This document has been translated from a part of the Japanese original for reference purposes only. In the event ofany discrepancy between this translated document and the Japanese original, the original 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: 7532
September 12, 2011

To Our Shareholders
Junji Narusawa
President and Representative Director

Don Quijote Co., Ltd.
2-19-10, Aobadai, Meguro-ku, Tokyo
Notice of Convocation of the 31st Ordinary General Meeting of Shareholders
We would like to express our heartfelt sympathies to those in the areas affected by the Great East
Japan Earthquake and offer our prayers for the earliest possible restoration of the afflicted areas.
You are cordially invited to attend the 31st Ordinary General Meeting of Shareholders of Don
Quijote Co., Ltd. (the “Company”). The meeting will be held as described below.
If you are unable to attend the meeting, you may exercise your voting rights in writing or via
the Internet, etc. Please review the attached Reference Documents for the General Meetingof Shareholders and return the enclosed Voting Rights Exercise Form by indicating yourapproval or disapproval, or exercise your voting rights via the Internet, etc. at thedesignated website (http://www.evote.jp/) by 6:00 p.m. on September 26 (Monday), 2011 inJapan time.
1.

Date and Time:

September 27 (Tuesday), 2011, 10:00 a.m.

2.

Place:

Hourai-no-ma (2nd floor), Meiji Kinenkan
2-2-23 Moto-Akasaka, Minato-ku, Tokyo

3.

Agenda for the Meeting
Matters to be reported:
1.
The Business Report, the Consolidated Financial Statements and Audit Reports of theConsolidated Financial Statements by the Accounting Auditors and the Board ofStatutory Auditors for the 31st Fiscal Term (July 1, 2010 to June 30, 2011)
2.
The Non-Consolidated Financial Statements for the 31st Fiscal Term (July 1, 2010 toJune 30, 2011)
Matters to be resolved:
Proposal No. 1:
Appropriation of Surplus
Proposal No. 2:
Election of One (1) Statutory Auditor

For those attending, please present the enclosed Voting Rights Exercise Form as attendance to the receptionist.
If there are any amendments to the Reference Documents for the General Meeting of Shareholders, the revised version will
be posted on our Website (http://www.donkigroup.jp/ir/).

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Reference Documents for the General Meeting of Shareholders
Proposal No. 1: Appropriation of Surplus
The Company considers the return of profits to shareholders to be one of the most important tasks.
Taking into consideration future business development while assuming the basic stance of
maintaining stable dividends, the year-end dividend of the 31st Fiscal Term and appropriation ofother surplus shall be as follows.
1. Year-End Dividend(1)Type of dividend propertyCash(2)Matter and total amount regarding dividend property’s allocation to shareholders
Cash payment of dividend per share: 18 yen per common share of the Company
Total amount: 1,386,531,648 yen(3)

Effective date of dividend payment
September 28, 2011

2. Appropriation of Other Surplus(1)

Item and amount to be decreased in surplus
Retained earnings brought forward:
8,000,000,000 yen(2)Item and amount to be increased in surplus
General reserve:
8,000,000,000 yen2

Proposal No. 2: Election of One (1) Statutory Auditor
As the term of office of Statutory Auditor Mr. Yoshihiro Hongo is to expire at the conclusion ofthis Ordinary General Meeting of Shareholders, the Company proposes that shareholders elect one(1) Statutory Auditor.
The Company has obtained the consent of the Board of Statutory Auditors on this proposal.
The candidate for Statutory Auditor is as follows:
Name(Date of birth)

Career summary, position in the Company and significant
concurrent positions
Joined Showa & Co. (currently Ernst & Young
ShinNihon LLC)
Registered as a certified public accountant
March 1975
Registered as a tax accountant
May 1975
Established Hongo Certified PublicJanuary 1977
Accountant FirmOutside Statutory Auditor of e-System
October 2000
corporation
Representative Partner and Chairman ofApril 2002
Hongo Tsuji Certified Public Accountant’s
Corporation (current position)
September 2002 Outside Statutory Auditor of MOCCorporation
December 2002 Outside Statutory Auditor of Asia Air Survey
Co., Ltd.
Outside Auditor of The Tokyo Tomin Bank,
June 2006
Limited
September 2007 Statutory Auditor of the Company (currentposition)
Auditing Officer of UT Holdings Co., Ltd.
June 2009(current position)
Independent Auditor of Fidec Corporation
June 2011(current position)

Number ofthe Company
shares heldApril 1972

Yoshihiro Hongo(April 11, 1945)

0 share(Notes) 1. There is no special interest between the above candidate and the Company.
2. Mr. Yoshihiro Hongo is a candidate for Outside Statutory Auditor of the Company.
3. While Mr. Yoshihiro Hongo was serving as Outside Statutory Auditor of the Company, on
December 2010, a wrongful expenditure involving a diversion of funds for private use by a former
Director of the Company was revealed. Mr. Hongo, as a Statutory Auditor, had routinely evokedcaution regarding compliance with laws and regulations. He fulfilled his duties such as conducting
appropriate auditing of the recurrence preventive measures and response that the Board ofDirectors of the Company conducted in response to these material facts, which included the further
enhancement and fortification of the system for law and regulation compliance.
4. Mr. Yoshihiro Hongo is currently serving as Outside Statutory Auditor of the Company, and histerm as Outside Statutory Auditor shall be four (4) years at the conclusion of this Ordinary General
Meeting of Shareholders.
5. Mr. Yoshihiro Hongo was selected as a candidate for Outside Statutory Auditor of the Company
based on the judgment that he is able to appropriately execute the duties of that position, being atalent with a high level of expertise regarding corporate accounting and tax affairs as a certified
public accountant and a tax accountant.

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