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 shall prevail.

Securities Code: 8715
June 8, 2018
To our shareholders:Nobuaki Komori
President and Representative Director
Anicom Holdings, Inc.
8-17-1, Nishi-Shinjuku, Shinjuku-ku, Tokyo

Notice of the 18th Annual General Meeting of Shareholders
You are cordially invited to attend the 18th Annual General Meeting of Shareholders of Anicom Holdings, Inc. (the“Company”), which will be held as indicated below.
If you are unable to attend the meeting in person, you may exercise your voting rights in writing or via the internet.
Please review the attached Reference Documents for General Meeting of Shareholders, and indicate your approvalor disapproval of the proposals in the enclosed voting form and then return the form to the Company by postal mail,or refer to the guide on the exercising of voting rights via the internet stated in the following section, and exercise
your voting rights via the website for exercising voting rights designated by the Company (https://soukai.mizuhotb.co.jp/), so that your vote is received by 6:00 p.m. on Tuesday, June 26, 2018 (JST).

1. Date and Time: Wednesday, June 27, 2018, at 2:00 p.m. (JST)
2. Venue:
BELLESALLE Shinjuku Grand Conference Center
5th floor, Sumitomo Fudosan Shinjuku Grand Tower
8-17-1, Nishi-Shinjuku, Shinjuku-ku, Tokyo
3. Purpose of the Meeting
Matters to be reported:
1. The Business Report and the Consolidated Financial Statements for the fiscal year 2017 (from April 1,2017 to March 31, 2018), and the results of audit of the Consolidated Financial Statements by the
Financial Auditor and the Audit & Supervisory Board
2. The Non-consolidated Financial Statements for the fiscal year 2017 (from April 1, 2017 to March 31,
2018)
Matters to be resolved:
Proposal No. 1
Appropriation of Surplus
Proposal No. 2
Partial Amendments to the Articles of Incorporation
Proposal No. 3
Election of Four Directors
Proposal No. 4
Election of One Substitute Director-

If you attend the meeting in person, you are kindly requested to submit the enclosed voting form at the reception.
If any changes are made to items in the Reference Documents for General Meeting of Shareholders, Business Report, NonConsolidated Financial Statements or Consolidated Financial Statements, such changes will be posted immediately on the
Company’s website (http://www.anicom.co.jp/).

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Reference Documents for General Meeting of Shareholders
Proposal No. 1

Appropriation of Surplus

The Company recognizes the return of profit to its shareholders as a key management priority and makes it a basic
policy to pay ongoing and stable dividends while taking into account investment for ongoing growth towards
expanding profit and creating new value, the construction of a stable financial base, current performance trends,
and other data. As a result of a verification based on these factors, the Company proposes to pay a year-end
dividend for the fiscal year as follows:
(1)
(2)

(3)

Type of dividend property
To be paid in cash.
Allotment of dividend property and their aggregate amount¥5 per common share of the Company
The total dividends will be ¥90,136,950.
Effective date of dividends of surplus
June 28, 2018-2-

Proposal No. 2

Partial Amendments to the Articles of Incorporation

1. Reasons for proposal(1) Introduction of executive officer system
An executive officer system shall be introduced whereby, through the clear separation of the management
decision making and supervisory functions from the business execution function, governance, in otherwords the oversight and supervisory functions of the Board of Directors, will be enhanced. In addition,
directors with titles shall be abolished, so that substitute directors, etc., can be elected.
(2) Other necessary changes shall be made, such as changes to article numbers, in conjunction with each of
the aforementioned changes.
2. Details of the amendments
The details of the amendments are as follows.
It should be noted that the amendments to the Articles of Incorporation shall enter into effect upon the
conclusion of this general meeting.
(Amendments are indicated by underlining.)
Current Articles of Incorporation
Proposed Amendments
Chapter I
Chapter I
General Provisions
General Provisions
Article 1. to Article 5. <Omitted>
Article 1. to Article 5. <Unchanged>
Chapter II
Chapter II
SharesShares
Article 6. to Article 12. <Omitted>
Article 6. to Article 12. <Unchanged>
Chapter III
Chapter III
General Meeting of Shareholders
General Meeting of Shareholders
Article 13. <Omitted>
Article 13. <Unchanged>(Convener and Chairmanship of General Meeting of(Convener and Chairmanship of General Meeting of
Shareholders)Shareholders)
Article 14.
Article 14.
(1) Unless otherwise provided for by laws and regulations, the (1) Unless otherwise provided for by laws and regulations, theDirector and President shall convene general meetings ofRepresentative Director shall convene general meetings ofshareholders and chair the meetings based on theshareholders and chair the meetings based on the
resolution of the Board of Directors.
resolution of the Board of Directors.
(2) In cases where the Representative Director is prevented(2) In cases where the Director and President is prevented
from so acting, another Director who is designated infrom so acting, another Director who is designated inaccordance with an order of priority determined inaccordance with an order of priority determined inadvance by the Board of Directors shall convene a generaladvance by the Board of Directors shall convene a general
meeting of shareholders and chair the meeting.
meeting of shareholders and chair the meeting.
Article 15. to Article 17. <Omitted>
Article 15. to Article 17. <Unchanged>
Chapter IV
Chapter IV
Directors and Board of Directors
Directors and Board of Directors
Article 18. to Article 19. <Omitted>
Article 18. to Article 19. <Unchanged>(Term of Office)(Term of Office)
Article 20.
Article 20.
(1) The term of office of a Director shall expire at the
The term of office of a Director shall expire at the conclusionof the annual general meeting of shareholders for the lastconclusion of the annual general meeting of shareholders
business year out of the business years terminating within one
for the last business year out of the business years
year after the election of the Director.
terminating within one year after the election of the
Director.
<Newly established>(2) The term of office of a Director elected as a substitute or
due to an increase in the number of Directors shallcontinue until the terms of office of Directors serving at
the time of election is to expire.

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Current Articles of Incorporation<Newly established>

Proposed Amendments(Substitute Director)
Article 21.
The effective period of a resolution relating to the election ofsubstitute Directors pursuant to the provisions of Article 329,
paragraph 3 of the Companies Act shall be until the conclusionof the first annual general meeting of shareholders held after
said resolution was made. However, this shall not prevent sucha period being reduced by resolution of a general meeting ofshareholders.
(Representative Directors and Directors with Special Titles)(Representative Directors)
Article 22.
Article 21.
(1) Representative Director(s) shall be appointed byRepresentative Director(s) shall be appointed by resolution of
the Board of Directors.
resolution of the Board of Directors.
(2) The Board of Directors may appoint, by its resolution, one<Deleted>
President, and as necessary, one or a small number of Vice
Presidents, one or a small number of Senior Managing
Directors and one or a small number of Managing
Directors among Directors.
(3) The President oversees the operations of the Company.
<Deleted>(Convener and Chairmanship of Meeting of the Board of(Convener and Chairmanship of Meeting of the Board of
Directors)
Directors)
Article 22.
Article 23.
(1) Unless otherwise provided for by laws and regulations, the (1) Unless otherwise provided for by laws and regulations, theDirector and President shall convene meetings of theRepresentative Director shall convene meetings of theBoard of Directors and chair the meetings.
Board of Directors and chair the meetings.
(2) In cases where the Representative Director is prevented(2) In cases where the Director and President is prevented
from so acting, another Director who is designated infrom so acting, another Director who is designated inaccordance with an order of priority determined inaccordance with an order of priority determined inadvance by the Board of Directors shall convene aadvance by the Board of Directors shall convene ameeting of the Board of Directors and chair the meeting.
meeting of the Board of Directors and chair the meeting
Article 23. to Article 28. <Omitted>
Article 24. to Article 29. <Unchanged><Newly established>
Chapter V
Executive Officer(Executive Officer)<Newly established>
Article 30.
The Company may appoint Executive Officers by resolution of
the Board of Directors.
(Election)<Newly established>
Article 31.
(1) The Board of Directors, in addition to appointing
Representative Directors as Executive Officers, may electExecutive Officers, and assign such Executive Officers
with the execution of operations of the Company.
(2) The Board of Directors, in addition to appointing
Chairman and Executive Officer(s) as well as President
and Executive Officer(s) among the Executive Officers,
may elect Vice President and Executive Officer(s), Senior
Managing Executive Officer(s), Managing Executive
officer(s) and other Executive Officers with titles.
(Oversight)<Newly established>
Article 32.
The Board of Directors and Directors shall oversee theexecution of duties of Executive Officers.

-4-Current Articles of Incorporation<Newly established>

Chapter V
Audit & Supervisory Board Members and Audit & Supervisory
Board
Article 29. to Article 38. <Omitted>
Chapter VI
Financial Auditor
Article 39. to Article 41. <Omitted>
Chapter VII
Accounts
Article 42. to Article 45. <Omitted>

Proposed Amendments(Term of Office)
Article 33.
(1) The term of office of Executive Officers shall be one year,
and the timing shall be the same as for Directors. Further,
the retirement, resignation, election of substitutes, andother matters shall be handled in the same manner as for
Directors.
(2) The Board of Directors may dismiss Executive Officers
even during their term of office.
Chapter VI
Audit & Supervisory Board Members and Audit & Supervisory
Board
Article 34. to Article 43. <Unchanged>
Chapter VII
Financial Auditor
Article 44. to Article 46. <Unchanged>
Chapter VIII
Accounts
Article 47. to Article 50. <Unchanged>-5-Proposal No. 3

Election of Four Directors

The terms of office of all six Directors will expire at the conclusion of this annual general meeting of shareholders.
In that regard, the Company proposes the election of four Directors.
Furthermore, in regard to the appointment of candidates for Director, from the perspective of ensuring objectivity
and transparency, this is deliberated by the Nomination, Compensation, and Governance Committee, which is anadvisory committee to the Board of Directors of the Company and that mainly comprises of independent outside
officers, and is determined by the Board of Directors.
The candidates for Director are as follows:
Candidate
No.

Name(Date of birth)

Career summary, position and responsibility in the Company(Significant concurrent positions outside the Company)
Apr. 1992

July 2000

1

Nobuaki Komori(May 2, 1969)

2

Yuzo Toda(July 21, 1946)

Joined Tokio Marine & Fire Insurance Co., Ltd.
(currently Tokio Marine & Nichido Fire
Insurance Co., Ltd.)
Established the Company
President and Representative Director (current
position)
Director of AHB Inc (current position)

Mar. 2017(Responsibility)
Executive Manager, Internal Audit Office(Significant concurrent positions outside the Company)
Representative Director and Chairman of Anicom Insurance,
Inc.
Director of Anicom Specialty Medical Institute, Inc.
Director of AHB Inc
Apr. 1973
Joined Fuji Photo Film Co., Ltd.
June 1993
General Manager of Laboratories of Fuji Photo
Film B.V. (Netherlands)
June 2008
Director of FUJIFILM Corporation
June 2009
Director of FUJIFILM Holdings Corporation
Director and Senior Vice President of
FUJIFILM Corporation
June 2015
Director and Senior Managing Executive
Officer of FUJIFILM Corporation
June 2016
Director and Chief Technical Officer of
FUJIFILM Holdings Corporation (current
position)
Vice President and Chief Technical Officer of
FUJIFILM Corporation (current position)
June 2017
Director of the Company (current position,
outside Director)(Significant concurrent positions outside the Company)
Director and Chief Technical Officer of FUJIFILM Holdings
Corporation
Vice President and Chief Technical Officer of FUJIFILM
Corporation
Representative Director and Chairman of Forum for Innovative
Regenerative Medicine
Special Advisor to Office of Healthcare Policy of Cabinet
Secretariat-6-

Number of theCompany’s shares
owned by thecandidate452,500 shares–

Candidate
No.

Name
(Date of birth)

Career summary, position and responsibility in the Company(Significant concurrent positions outside the Company)
Apr. 1975
July 2002
Sept. 2003

3

4

Notes:

Number of theCompany’s shares
owned by thecandidate

Joined The Bank of Japan
Director-General of Administration Department
Director-General of Human Resources
Management Department
July 2004
Director-General of Human Resources andCorporate Affairs Department
Aug. 2006
Managing Director of The Shoko Chukin Bank,
Ltd.
Sept. 2008
Director of The Center for Financial Industry
Information Systems
Apr. 2011
Executive Director of The Center for Financial
Industry Information Systems
June 2011
Representative Director and President ofJAPAN SECURITIES AGENTS, LTD.
Toshihiko Fukuyama–
Representative Director and Vice President of(November 6, 1951)
JBIS Holdings, Inc.
Apr. 2012
Chairman of JAPAN SECURITIES AGENTS,
LTD. (current position)
June 2012
Representative Director and Chairman of Japan
Information Processing Service Co., Ltd.
June 2017Managing Director of CAPITAL MARKETPROMOTION FOUNDATION (current
position)
Director of the Company (current position,
outside Director)(Significant concurrent positions outside the Company)
Managing Director of CAPITAL MARKET PROMOTIONFOUNDATION
Chairman of JAPAN SECURITIES AGENTS, LTD.
June 1989
Chief of Chiba Prefectural Police Headquarters
Sept. 1994
Superintendent General of Metropolitan Police
Department
June 2002
Director of Tokyo Gas Co., Ltd.
Sept. 2003
Chairperson of the Board of Directors of Japan
Guide Dog Association (current position)
June 2006
Outside Director of ASAHI KOGYOSHA CO.,
Yukihiko Inoue
LTD. (current position)–(November 4, 1937)
Sept. 2014
Outside Director of Don Quijote Holdings Co.,
Ltd. (current position)(Significant concurrent positions outside the Company)
Chairperson of the Board of Directors of Japan Guide Dog
Association
Outside Director of ASAHI KOGYOSHA CO., LTD.
Outside Director of Don Quijote Holdings Co., Ltd.
1. There is no special interest between any of the candidates for Director and the Company.
2. Yuzo Toda, Toshihiko Fukuyama and Yukihiko Inoue are candidates for outside Director. Yuzo Toda and Toshihiko
Fukuyama have served as outside Directors for a period of one year, and Yukihiko Inoue is a new candidate. If this
proposal is approved and adopted and they are elected as outside Directors, the Company plans to submit notification to
Tokyo Stock Exchange, Inc. concerning their appointment as independent officers as provided for by the aforementioned
exchange.
3. Reasons for nomination as candidates for outside Director and limited liability agreements with outside Director(1) Reasons for nomination as candidates for outside Director
The Company proposes the election of Yuzo Toda as outside Director so that his specialized knowledge andexperience gained through key positions held at the FUJIFILM Group over many years may be utilized in the
management of the Company.

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The Company proposes the election of Toshihiko Fukuyama as outside Director so that his contribution to the
management of Japan Information Processing Service Co., Ltd. as Representative Director and Chairman and his
specialized knowledge and experience gained through key positions successively held at The Bank of Japan may beutilized in the management of the Company.
The Company proposes the election of Yukihiko Inoue as outside Director so that his specialized knowledge andexperience gained through key positions as Superintendent General of Metropolitan Police Department andChairperson of the Board of Directors of Japan Guide Dog Association may be utilized in the management of theCompany. Yukihiko Inoue has never in the past been directly involved in the management of a company. However,
the Company judges he will appropriately fulfill his duties as an outside Director based on the above reasons.
(2) Limited liability agreements with outside Director
The Company plans to enter into a limited liability agreement with each one of candidates for outside Director
Yuzo Toda, Toshihiko Fukuyama and Yukihiko Inoue pursuant to the provisions of Article 427, paragraph 1 of theCompanies Act.
The summary of details of the agreement is as follows:
The outside Director shall be liable to the Company for damages due to a failure to perform his or her duties,
up to the minimum liability amount provided for by Article 425, paragraph 1 of the Companies Act.
The above limitation of liability is applicable only if outside Director has acted in good faith and without grossnegligence in performing his or her duties.

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Proposal No. 4

Election of One Substitute Director

As there is planned to be only one inside Director, Nobuaki Komori, the Company requests approval for theelection of one substitute Director in preparation for cases where he becomes unavailable.
Furthermore, in regard to the appointment of the candidate for substitute Director, from the perspective of ensuring
objectivity and transparency, this is deliberated by the Nomination, Compensation, and Governance Committee,
which is an advisory committee to the Board of Directors of the Company and that mainly comprises of
independent outside officers, and is determined by the Board of Directors.
The candidate for substitute Director is as follows:
Candidate
No.

Name(Date of birth)

Career summary, position and responsibility in the Company(Significant concurrent positions outside the Company)
Apr. 2003
July 2010
July 2013
Jan. 2016
Apr. 2016

1

Note:

Tatsuhiko Kamei(April 1, 1981)

June 2016
June 2016

Joined the Financial Services Agency
Seconded to Tokyo Stock Exchange, Inc.
Returned to the Financial Services Agency
Joined the Company
Director of Celltrust Animal Therapeutics Co.,
Ltd. (current position)
Director of the Company (current position)
Director of Anicom Frontier, Inc. (current
position)(Responsibility)
Corporate Planning Department, Healthy Lifespan Extension
Department(Significant concurrent positions outside the Company)
Director of Anicom Frontier, Inc.
Director of Celltrust Animal Therapeutics Co., Ltd.
There is no special interest between the candidate and the Company.

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Number of theCompany’s shares
owned by thecandidate–