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 3, 2016
To Shareholders with Voting Rights:
Yoshinari Kimura
President
Taisei Lamick Co., Ltd.
873-1 Shimo-Ohsaki,Shiraoka, Saitama, JapanNOTICE OF
THE 51ST 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 51st Annual General Meeting of Shareholders of Taisei Lamick Co.,
Ltd. (the “Company”). The meeting will be held for the purposes 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 it so that it is received by 5:30 p.m. on Monday,June 20, 2016, Japan time.
1. Date and Time:

Tuesday, June 21, 2016 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
51st Fiscal Year (April 1, 2015 - March 31, 2016) and results of audits by theAccounting Auditor and the Board of Corporate Auditors of the Consolidated
Financial Statements
2. Non-consolidated Financial Statements for the Company’s 51st Fiscal Year
(April 1, 2015 - March 31, 2016)
Proposals to be resolved:
Appropriation of Surplus
Proposal No. 1:
Election of Seven (7) Directors
Proposal No. 2:
Election of Two (2) Corporate Auditors
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 regulation and Article 14 of the Articles of Incorporationof the Company.
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 beposted on the Company’s website (http://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 berequired 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 51st fiscal
year, 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 229,699,700 yen(Note) Annual dividends, including the interim dividend, amount to 70 yen per share.
(3) Effective date of distribution of surplus
June 22, 2016

-3-

Proposal No. 2:

Election of Seven (7) Directors

The terms of office of the current seven (7) Directors will expire at the conclusion of this year’s AnnualGeneral Meeting of Shareholders. We propose that the number of Directors is increased by one (1) with theaims of ensuring the transparency of management as well as further enhancing corporate governance.
Accordingly, the election of seven (7) Directors is proposed.
The candidates for Director are as follows:No.

Name(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions
July 1990
July 1993
July 1995

1

Yoshinari Kimura
June 2000(September 22, 1953)
June 2002
March 2005
June 2007
July 19972

June 2000
Masaharu Yamaguchi June 2002
June 2009(July 11, 1958)
April 2011
June 2011
April 2002
April 2007

3

Ichiro Tomita(June 21, 1969)

April 2008
June 2009
April 2006
July 2007
June 2009

4

Tadashi Hasebe(May 10, 1965)
June 2009
June 2010
June 2011

Director and General Manager, Platemaking Department, theCompany
Managing Director and Plant Manager
Senior Managing Director and General Manager, Packaging
Film Division
Senior Managing Director and General Manager, ProductionDivision
Senior Managing Director and General Manager,
Administration Division
President, Taipack Co., Ltd. (to the present)
President, the Company (to the present)
Director and Plant Manager, Packaging Film Division, theCompany
Director and Deputy General Manager, Production Division
Director and General Manager, Production Division
Director and General Manager, Machine and Development
Division
President, Taisei Lamick USA, Inc.
Managing Director, the Company (to the present)
Plant Manager, Production Division, the Company
Acting General Manager, Financial Department, Administration
Division
General Manager, Financial Department, Administration
Division
Director and General Manager, Production Division (to thepresent)
Sector Manager (Acting General Manager), Process Sector,
Production Division, the Company
Acting General Manager, Manufacturing Control Department,
Production Division
Executive Officer and General Manager, Financial Department,
Administration Division, General Manager, IT Control
Department
President, Green Packs Co., Ltd.
Executive Officer and Deputy General Manager, Administration
Division, the Company
Director and General Manager, Administration Division (to thepresent)-4-

Number ofshares of theCompany held

177,700
shares

8,200
shares

4,300
shares2,300
sharesNo.

Name(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions
April 1963
July 2002

5Tadayoshi Yamamoto
July 2003(June 10, 1944)
July 2004
June 2007
June 2009
April 1972
January 2000

6

Susumu Miyashita(March 4, 1948)

January 2005
March 2007
June 2014
April 1988

7※

Naoko Tomono(August 25, 1964)

December 2008
January 2009

Joined Mitsubishi Petrochemical Co., Ltd. (currently Mitsubishi
Chemical Corporation)
Member of the Board, Mitsubishi Chemical EngineeringCorporation
Director, Mitsubishi Chemical Engineering Corporation
Managing Director and CSO, Mitsubishi Chemical Engineering
Corporation
Retired from Mitsubishi Chemical Engineering Corporation
Director, the Company (to the present)
Joined Toyo Ink Manufacturing Co., Ltd. (currently Toyo InkSC Holdings Co., Ltd.)
Representative Director and President, TOYO INK EUROPE
S.A.S.
Representative Director and President, HANIL TOYO CO.,LTD.
Representative Director, President, Toyo-Morton, Ltd.
Director, the Company (to the present)
Joined THE SEIBU DEPARTMENT STORES, INC. (currentlySogo & Seibu Co., Ltd.)
Registered as attorney-at-law (Daini Tokyo Bar Association)
Joined Takagi Yoshiko Law Office (currently T&T Partners LawOffice) (to the present)

Number ofshares of theCompany held—shares—
shares—shares(Notes)

1.
2.

3.

4.

5.

6.

There are no special interests between the candidates for Director and the Company.
Messrs. Tadayoshi Yamamoto, Susumu Miyashita, and Ms. Naoko Tomono are candidates for Outside Director.
Furthermore, the Company has designated both Messrs. Tadayoshi Yamamoto and Susumu Miyashita as
Independent Directors/Auditors as stipulated by the Tokyo Stock Exchange, and has submitted them as such tothe aforementioned Exchange. The Company plans to submit Ms. Naoko Tomono as Independent
Director/Auditor to the same Exchange as well.
The term of office of Mr. Tadayoshi Yamamoto as Outside Director of the Company will be seven (7) years at
the close of this General Meeting of Shareholders. The term of office of Mr. Susumu Miyashita as Outside
Director of the Company will be two (2) years at the close of this General Meeting of Shareholders.
Reasons for selection as candidates for Outside DirectorMr. Tadayoshi Yamamoto has served as Director of Mitsubishi Chemical Engineering Corporation, and has awealth of experience and achievement, and a wide range of knowledge and insight concerning corporate
management. The Company believes that he is a suitable person to serve as Outside Director, and thus proposes
his election as Outside Director.
Mr. Susumu Miyashita has many years of experience 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 to continue tosupervise management of the Company, so as to contribute to stronger corporate governance through providing
suggestions on overall management. Thus, the Company proposes his election as Outside Director.
Ms. Naoko Tomono is an attorney-at-law, and based on her insight concerning laws, the Company expects herto provide useful opinions from a professional standpoint, as well as to contribute to the promotion of diversity
by leveraging her extensive experience and knowledge in human resources. Thus, the Company proposes her
election as Outside Director.
Pursuant to Article 427, Paragraph 1 of the Companies Act, the Company has entered into liability limitationagreements with both Messrs. Tadayoshi Yamamoto and Susumu Miyashita to limit their liabilities in Article
423, Paragraph 1 of the same Act, and the limit of liability under the agreements is limited to the minimum
amount stipulated by Article 425, Paragraph 1 of the same Act, assuming that they performed their duties ingood faith and without gross negligence. If the two are reelected, the Company plans to continue theseagreements with them. Moreover, if Ms. Naoko Tomono is elected as Outside Director, the Company plans toenter into a similar agreement with her.
※refers to a new candidate for Director.

-5-Proposal No. 3:

Election of Two (2) Corporate Auditors

The term of office of Corporate Auditor Masaharu Hasegawa will expire at the conclusion of this year’s
Annual General Meeting of Shareholders. We propose that the number of Corporate Auditors is to be
increased by one (1) in order to reinforce the audit function. Accordingly, the election of two (2) Corporate
Auditors is proposed. The Company has obtained consent from the Board of Corporate Auditors with regard
to this proposal.
The candidates for Corporate Auditor are as follows:
No.

Name
(Date of birth)

Past experience, positions
and significant concurrent positions
July 1995

1※

Hiroshi Komura(August 19, 1955)

2※

Osamu Kodaira(April 7, 1958)

June 2000
June 2007
October 2010
April 1983
October 1987
August 1991
January 1993
January 1993
November 1997
September 2003
August 2008

Director and General Manager, Second Sales Department,
Packaging Film Division, the Company
Director and Deputy General Manager, Sales Headquarters
Director and General Manager, Sales Headquarters
Managing Director (to the present)
Joined Kanzawa CPA Office
Joined Ota Showa Audit Corporation
Registered as Certified Public Accountant
Opened Kodaira CPA Office (to the present)
Joined Seinan Audit Corporation
Partner, Seinan Audit Corporation
Managing Partner, Seinan Audit Corporation (to the present)
Representative, Seinan Audit Corporation (to the present)

Number ofshares of theCompany held
9,200shares—shares(Notes)
1. There are no special interests between the candidates for Corporate Auditor and the Company.
2. Mr. Hiroshi Komura will retire from Director of the Company at the close of this year’s Annual General Meeting ofShareholders.
3. Mr. Osamu Kodaira is a candidate for Outside Corporate Auditor.
4. Reasons for selection as candidates for Outside Corporate Auditor
Mr. Osamu Kodaira possesses advanced expertise, abundant experience and achievements as Certified PublicAccountant. The Company believes that he is a suitable person to serve as Corporate Auditor, and thus proposes hiselection as Outside Corporate Auditor.
5. If Mr. Osamu Kodaira is elected as Corporate Auditor, the Company plans to conclude a liability limitation agreementwith him pursuant to Article 427, Paragraph 1 of the Companies Act, with a limit of liability in the amount stipulated
by laws and regulations.
6. The Company plans to submit Mr. Osamu Kodaira to the Tokyo Stock Exchange as an Independent Director/Auditor,
pursuant to the regulations of the aforementioned Exchange.
7. ※ refers to new candidates for Corporate Auditor-6-