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 shallprevail. The Company assumes no responsibility for this translation or for direct, indirect or any other formsof damages arising from the translation.
(Stock Exchange Code 4994)
June 11, 2018
To Shareholders with Voting Rights:
Yoshinari Kimura
President
Taisei Lamick Co., Ltd.
873-1 Shimo-Ohsaki,Shiraoka, Saitama, JapanNOTICE OF
THE 53RD ANNUAL GENERAL MEETING OF SHAREHOLDERS
Dear Shareholders:
We would like to express our appreciation for your continued support and patronage.
You are cordially invited to attend the 53rd Annual General Meeting of Shareholders of Taisei Lamick Co.,
Ltd. (the “Company”). The meeting will be held as described below.
If you are unable to attend the meeting, you can exercise your voting rights in writing by submitting theVoting Rights Exercise Form. Please review the attached Reference Documents for the General Meeting ofShareholders, and return the Voting Rights Exercise Form so that it is received by 5:30 p.m. on Tuesday, June26, 2018, Japan time.
1. Date and Time:

Wednesday, June 27, 2018 at 10:00 a.m. Japan time

2. Place:

Conference room at Taisei Lamick Co., Ltd.
873-1 Shimo-Ohsaki, Shiraoka, Saitama, Japan

When attending the meeting, please submit the enclosed Voting Rights Exercise Form at the reception desk.
Please bring this Notice of Convocation with you to preserve resources.

-1-3. Meeting Agenda:
Matters to be reported: 1. The Business Report, Consolidated Financial Statements for the Company’s
53rd Fiscal Year (April 1, 2017 - March 31, 2018) and results of audits bythe Accounting Auditor and the Board of Corporate Auditors of theConsolidated Financial Statements
2. Non-consolidated Financial Statements for the Company’s 53rd Fiscal Year
(April 1, 2017 - March 31, 2018)
Proposals to be resolved:
Appropriation of Surplus
Proposal No. 1:
Election of Seven (7) Directors
Proposal No. 2:
Election of One (1) Corporate Auditor
Proposal No. 3:
4. Others
Of the documents required to be provided with this Notice of Convocation, the “Notes to the Consolidated
Financial Statements” and the “Notes to the Non-consolidated Financial Statements” are posted on theCompany’s website in accordance with laws and regulations and Article 14 of the Articles of Incorporationof the Company.
The Consolidated Financial Statements and Non-consolidated Financial Statements attached to this Noticeof Convocation are provided as part of the Consolidated Financial Statements and Non-consolidated
Financial Statements audited in preparing accounting audit reports and audit reports by the Accounting
Auditor and Corporate Auditors.
Furthermore, shareholders who wish to receive the “Notes to the Consolidated Financial Statements” andthe “Notes to the Non-consolidated Financial Statements” delivered by mail may request a copy bycontacting the General Affairs & Human Resources Department of the Company (Tel: 0480-97-0224).
In the event that any updates to the Reference Documents, the Business Report, the Consolidated
Financial Statements, and the Non-consolidated Financial Statements for the General Meeting ofShareholders are required by the day prior to the General Meeting of Shareholders, the updates will be
posted on the Company’s website (https://www.lamick.co.jp/) (Japanese only).
If you are unable to attend the meeting, you may designate one (1) other shareholder with voting rights toattend the General Meeting of Shareholders as your proxy. However, please note that the proxy will be
required to submit certification verifying authority thereof.

-2-

Reference Documents for the General Meeting of Shareholders
Proposals and References
Proposal No. 1:

Appropriation of Surplus

The Company considers the return of profits to shareholders as an important management policy, and its
basic policy is to provide stable and continuous dividends with consideration of business results and futurebusiness expansion, etc.
Matters concerning year-end dividends
Based on the above policy, the Company proposes the following year-end dividends for the 53rd fiscalyear, in consideration of business results for the fiscal year under review and future business expansion,etc.
(1) Type of dividend property
Cash(2) Matters concerning the allotment of dividend property to shareholders and the total amount37 yen per share of common stock, for a total of 257,356,312 yen(Note) Annual dividends, including the interim dividend, amount to 70 yen per share.
(3) Effective date of distribution of surplus
June 28, 2018

-3-Proposal No. 2:

Election of Seven (7) Directors

The terms of office of all Directors will expire at the conclusion of this year’s Annual General Meeting ofShareholders. Accordingly, the election of seven (7) Directors is proposed.
The candidates for Director are as follows:
No.

Current position and responsibilities
at the CompanyNameTerm ofoffice as
Director
28years
21years
7years
9years1

Reappointment

Yoshinari Kimura

2

Reappointment

Masaharu Yamaguchi

3

Reappointment

Tadashi Hasebe

4

Reappointment

Ichiro Tomita

5

Reappointment

Susumu Miyashita
Candidate for Outside Director
Candidate for Independent Director

Outside Director

4years6

Reappointment

Naoko Tomono
Candidate for Outside Director
Candidate for Independent Director

Outside Director

2years7

Reappointment

Michitaka Suzuki
Candidate for Outside Director
Candidate for Independent Director

Outside Director

1year

President
Managing Director and GeneralManager, ASEAN Business Division
Director and Head,
Administration Headquarters
Director and Head,DANGAN - Solution Business Unit-4-No.

Name(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions
July 1990

123Director and General Manager, Reproduction Division, theCompany
July 1993
Managing Director and Plant ManagerJuly 1995
Senior Managing Director and Head, Packaging Film
Yoshinari KimuraHeadquarters(September 22, 1953) June 2000
Senior Managing Director and Head, Production Headquarters
Senior Managing Director and Head,
June 2002
Administration Headquarters
March 2005
President, Taipack Co., Ltd. (to the present)
June 2007
President, the Company (to the present)[Reason for nomination as a candidate for Director]
Mr. Yoshinari Kimura has a long tenure as Director of the Company, and has contributed to thedevelopment of the Company with his appropriate business execution. Furthermore, as President of theCompany since 2007, he has been promoting globalization and controlling the Group as a whole withhis strong leadership.
The Company believes that these experiences will contribute to the management of the Company, andthus proposes his re-election as Director.
Director and Plant Manager, Packaging Film Headquarters, theJuly 1997
Company
Director and Deputy Head, Production Headquarters
June 2000
Director and Head, Production Headquarters
June 2002
Director and Head, Machine and Development Headquarters
Masaharu Yamaguchi June 2009
President, Taisei Lamick USA, Inc.
(July 11, 1958)
April 2011
Managing Director, the Company
June 2011
September 2016 Managing Director and General Manager, ASEAN Business
Division (to the present)
Director, Taisei Lamick Malaysia Sdn.Bhd. (to the present)
October 2016
[Reason for nomination as a candidate for Director]
Mr. Masaharu Yamaguchi has long been involved in production sector of the Company to drive theCompany’s business. In addition, he led the startup at overseas subsidiary and has considerable
knowledge of the Group as a whole.
The Company believes that these experiences will contribute to the management of the Company, andthus proposes his re-election as Director.
Sector Manager (Acting General Manager), Process Sector,April 2006
Production Headquarters, the Company
Acting General Manager, Manufacturing Control Division,
July 2007
Production Headquarters
Executive Officer and General Manager, Finance Division,
June 2009
Tadashi Hasebe
Administration Headquarters, General Manager, IT and Systems(May 10, 1965)
Division
President, Green Packs Co., Ltd.
June 2009
Executive Officer and Deputy Head,
June 2010
Administration Headquarters, the Company
Director and Head, Administration Headquarters (to the present)
June 2011[Reason for nomination as a candidate for Director]
Mr. Tadashi Hasebe has been involved in overall businesses including production, sales andadministration sectors since joining the Company. Currently, as Head of Administration Headquarters,
he is responsible for planning management strategy and promoting reinforcement of governance systemin the Group as a whole.
The Company believes that these experiences will contribute to the management of the Company, andthus proposes his re-election as Director.

Number ofshares of theCompany held

-5-

177,700
shares

8,500
shares

3,700
sharesNo.

Name(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions

Plant Manager, Production Headquarters, the Company
Acting General Manager, Finance Division, AdministrationHeadquarters
General Manager, Finance Division, Administration Division
April 2008
Ichiro Tomita
Director and Head, Production Headquarters
June 2009(June 21, 1969)
Director and Head, DANGAN - Solution Business Unit,
April 2017
Head, Production Headquarters
Director and Head, DANGAN - Solution Business Unit (to theApril 2018present)[Reason for nomination as a candidate for Director]
Mr. Ichiro Tomita has been involved mainly in manufacturing sector in relation to packaging film andfilling machinery, and has promoted improvement of production efficiency and enhancement of productquality since joining the Company. Furthermore, in his current role in managing sales sector andproduction sector, he is responsible for business execution of integrated manufacturing and sales byutilizing his expert knowledge.
The Company believes that these experiences will contribute to the management of the Company, andthus proposes his re-election as Director.
Joined Toyo Ink Manufacturing Co., Ltd. (currently Toyo InkApril 1972
SC Holdings Co., Ltd.)
Representative Director and President, TOYO INK EUROPE
January 2000
S.A.S. (currently TOYO INK EUROPE SPECIALTY
Susumu Miyashita
CHEMICALS S.A.S.)(March 4, 1948)
Representative Director and President, HANIL TOYO CO.,January 2005
LTD.
Representative Director, President, Toyo-Morton, Ltd.
March 2007
Director, the Company (to the present)
June 2014[Reason for nomination as a candidate for Outside Director]
Mr. Susumu Miyashita has many years of experiences as President at several companies, and based on
his wealth of experience and wide range of insight as a corporate manager, the Company expects him tosupervise management of the Company, as well as to contribute to strengthening corporate governancethrough providing suggestions on overall management. Thus, the Company proposes his re-election as
Outside Director.
Joined THE SEIBU DEPARTMENT STORES, INC. (currentlyApril 1988
Sogo & Seibu Co., Ltd.)
December 2008 Registered as attorney-at-law (Daini Tokyo Bar Association)
Naoko Tomono
Joined Takagi Yoshiko Law Office (currently T&T Partners Law
January 2009
(August 25, 1964)
Office) (to the present)
Director, the Company (to the present)
June 2016
Outside Director, F-TECH INC. (to the present)
June 2017[Reason for nomination as a candidate for Outside Director]
Ms. Naoko Tomono is an attorney-at-law, and based on her insight on laws, the Company expects herto provide useful opinions from a professional standpoint, as well as to contribute to the promotion ofdiversity by leveraging her extensive experiences and insight in human resources. Thus, the Company
proposes her re-election as Outside Director.

Number ofshares of theCompany heldApril 2002
April 2007

456-6-

4,700
shares—shares—sharesNo.

Name(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions

Joined The Bank of Tokyo, Ltd. (currently MUFG Bank, Ltd.)
Deputy General Manager, Shinjuku-Shintoshin Branch, The
Bank of Tokyo-Mitsubishi, Ltd. (currently MUFG Bank, Ltd.)
November 2002 General Manager, Mumbai Branch, The Bank ofTokyo-Mitsubishi, Ltd.
Michitaka Suzuki
Transferred to SHIROKI Corporation
October 2004
(October 13, 1950) February 2005
Vice-president, SHIROKI North America, Inc.
President, SHIROKI North America, Inc.
June 2007
Special Adviser, SHIROKI Corporation
October 2012Retired from SHIROKI Corporation
March 2014
Corporate Auditor, the Company
June 2015
Director, the Company (to the present)
June 2017[Reason for nomination as a candidate for Outside Director]
Mr. Michitaka Suzuki has a long tenure at a financial institution, and has considerable knowledge infinance and accounting. In addition, he has a wealth of experience and achievements as well as a wide
range of knowledge and insight concerning corporate management. The Company believes that he is asuitable person to serve as Outside Director, and thus proposes his re-election as Outside Director.

Number ofshares of theCompany heldApril 1976
October 1997

7100
shares(Notes)

1.
2.

3.

4.

There are no special interests between the candidates for Director and the Company.
Mr. Susumu Miyashita, Ms. Naoko Tomono and Mr. Michitaka Suzuki are candidates for Outside Director.
Furthermore, the Company has designated Mr. Susumu Miyashita, Ms. Naoko Tomono and Mr. MichitakaSuzuki as Independent Director as stipulated by the Tokyo Stock Exchange, and has submitted them as such tothe aforementioned Exchange.
The term of office of Mr. Susumu Miyashita as Outside Director of the Company will be four (4) years at theclose of this General Meeting of Shareholders. The term of office of Ms. Naoko Tomono as Outside Director of
the Company will be two (2) years at the close of this General Meeting of Shareholders. The term of office ofMr. Michitaka Suzuki as Outside Director of the Company will be one (1) year at the close of this General
Meeting of Shareholders.
Pursuant to Article 427, Paragraph 1 of the Companies Act, the Company has entered into liability limitationagreements with Mr. Susumu Miyashita, Ms. Naoko Tomono and Mr. Michitaka Suzuki to limit their liabilities
in Article 423, Paragraph 1 of the same Act, and the limit of liability under the agreements is limited to theminimum amount stipulated by Article 425, Paragraph 1 of the same Act, assuming that they performed theirduties in good faith and without gross negligence. If they are re-elected, the Company plans to continue theseagreements with them.

-7-Proposal No. 3:

Election of One (1) Corporate Auditor

The term of office of Corporate Auditor Mr. Ryoichi Hirama will expire at the conclusion of this year’s
Annual General Meeting of Shareholders. Accordingly, the election of one (1) Corporate Auditor is proposed.
The Company has obtained consent from the Board of Corporate Auditors with regard to this proposal.
The candidate for Corporate Auditor is as follows:
Name(Date of birth)

Past experience, positions
and significant concurrent positions

Joined ChuoAoyama Audit Corp. (currently
PricewaterhouseCoopers Aarata LLC)
Registered as certified public accountant
Sayaka Yamaguchi
May 2006
Registered as tax accountant
August 2013
(August 12, 1980)
Opened Certified Public Accountant Sayaka Yamaguchi Office (toAugust 2013
the present)
Established TAX Partners Corporation, Partner (to the present)
September 2015
[Reason for nomination as a candidate for Outside Corporate Auditor]
Although Ms. Sayaka Yamaguchi does not have experience for directly involved in corporate management,
she has a wealth of experience and achievements as a certified public accountant and tax accountant. The
Company believes that she is a suitable person to serve as Outside Corporate Auditor, and thus proposes herelection as Outside Corporate Auditor.

Number of sharesof the Company
heldApril 2003—shares(Notes)

1.
2.
3.

4.
5.

There are no special interests between the candidate for Corporate Auditor and the Company.
Ms. Sayaka Yamaguchi is a candidate for Outside Corporate Auditor.
If Ms. Sayaka Yamaguchi is elected as Corporate Auditor, the Company plans to enter into a liability limitationagreement with her pursuant to Article 427, Paragraph 1 of the Companies Act, with a limit of liability in theamount stipulated by laws and regulations.
The Company plans to submit Ms. Sayaka Yamaguchi to the Tokyo Stock Exchange as an Independent Auditor,
pursuant to the regulations of the aforementioned Exchange.
Ms. Sayaka Yamaguchi is a new candidate for Corporate Auditor.

-8-