date of birth)

Reelected
Hideki Adachi(May 24, 1955)
Number of Company Shares
Owned:
5,200 shares

Career Summary, Position, Assignment andPrincipal Concurrent Positions
April 1981

Joined the Company

April 2007

General Manager, Cement Manufacturing Dept.

April 2011

Deputy General Manager, Tokuyama Factory, General
Manager, Cement Manufacturing Dept.

April 2012

Executive Officer, Deputy General Manager, Cement
Business Div.

April 2013

Executive Officer, General Manager, Tokuyama Factory

April 2015

Managing Executive Officer, General Manager,
Tokuyama Factory

June 2015

Director, In charge of Tokuyama Factory and
Manufacturing Technology
Managing Executive Officer, General Manager,
Tokuyama Factory

April 2016

Tenure as Director:
5 years2

Attendance at meetings of theBoard of Directors during the
fiscal year ended March 31,
2019:17/17 (100%)

Director, In charge of Tokuyama Factory and
Manufacturing Technology
Managing Executive Officer, General Manager,
Tokuyama Factory, General Manager, Manufacturing
Technology Div.

April 2017

Director, In charge of Tokuyama FactoryManaging Executive Officer, General Manager,
Tokuyama Factory

April 2019

Director, In charge of Tokuyama Factory, Kashima
Factory, Environment & Safety Dept., andManufacturing Technology, Senior Managing Executive
Officer, General Manager, Tokuyama Factory

June 2019

Representative Director, In charge of Tokuyama Factory,
Kashima Factory, Environment & Safety Dept., andManufacturing Technology, Senior Managing Executive
Officer, General Manager, Tokuyama Factory (Topresent)

Reasons for nomination as candidate for Director
Mr. Hideki Adachi is responsible for the management of the Company as Representative Director and Senior
Managing Executive Officer. He has operational experience at Cement Manufacturing Dept., etc., and has been
serving as General Manager of the Tokuyama Factory, our main production base, since 2013. Based on his
abundant operational experience to date in the areas of manufacturing and production technology, and trackrecord of increasing the competitiveness of the entire plant as well as promoting safety and disastermanagement, we have determined that he is the right person to play a part in increasing the corporate value of
the Tokuyama Group. Therefore we request his reelection as Director.

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No.

Name
(Date of birth)

Career Summary, Position, Assignment andPrincipal Concurrent Positions
April 1984

Joined the Company

April 2004

Temporary transferred to Tokuyama Asia Pacific Pte.
Ltd., President

April 2007

Senior Chief, ERP Promotion Div. of the Company

May 2009

Senior Chief, ISAAC Promotion Div.

August 2011

Senior Chief, temporary transferred to Excel Shanon
Corporation, General Manager of Administration Dept.,
Administration Div.

April 2012

Senior Chief of the Company, temporary transferred to
Excel Shanon Corporation, Director, General Manager of
Administration Div.

April 2014

Senior Chief of the Company, temporary transferred to
Excel Shanon Corporation, Managing Director, General
Manager of Administration Div.

(October 22, 1959)

December 2014

General Manager, Management Support Center of theCompany, Director, Excel Shanon Corporation

Number of Company Shares
Owned:
1,703 shares

April 2015

Executive Officer, General Manager, Corporate Planning
Div. of the Company

Reelected
Hideo Sugimura

3

April 2017

Tenure as Director:
3 years

Managing Executive Officer, General Manager,
Corporate Planning Div.

June 2017

Attendance at meetings of theBoard of Directors during the
fiscal year ended March 31,
2019:17/17 (100%)

Director, In charge of Corporate Planning Div., General& Personnel Affairs and Secretarial Dept., Managing
Executive Officer, General Manager, Corporate Planning
Div.

April 2019

Director, In charge of Corporate Planning, General &Personnel Affairs and Secretarial Dept., Managing
Executive Officer, General Manager, Corporate Planning
Div.

June 2019

Director, In charge of Corporate Planning, Corporate
Social Responsibility, General & Personnel Affairs,
Procurement & Logistics and Secretarial Dept.,
Managing Executive Officer, General Manager,
Corporate Planning Div.

April 2020

Director, In charge of Corporate Planning, Corporate
Social Responsibility, General & Personnel Affairs,
Procurement & Logistics and Secretarial Dept.,
Managing Executive Officer, General Manager,
Corporate Planning Div. and Procurement & Logistics
Div. (To present)

Reasons for nomination as candidate for Director
Mr. Hideo Sugimura is responsible for the management of the Company as Director and Managing Executive
Officer. He has worked to promote an information system, managed an overseas subsidiary, and reconstructed
a domestic subsidiary. Based on this abundant operational experience and his track record in promoting growth
as a general manager with responsibility for corporate business management in his capacity as General
Manager of the Corporate Planning Div. from 2015 and as General Manager of the Corporate Planning Div.
from 2019, we have determined that he is the right person to play a part in increasing the corporate value of theTokuyama Group. Therefore we request his reelection as Director.

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No.

Name
(Date of birth)

Career Summary, Position, Assignment andPrincipal Concurrent Positions
April 1983

Joined the Company

April 2012

Leader, Specialty Products Planning Group

January 2013

Senior Chief, T.M. Business Structural Reform ProjectGroup,
Specialty Products Planning Group

April 2014

Deputy Executive Officer, temporary transferred toTokuyama Malaysia Sdn. Bhd.

March 2015

Deputy Executive Officer, General Manager, Specialty
Products Business Div. of the Company

April 2015

Executive Officer, General Manager, Specialty Products
Business Div.

March 2016

Executive Officer, General Manager, Specialty Products
Business Div.
Temporary transferred to Tokuyama Malaysia Sdn. Bhd.;
President

May 2017

Executive Officer, General Manager, Specialty Products
Business Div. of the Company

April 2018

Managing Executive Officer, General Manager,
Specialty Products Business Div.

June 2019

Director, In charge of Specialty Products, Managing
Executive Officer, General Manager, Specialty Products
Business Div. (To present)

Reelected
Hiroshi Nomura(September 30, 1957)
Number of Company Shares
Owned:
2,100 shares
Tenure as Director:
1 year4

Attendance at meetings of theBoard of Directors during the
fiscal year ended March 31,
2019:13/13 (100%)
Note: Attendance since
assuming office in June 2019.

(Principal Concurrent Positions)
Chairman, Tokuyama Chemicals (Zhejiang) Co., Ltd.
Reasons for nomination as candidate for Director
Mr. Hiroshi Nomura is responsible for the management of the Company as Director and Managing Executive
Officer. He previously gained operational experience in the areas of polysilicon manufacturing, specialty
products planning, and management of overseas subsidiaries, and has been involved in running the specialty
products business as General Manager of the Specialty Products Business Div. since 2015. Based on his
wide-ranging operational experience to date and his track record of furthering the business, including
undertaking overseas business development, we have determined that he is the right person to play a part inincreasing the corporate value of the Tokuyama Group. Therefore we request his reelection as Director.

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No.

Name
(Date of birth)

New Candidate
Fumiaki Iwasaki(June 21, 1960)

5

Number of Company Shares
Owned:
1,142 shares

Career Summary, Position, Assignment andPrincipal Concurrent Positions
April 1986

Joined the Company

April 2007

General Manager, Advanced Materials Development
Dept.

April 2010

Deputy General Manager, Specialty Products
Development Dept. (Tsukuba)

April 2012

General Manager, Kashima Factory, General Manager,
Fine Chemicals Manufacturing Dept.

October 2015

General Manager, Kashima Factory, General Manager,
Fine Chemicals Manufacturing Dept., General Manager,
MA Dept.

April 2016

General Manager, MA Dept.

April 2017

Executive Officer, General Manager, Research &Development Div., General Manager, Corporate
Development Dept., General Manager, MA Dept.

July 2017

Executive Officer, General Manager, Research &Development Div., General Manager, Tsukuba ResearchLab., General Manager, MA Dept.

November 2018

Executive Officer, General Manager, Research &Development Div., General Manager, Tsukuba ResearchLab.

April 2020

Managing Executive Officer, General Manager,
Research & Development Div., General Manager,
Tsukuba Research Lab. (To present)

Reasons for nomination as candidate for Director
Mr. Fumiaki Iwasaki provides overall supervision for the field of research and development at the Company
and for the development of its bulk pharmaceutical ingredients business as Managing Executive Officer andGeneral Manager of the Research & Development Div. and of the Tsukuba Research Lab. Based on thewealth of knowledge he has gained from his experience to date in research and development and in
manufacturing technology, and his track record of furthering the business, we have determined that he is theright person to play a part in increasing the corporate value of the Tokuyama Group. Therefore we request hiselection as a Director for the first time.

Note:

There are no special interests between the candidates and the Company.

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