These documents are partial translations of the Japanese originals for reference purposes only.
In the event of any discrepancy between these translated documents and the Japanese originals, the originals
shall prevail. The Bank assumes no responsibility for this translation or for direct, indirect or any otherforms of damages arising from the translations.

(Securities Code: 8562)
June 3, 2016
To Shareholders with Voting Rights:
Hideharu Morikawa
Director and President
THE FUKUSHIMA BANK, LTD.
2-5, Banseicho, Fukushima City,
Fukushima, JapanNOTICE OF CONVOCATION OF
THE 150TH ANNUAL GENERAL MEETING OF SHAREHOLDERS
You are cordially invited to attend the 150th Annual General Meeting of Shareholders of THE
FUKUSHIMA BANK, LTD. (the “Bank”). 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 in writing or via
the Internet. Please review the Reference Documents for the General Meeting of Shareholders (describedhereinafter) and exercise your voting rights by 5:00 p.m. on Wednesday, June 22, 2016.
1. Date and Time:Thursday, June 23, 2016 at 10:00 a.m. Japan time

2. Place:

Large Hall, Basement, Head Office of the Bank
2-5, Banseicho, Fukushima City, Fukushima, Japan

3. Meeting Agenda:
Matters to be reported: 1. The Business Report and Non-consolidated Financial Statements for the
Bank’s 150th Fiscal Year (from April 1, 2015 to March 31, 2016)
2. Consolidated Financial Statements for the Bank’s 150th Fiscal Year (from
April 1, 2015 to March 31, 2016) and results of audits of the Consolidated
Financial Statements by the Accounting Auditor and the Audit &Supervisory Board
Proposals to be resolved:
Proposal No. 1: Appropriation of Surplus
Proposal No. 2: Election of Eight (8) Directors
Proposal No. 3: Election of Two (2) Audit & Supervisory Board Members

1

4. Exercise of Voting Rights:(1) Exercise of Voting Rights in Writing
Please indicate your vote for or against the proposals on the enclosed Voting Rights Exercise Form andreturn it so that it is received by 5:00 p.m. on Wednesday, June 22, 2016 Japan time.
(2) Exercise of Voting Rights via Electromagnetic Means (the Internet, etc.)
Please access the Bank’s designated voting website (http://www.e-sokai.jp/) using the “Voting Rights
Exercise Code” and “Password” enclosed with the Voting Rights Exercise Form, follow the instructions on
the voting website, and indicate your vote for or against the proposals by 5:00 p.m. on Wednesday, June 22,2016. Please confirm the “Instructions for Exercise of Voting Rights via the Internet” on pages 38 to 39
when voting via the Internet.
(3) Handling of Duplicate Voting
If you vote both in writing (via mail) on the Voting Rights Exercise Form and via the Bank’s designatedvoting website on the Internet, only your vote placed via the Internet will be valid, regardless of the datethe vote arrives.
In addition, if you submit your vote multiple times via the Internet, only the last vote will be valid.
End◎ When attending the meeting, please submit the enclosed Voting Rights Exercise Form at the reception deskof the Bank’s head office on the day of the meeting for confirmation.
◎ Any updates to the Reference Documents for the General Meeting of Shareholders, the Business Report,
the Non-consolidated Financial Statements and Consolidated Financial Statements will be posted on the
Bank’s website (http://www.fukushimabank.co.jp/).
◎ Of the documents needed to be attached to this notice of convocation, “8. Systems to Ensure theAppropriateness of Business and Operational Status of the Systems” in the Business Report, the Notes to
the Non-consolidated Financial Statements and the Notes to the Consolidated Financial Statements are, in
accordance with laws and regulations as well as Article 15 of the Articles of Incorporation of the Bank,
posted on the Bank’s website (http://www.fukushimabank.co.jp/) and are therefore not included with thisdocument. As a result, the attached documents of this notice of convocation are a subset of the Business
Report, the Non-consolidated Financial Statements and Consolidated Financial Statements audited by the
Accounting Auditor during preparation of the Independent Auditor’s Report, Non-consolidated Financial
Statements, and Consolidated Financial Statements audited by Audit & Supervisory Board Members
during preparation of the Audit Report.
◎ Semiformal dress code will be implemented on the day of the meeting, and as such we would like to ask
shareholders to follow the same dress code when attending.

2

Reference Documents for the General Meeting of Shareholders
Proposals and References
Proposal No. 1: Appropriation of Surplus
Regarding year-end dividends for the 150th fiscal year, in consideration of business results for the fiscal
year under review and the status of internal reserves, the Bank proposes the following.
1. Matters concerning year-end dividends(1) Type of dividend property
Cash(2) Matters concerning the allotment of dividend property to shareholders and the total amount2 yen per share of common stock, for a total of 459,581,718 yen(3) Effective date of distribution of surplus
June 24, 2016
2.

Matters concerning the appropriation of surplus(1) Item and the amount of surplus to be increased
General reserve2,000,000,000 yen(2) Item and amount of surplus to be decreased
Retained earnings brought forward 2,000,000,000 yen

3Proposal No. 2: Election of Eight (8) Directors
The terms of office of all six (6) Directors will expire at the conclusion of this Annual General Meeting of
Shareholders. Accordingly, with the intent of securing transparency in management and further strengthening
corporate governance, the election of eight (8) Directors is proposed, including the addition of two (2)Outside Directors.
The candidates for Director are as follows:
Number of
Name
Past experience, positions, responsibilities,
No.
sharesof the(Date of birth)and significant concurrent positions
Bank held
Apr.
1979 Joined Bank of Japan
Jul.
1998 General Manager, Corporate Affairs Section, Personnel
Department
Jun.
1999 General Manager, Corporate Affairs Section, Secretariat of
the Policy Board
Nov.
2001 General Manager, Fukushima BranchMar.
2005 Internal Auditor
Hideharu Morikawa
139,000
Nov.
2007 Deputy Director General, Financial System and Bank
(Aug. 6, 1955)
sharesExamination Department
May
2009 General Manager, Internal Auditors' Office1
May2011 Retired Bank of JapanMay
2011 Advisor, the Bank
Jun.
2011 Director and Vice President
Apr.
2012 Director and President(to the present)[Reasons for selection]
Mr. Hideharu Morikawa has wide knowledge regarding finance fostered by the Bank of Japan and wide
knowledge regarding the overall management of the Bank as Director, and the Bank wishes to continue to utilize
this knowledge in the management of the Bank.
Apr.
1980 Joined the Bank
Apr.
2004 Team Leader, Corporate Sales TeamJul.
2004 Team Leader, Sales Planning Team
Apr.
2005 Team Leader, Retail Sales Team
Mar.
2006 General Manager, Fukushima-nishi BranchMar.
2008 Team Leader, Risk Management Team
Oct.
2008
Team Leader, Corporate Management TeamToshimitsu Kuno
97,000Jul.
2009
GeneralManager, Sales Headquarters
shares(Sep. 28, 1956)
Jun.
2010 Director and General Manager, Management Headquarters
2
Mar.
2011 Director and General Manager, Planning Headquarters
Jun.
2013 Managing Director and General Manager, Planning
Headquarters
Jun.
2014 Managing Director and General Manager, Operations
Headquarters(to the present)[Reasons for selection]
Mr. Toshimitsu Kuno has wide knowledge regarding sales, planning, credit management, and organizational
management of the Bank as Director, and the Bank wishes to continue to utilize this knowledge in the
management of the Bank.

4

No.

Name
(Date of birth)

Past experience, positions, responsibilities,
and significant concurrent positions
Apr.
Mar.
Jun.
May
May

Akinori Sato
(Apr. 19, 1956)
3

Apr.
Oct.
Jul.
Jul.
Jun.
Jun.
Jun.

4

5

1980 Joined the Bank
2000 General Manager, Taira-higashi Branch2001 General Manager, Tanagura Branch
2002 General Manager, Public Relations Section, Corporate
Planning Department
2003 General Manager, Corporate Sales Department, Main Office
Sales Department
2005 General Manager, Corporate Relations Department, Main
Office Sales Department
2005 General Manager, Soma Branch2007 General Manager, Nihonmatsu Branch2009 General Manager, Aizu Branch2012 General Manager, Taira Branch2014 Executive Officer and General Manager, Planning
Headquarters
2015 Director and General Manager, Planning Headquarters(to the present)

Number ofshares of the
Bank held

64,000shares[Reasons for selection]
Mr. Akinori Sato has wide knowledge regarding sales, branch management, and planning of the Bank as amanger of core branches, Executive Officer, and Director, and the Bank wishes to continue to utilize thisknowledge in the management of the Bank.
Apr.
1981 Joined the Bank
Oct.
2002 General Manager, Haramachi Branch
Apr.
2005 Team Leader, Corporate Sales Team
Mar.
2006 Team Leader, Credit Management TeamJun.
2006 General Manager, Sukagawa BranchJul.
2009 General Manager, Securities Insurance Office
57,000Toshiya Takano
Apr.
2010 General Manager, Sales Promotion Officeshares(May 6, 1958)
Jun.
2011 General Manager, Shirakawa BranchJun.
2012 Executive Officer and General Manager, Koriyama Sales
Department
Jun.
2014 Executive Officer and General Manager, Main Office Sales
Department
Jun.
2015 Director and General Manager, Sales Headquarters(to the present)[Reasons for selection]
Mr. Toshiya Takano has wide knowledge regarding sales, branch management, and planning of the Bank as amanger of core branches, Executive Officer, and Director, and the Bank wishes to continue to utilize thisknowledge in the management of the Bank.
Apr.
1980 Joined the Bank
Mar.
2000 General Manager, Yabuki Branch
Sep.
2002 General Manager, Higashidate Branch
Apr.
2005 General Manager, Onahama Branch*Osamu Inamura Mar.
50,0002008 Team Leader, Sales Support Team
(Nov. 11, 1956)
sharesJul.
2009 General Manager, Sukagawa BranchJun.
2012 General Manager, Aizu BranchJun.
2015 Executive Officer and General Manager, Main Office Sales
Department(to the present)[Reasons for selection]
Mr. Osamu Inamura has served as General Manager for core branches such as the Sukagawa Branch and Aizu
Branch, served as Executive Officer for the Main Office Sales Department, and is well versed in the sales
promotion and branch management of the Bank, and the Bank wishes to utilize this wide knowledge andexperience in the management of the Bank.

5

No.

Name
(Date of birth)

Past experience, positions, responsibilities,
and significant concurrent positions
Apr.
Dec.
Dec.
Jun.

Akira Koketsu(Apr. 21, 1952)
6

7

Jul.
Mar.
Apr.
Jun.

1976 Joined Hakuhodo Incorporated
1995 General Manager, Sales Department
1999 Acting General Manager, Sales Bureau
2002 Representative Director and President, Fukushima Hakuhodo
Incorporated
Thereafter, served as Representative Director and President
and Director, Morioka Hakuhodo Incorporated, Akita
Hakuhodo Incorporated, Fukushima Hakuhodo Incorporated,
and Sendai Hakuhodo Incorporated and Director, Aomori
Hakuhodo Incorporated
2012 Advisor, Tohoku Hakuhodo Incorporated
2013 Retired Advisor
2013 Visiting Professor, Yamagata University
2013 Director, the Bank
(to the present)

Number ofshares of the
Bank held

17,000shares[Reasons for selection]
Mr. Akira Koketsu has specialized knowledge regarding organizational management, marketing, and ethics, etc.,from his many years of experience as a corporate manager and as a university professor (in charge of engineering
ethics), and the Bank wishes to continue to utilize this wide and advanced knowledge and experience, etc., in the
management of the Bank.
Apr.
1978 Joined Ministry of Home Affairs
Apr.
1992 Deputy General Manager, Planning and Procurement
Department, Fukushima Prefecture
Apr.
1993 General Manager, Commercial and Industrial Labour
Department, Fukushima Prefecture
Apr.
1996 General Manager, General Affairs Department, Fukushima—*Akira Kawate
Prefecture
shares(Sep. 26, 1953)
Apr.
1999 Vice Governor, Fukushima PrefectureDec.
2006 Vice Chairman, Emergency Development FoundationJul.
2012 Full-time Director, Japan Firefighting AssociationJul.
2013 Advisor, Sumitomo Mitsui Trust Bank, LimitedAug.
2015 Executive Director, National City Development
Association(to the present)[Reasons for selection]
Mr. Akira Kawate has superior knowledge and experience regarding regional affairs and organizational
management as the Vice Governor of Fukushima Prefecture and foundation executive, and the Bank wishes toutilize this wide and advanced knowledge and experience, etc., in the management of the Bank.

6

No.

Name
(Date of birth)

Past experience, positions, responsibilities,
and significant concurrent positions
Apr.
Apr.
Apr.

*Yumiko Nihei(Aug. 31, 1950)

Apr.
Apr.

8
Oct.

1995 Part-time Instructor, Sakura no Seibo Junior College(Lifestyle Culture Theory)
2000 Full-time Instructor, Sakura no Seibo Junior College
2004 Chairperson, Fukushima Prefecture Joint Male-Female
Committee (until Feb. 2015)
2006 Associate Professor, Sakura no Seibo Junior College2013 Professor, Career Education Department, Sakura no Seibo
Junior College (Japanese Constitution, Legal, Labour Laws,
Human Rights, Fukushima Studies, etc.)2013 Committee Member, Fukushima Regional Labour
Committee (to the present)2016 Retired Sakura no Seibo Junior College

Number ofshares of the
Bank held—
sharesMar.
[Reasons for selection]
Ms. Yumiko Nihei has specialized knowledge regarding legal studies and women’s studies, etc., through many
years of instruction at Sakura no Seibo Junior College, etc., and has also served in many public positions such as
Committee Member, Fukushima Regional Labour Committee, and the Bank wishes to utilize this wide andadvanced knowledge and experience, etc., in the management of the Bank.
(Notes)1. * indicates a new candidate for Director.
2. There are no special interest relationships between each candidate and the Bank.
3. Mr. Akira Koketsu, Mr. Akira Kawate, and Ms. Yumiko Nihei are candidates for Outside Director.
(1) Mr. Akira Koketsu has been submitted to the Tokyo Stock Exchange as an Independent Director based on thedefinitions of said Exchange, and if he is elected at this General Meeting, he is scheduled to continue to be an
Independent Director.
(2) If both Mr. Akira Kawate and Ms. Yumiko Nihei are elected at this General Meeting, they are scheduled to become
Independent Directors based on the definitions of the Tokyo Stock Exchange.
4. The term of office of Mr. Akira Koketsu as Director of the Bank will be three years at the conclusion of this General
Meeting.
5. To allow for Outside Directors to adequately exercise their abilities during the course of executing their expected
duties, the Bank has defined in its Articles of Incorporation the ability to conclude agreements to limit the liability fordamages to the Bank to within a certain limit. The maximum amount of liability for damages based on said agreementis 15 million yen or the minimum amount of limit for liability as stipulated by Article 425, Paragraph 1 of theCompanies Act, whichever is greater. Additionally, the Bank has concluded a liability limitation agreement with Mr.
Akira Koketsu, and if his reappointment is approved at this General Meeting, the Bank is scheduled to continue theabove liability limitation agreement with him.
Additionally, concerning both Mr. Akira Kawate and Ms. Yumiko Nihei, if their elections are approved at this General
Meeting, the Bank is scheduled to conclude the above liability limitation agreement with them.
6. Mr. Akira Koketsu, Mr. Akira Kawate, and Ms. Yumiko Nihei have not been business executors or executives of the
Bank or its subsidiaries.
7. Mr. Akira Koketsu, Mr. Akira Kawate, and Ms. Yumiko Nihei are not parent companies, etc., of the Bank, and were
not parent companies, etc., of the Bank within the past five years.
8. Mr. Akira Koketsu, Mr. Akira Kawate, and Ms. Yumiko Nihei are not business executors or executives of designatedaffiliated companies of the Bank, and were not business executors or executives of designated affiliated companies of
the Bank within the past five years.
9. Mr. Akira Koketsu, Mr. Akira Kawate, and Ms. Yumiko Nihei are not scheduled to receive a significant amount of cash
or other property from the Bank or a designated affiliated company of the Bank, and have not received any within thepast two years.
10. Mr. Akira Koketsu, Mr. Akira Kawate, and Ms. Yumiko Nihei are not spouses, relatives within the second degree, or
equivalent persons of a business executor or executive of the parent company, etc., of the Bank, the Bank, or adesignated affiliated company of the Bank.
11. Mr. Akira Koketsu, Mr. Akira Kawate, and Ms. Yumiko Nihei were not business executors at a stock company forwhich the Bank succeeded rights and obligations via a merger, absorption-type split, incorporation-type demerger, ortransfer of business directly before said merger, etc., within the past two years.

7

Proposal No. 3:

Election of Two (2) Audit & Supervisory Board Members

The terms of office of Audit & Supervisory Board Members Ms. Kazuko Yoshihara and Mr. Katsutoshi
Sagara will expire at the conclusion of this General Meeting. Accordingly, the Bank would like to request theappointment of two (2) Audit & Supervisory Board Members.
The Audit & Supervisory Board has approved this Proposal.
The candidates for Audit & Supervisory Board Member are as follows:
Number of
Name
No.
Past
experience,
positions,andsignificant
concurrent
positionssharesof the(Date of birth)
Bank held
Apr.
1976 Joined the Bank
Mar.
2000 General Manager, Haga BranchMay
2002 General Manager, Tomioka BranchMay
2004 General Manager, Sukagawa BranchJun.
2006 General Manager, Aizu Branch*Naoto Yoshida
71,000Jul.
2009 General Manager, Shirakawa Branch(Jun. 8, 1955)
sharesJun.
2011 General Manager, Sales Promotion OfficeApr.
2012 General Manager, Onahama Branch1
Jun.
2014 Executive Officer and General Manager, Koriyama Sales
Department(to the present)[Reasons for selection]
Mr. Naoto Yoshida has served as General Manager for core branches such as the Aizu Branch, and Shirakawa
Branch, Onahama Branch, and General Manager, Koriyama Sales Department, and served as Executive Officer,
and is well versed in the sales promotion and branch management of the Bank, and the Bank wishes to utilize thiswide knowledge and experience in the management of the Bank.
Apr.
1980 Assistant Professor, Fukushima University Faculty of
Economics
Apr.
1991 Professor, Fukushima University Faculty of Economics (incharge of Regional Financial Theory)
Apr.
2002 Dean, Fukushima University Faculty of Economics
Apr.
2008 Director and Vice President, Fukushima University Facultyof Economics (in charge of Academic and Regional—*Shuji Shimizu
Cooperation)
shares(Dec. 13, 1948)
Mar.
2014 Retired Fukushima University, Specially-appointed
Professor, Fukushima University, Honorary Professor,
2
Fukushima University(to the present)Apr.
2012 Committee Chairman, Fukushima Prefecture “Utsukushima
Trust Fund” Management Committee(to the present)[Reasons for selection]
Mr. Shuji Shimizu has specialized knowledge regarding regional finance and regional theory, etc., through many
years of instruction as a professor at Fukushima University, and also has superior knowledge and experience
regarding organizational management as the Vice President of Fukushima University etc., and the Bank wishes toutilize this wide and advanced knowledge and experience, etc., in the management of the Bank.
(Notes)1. * indicates a new candidate for Audit & Supervisory Board Member.
2. There are no special interest relationships between each candidate and the Bank.
3. Mr. Shuji Shimizu is a candidate for Outside Audit & Supervisory Board Member, and is a candidate for Independent
Auditor that will not have conflicts of interest with general shareholders as required by the Tokyo Stock Exchange.
4. To allow for Outside Audit & Supervisory Board Member to adequately exercise their abilities during the course of
executing their expected duties, the Bank has defined in its Articles of Incorporation the ability to conclude agreements
to limit the liability for damages to the Bank to within a certain limit. The maximum amount of liability for damages
based on said agreement is 10 million yen or the minimum amount of limit for liability as stipulated by Article 425,
Paragraph 1 of the Companies Act, whichever is greater. If his election is approved at this General Meeting, the Bankis scheduled to conclude the above liability limitation agreement with him.
5. Mr. Shuji Shimizu has not been a business executor or executive of the Bank or its subsidiaries.
6. Mr. Shuji Shimizu is not a parent company, etc., of the Bank, and was not a parent company, etc., of the Bank within
the past five years.

87.

Mr. Shuji Shimizu is not a business executor or executive of a designated affiliated company of the Bank, and was nota business executor or executive of a designated affiliated company of the Bank within the past five years.
8. Mr. Shuji Shimizu is not scheduled to receive a significant amount of cash or other property from the Bank or adesignated affiliated company of the Bank, and has not received any within the past two years.
9. Mr. Shuji Shimizu is not a spouse, relative within the second degree, or equivalent person of a business executor or
executive of the parent company, etc., of the Bank, the Bank, or a designated affiliated company of the Bank.
10. Mr. Shuji Shimizu was not a business executor at a stock company for which the Bank succeeded rights andobligations via a merger, absorption-type split, incorporation-type demerger, or transfer of business directly before said
merger, etc., within the past two years.

9