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: 5946)
March 3, 2022
To our shareholders:
Kiyotaka Taneda,
President
Chofu Seisakusho Co., Ltd.
2-1, Chofu Ogi-machi, Shimonoseki-shi, Yamaguchi

Notice of the 68th Annual General Meeting of Shareholders
We are pleased to announce the 68th Annual General Meeting of Shareholders of Chofu Seisakusho Co., Ltd. (the“Company”), which will be held as described below.
To prevent the spread of the novel coronavirus disease (COVID-19), for this General Meeting of Shareholders, we
ask that our shareholders exercise the voting rights beforehand in writing or via the Internet, if at all possible, andrefrain from attending the meeting in person regardless of their state of health.
Please exercise your voting rights after examining the attached Reference Documents for the General Meeting of
Shareholders, by 6:00 p.m. on Thursday, March 24, 2022 (JST).
1. Date and Time: Friday, March 25, 2022, at 10:00 a.m. (JST)
2. Venue:
Head Office of the Company
2-1, Chofu Ogi-machi, Shimonoseki-shi, Yamaguchi
3. Purpose of the Meeting
Matters to be reported:
1. The Business Report, the Consolidated Financial Statements, and report on the result of the audit by the
Financial Auditor and Audit and Supervisory Committee on the Consolidated Financial Statements for the68th term (January 1, 2021 to December 31, 2021)
2. The Non-Consolidated Financial Statements for the 68th term (January 1, 2021 to December 31, 2021)
Matters to be resolved:
Proposal No. 1
Appropriation of Surplus
Proposal No. 2
Partial Amendment to the Articles of Incorporation
Proposal No. 3
Election of Nine Directors (Excluding Audit and Supervisory Committee Members)
Proposal No. 4
Election of Three Directors Who Are Audit and Supervisory Committee Members
4. Information on Exercise of Voting Rights:(1) Exercise of voting rights in writing (via postal mail)Please indicate whether you agree or not to the proposals on the enclosed Voting Form, and return it so thatit arrives by 6:00 p.m. on Thursday, March 24, 2022.
(2) Exercise of voting rights via the Internet
Please exercise your voting rights via the Internet by 6:00 p.m. on Thursday, March 24, 2022, withreference to the “Information on Exercising Voting Rights via the Internet” (Japanese only).
(3) Treatment of multiple exercises of voting rights
In the event that you exercise your voting rights both in writing (via postal mail) and via the Internet,
exercise of voting rights via the Internet shall be deemed effective. If you exercise your voting rights morethan once via the Internet, the latest exercise shall be upheld as valid. If you exercise your voting rights
more than once by using your personal computer or smartphone, the latest exercise shall be upheld as valid.

- If attending, please bring the enclosed Voting Form and submit it at the reception desk on the day of the meeting.
- Note that if there are any modifications in the Reference Documents for the General Meeting of Shareholders, the Business
Report, the Non-Consolidated Financial Statements, or the Consolidated Financial Statements, they will be posted on our
website (https://www.chofu.co.jp/).

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Measures to prevent the spread of COVID-19• We ask for your cooperation in bringing and wearing a mask and in the use of alcohol disinfectant.
• We ask for your cooperation in having your temperature checked at the entrance of the venue. Those who arerecognized as having a fever or who appear to be unwell may be asked to refrain from entering the venue.
• Staff members at the General Meeting of Shareholders will also be wearing masks and have their temperature andhealth checked.
• Please note that the Company has decided to forgo the custom of giving presents to the shareholders who attend
the meeting. Thank you for your understanding.
• If future developments necessitate a major change in the way the General Meeting of Shareholders will be run,shareholders will be informed via our website (https://www.chofu.co.jp/).

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

Appropriation of Surplus

The Company proposes the appropriation of surplus as follows:
Year-end dividends
The Company views the provision of appropriate profit returns to shareholders as one of the most importantmanagement issues, and our basic policy is to pay stable dividends while working to establish a sustainable andhighly profitable structure for the entire Group, providing for investments aimed at growth, and strengthening thefinancial position.
In accordance with the above basic policy, the Company proposes to pay year-end dividends for the current fiscal
year as follows:
1.
Type of dividend property
To be paid in cash.
2.
Allotment of dividend property and their aggregate amount¥18 per common share of the Company
In this event, the total dividends will be ¥625,307,616.
3.
Effective date of dividends of surplus
March 28, 2022

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Proposal No. 2

Partial Amendment to the Articles of Incorporation

1. Reason for proposal
Since the revised provisions provided for in a proviso to Article 1 of the Supplementary Provisions of the Act
Partially Amending the Companies Act (Act No. 70 of 2019) are to be enforced on September 1, 2022, theCompany proposes to make the following changes to its Articles of Incorporation in preparation for the
introduction of the system for providing informational materials for the general meeting of shareholders inelectronic format.
(1) Article 15, paragraph 1 in “Proposed amendments” below will stipulate that the Company shall takemeasures for providing information that constitutes the content of reference documents for the general
meeting of shareholders, etc. in electronic format.
(2) Article 15, paragraph 2 in “Proposed amendments” below will establish the provision to limit the scopeof the items to be stated in the paper-based documents to be delivered to shareholders who requested thedelivery of paper-based documents.
(3) Since the provisions for Internet Disclosure and Deemed Provision of Reference Documents for the
General Meeting of Shareholders, Etc. (Article 15 of the current Articles of Incorporation) will no longer
be required, they will be deleted.
(4) Accompanying the aforementioned new establishment and deletion, supplementary provisions regarding
the effective date, etc. will be established.
2. Content of amendment
The content of the amendment is as follows.
(Changes are underlined)
Proposed amendments

Current Articles of Incorporation(Internet Disclosure and Deemed Provision of Reference
Documents for the General Meeting of Shareholders, Etc.)
Article 15.
When the Company convenes a general meeting ofshareholders, if it discloses information that is to be stated orpresented in the reference documents for the general meeting ofshareholders, business report, non-consolidated financial
statements and consolidated financial statements through theInternet in accordance with the provisions prescribed by the
Ministry of Justice Order, it may be deemed that the Company
has provided this information to shareholders.
<New establishment><New establishment><Deletion>(Measures for Providing Information in Electronic Format, Etc.)
Article 15.
1 When the Company convenes a general meeting ofshareholders, it shall take measures for providing
information that constitutes the content of reference
documents for the general meeting of shareholders, etc. inelectronic format.
2 Among items for which the measures for providing
information in electronic format will be taken, theCompany may exclude all or some of those items
designated by the Ministry of Justice Order fromstatements in the paper-based documents to be delivered toshareholders who requested the delivery of paper-based
documents by the record date of voting rights.
(Supplementary Provisions)
1 The amendment to Article 15 of the Articles of Incorporation
shall be effective from September 1, 2022, the date ofenforcement of the revised provisions provided for in theproviso to Article 1 of the Supplementary Provisions of the
Act Partially Amending the Companies Act (Act No. 70 of2019) (hereinafter referred to as the “Date of Enforcement”).

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2

3

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Proposed amendments
Notwithstanding the provision of the preceding paragraph,
Article 15 (Internet Disclosure and Deemed Provision ofReference Documents for the General Meeting of
Shareholders, Etc.) of the Articles of Incorporation shallremain effective regarding any general meeting ofshareholders held on a date within six months from the Dateof Enforcement.
These Supplementary Provisions shall be deleted on the datewhen six months have elapsed from the Date of Enforcement
or three months have elapsed from the date of the general
meeting of shareholders in the preceding paragraph,
whichever is later.

Proposal No. 3

Election of Nine Directors (Excluding Audit and Supervisory Committee Members)

The terms of office of all nine Directors (excluding Audit and Supervisory Committee Members) will expire at theconclusion of this meeting. Therefore, the Company proposes the election of nine Directors (excluding Audit andSupervisory Committee Members).
In addition, the Audit and Supervisory Committee has no particular statement for this proposal.
Candidates for election as Directors (excluding Audit and Supervisory Committee Members) are as follows:
Candidate
No.

Name(Date of birth)

Career summary, position and responsibility in the Company,
and significant concurrent positions outside the Company
Feb. 1971
Mar. 1985

1

Yasuo Kawakami(December 21, 1946)

Mar. 1987
Dec. 1997
Mar. 2012
Mar. 1979
Mar. 2008

2

Kiyotaka Taneda(February 3, 1955)

3

Shuichi Nakamura(September 26, 1955)

Apr. 2014
May 2018
Mar. 2019
Mar. 1978
Mar. 2010
Apr. 2010
Mar. 2014
Apr. 2014
Mar. 1982
Mar. 2013
Mar. 2015

4

Takeshi Wada
(April 28, 1957)

Mar. 2016
Feb. 2021
Mar. 2021

5

6

Yoshiaki Egawa(October 8, 1957)

Tetsuro Hayashi(August 21, 1960)

Jan. 1982
Mar. 2014
Apr. 2014
Apr. 1985
Mar. 2014
Oct. 2004
Mar. 20147

Yasuhiro Kawakami(July 1, 1962)

Feb. 2017
Feb. 2021

Joined the Company
Director and General Manager of Tokyo Sales
OfficeDirector and Plant Manager of Utsunomiya
Plant
President
Chairman (current position)
Joined the Company
Director and General Manager of Engineering
Department
Managing Director
Executive Director
President (current position)
Joined the Company
Director and General Manager of Sales
Department at Shiga Plant
Director and Plant Manager of Shiga Plant
Director and Plant Manager of Utsunomiya
PlantManaging Director (current position)
Joined the Company
Director and General Manager of Sales
Department
Director, General Manager of Sales
Department, and General Manager of Fukuoka
Branch OfficeDirector and General Manager of Sales
Department
Director
Seconded to Sunpot Co., Ltd.
Director of the Company (current position)
Seconded to Sunpot Co., Ltd.
Managing Director (current position)
Joined the Company
Director and General Manager of Production
Department
Director and Executive General Manager of
Production Department (current position)
Joined the Company
Director and General Manager of Tokyo Branch
Office (current position)
Joined the Company
Director and General Manager of Corporate
Administration Department
Director and Plant Manager of Shiga Plant
Director and General Manager of Sales
Department (current position)-6-

Number of theCompany’s shares
owned

294,510 shares

3,200 shares

3,200 shares

3,000 shares

1,900 shares

2,900 shares

6,400 shares

Candidate
No.

8

9
Notes:

Name(Date of birth)

Career summary, position and responsibility in the Company,
and significant concurrent positions outside the Company

Joined the Company
Director and General Manager of Sales
3,400 shares
Department at Utsunomiya Plant (current
position)
Apr. 1994
Joined the Company
Kazuyuki NishijimaMar. 2021
Director (current position)
1,000 shares(January 1, 1970)
Seconded to Osaka-Technocrat Co., Ltd.
Managing Director (current position)
1. There is no special interest between any of the candidates and the Company.
2. Reasons for nomination as candidates for Director
After serving as President of the Company, of which office he assumed in 1997, Yasuo Kawakami currently
oversees the Group in general as Chairman of the Company as well as Director of its subsidiary, Sunpot Co., Ltd.,and has sufficient knowledge and experience required for management. Accordingly, the Company has determinedthat he will be able to continue to appropriately conduct the duties as Director of the Company.
Since assuming the office of President of the Company in 2019, Kiyotaka Taneda oversees the Company’s
operations in general as President of the Company, and has sufficient knowledge and experience required for
management of the Company. Accordingly, the Company has determined that he will be able to continue toappropriately conduct the duties as Director of the Company.
Shuichi Nakamura oversees the operations in general in Eastern Japan area as Managing Director of the Company,and has sufficient knowledge and experience required for management of the Company. Accordingly, the Company
has determined that he will be able to continue to appropriately conduct the duties as Director of the Company.
Takeshi Wada oversees the operations in general of the Company’s subsidiary, Sunpot Co., Ltd., as its Managing
Director, and has sufficient knowledge and experience required for management of the Company. Accordingly, theCompany has determined that he will be able to continue to appropriately conduct the duties as Director of theCompany.
Yoshiaki Egawa oversees production department in general as Director of the Company, and has sufficientknowledge and experience required for management of the Company. Accordingly, the Company has determinedthat he will be able to continue to appropriately conduct the duties as Director of the Company.
Tetsuro Hayashi oversees sales in Tokyo Metropolitan area as Director of the Company, and has sufficientknowledge and experience required for management of the Company. Accordingly, the Company has determinedthat he will be able to continue to appropriately conduct the duties as Director of the Company.
Yasuhiro Kawakami oversees sales in Western Japan area as Director of the Company, and has sufficient knowledge
and experience required for management of the Company. Accordingly, the Company has determined that he will
be able to continue to appropriately conduct the duties as Director of the Company.
Tadatoshi Mikubo oversees sales in Eastern Japan area as General Manager of Sales Department at Utsunomiya
Plant, and has sufficient knowledge and experience required for management of the Company. Accordingly, theCompany has determined that he will be able to appropriately conduct the duties as Director of the Company.
Kazuyuki Nishijima oversees the operations in general of the Company’s subsidiary, Osaka-Technocrat Co., Ltd., asits Managing Director, and has sufficient knowledge and experience required for management of the Company.
Accordingly, the Company has determined that he will be able to appropriately conduct the duties as Director of theCompany.
3. The Company has concluded a directors and officers liability insurance agreement with an insurance company. The
liability insurance covers compensation for damages incurred by an insured person. Each candidate will be included as
an insured person under this insurance agreement. Furthermore, at the time of the next renewal, the Company plans torenew the liability insurance agreement without changes to the terms and conditions.
Tadatoshi Mikubo(January 14, 1966)

Mar. 1995
Mar. 2021

Number of theCompany’s shares
owned

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Proposal No. 4

Election of Three Directors Who Are Audit and Supervisory Committee Members

The terms of office of all three Directors who are Audit and Supervisory Committee Members will expire at theconclusion of this meeting. Therefore, the Company proposes the election of three Directors who are Audit andSupervisory Committee Members.
In addition, the consent of the Audit and Supervisory Committee has been obtained for this proposal.
Candidates for election as Directors who are Audit and Supervisory Committee Members are as follows:
Candidate
No.

Name(Date of birth)1* Shigeru Imuta(April 28, 1961)

Career summary, position and responsibility in the Company,
and significant concurrent positions outside the Company
Mar. 1984
July 2015
Apr. 1985
Apr. 1988

Hiroshi Yamamoto(March 1, 1958)

2

Mar. 2000
Mar. 2016

Apr. 1995
June 2019* Keisuke Mukunashi(April 11, 1970)

3

June 2020
June 2021

Notes:

Joined the Company
General Manager of Engineering Department(current position)
Registered as an attorney at law
Opened Hiroshi Yamamoto Law Office,Director (current position)
Audit & Supervisory Board Member of theCompany
Outside Director who is an Audit andSupervisory Committee Member (current
position)
Joined The Yamaguchi Bank, Ltd.
Executive Officer of Yamaguchi Financial
Group, Inc.
President, Representative Director and Group
COO
President, Representative Director and GroupCEO (current position)

1.
2.
3.
4.

Number of theCompany’s sharesowned
400 shares

0 shares0 sharesNew candidates are indicated by an asterisk (*).
There is no special interest between any of the candidates and the Company.
Hiroshi Yamamoto and Keisuke Mukunashi are candidates for outside Director.
Reasons for nomination as candidates for Director or outside Director who is an Audit and Supervisory Committee
Member
The reason for nominating Shigeru Imuta as a candidate for Director who is an Audit and Supervisory Committee
Member is that the Company has determined that he will be able to appropriately conduct the duties as Director
who is an Audit and Supervisory Committee Member because he has served as General Manager of Engineering
Department as the person in charge of the Company’s engineering department and has sufficient knowledge andexperience required for the sound and appropriate operation of the Company.
Hiroshi Yamamoto is currently an outside Director of the Company, and at the conclusion of this meeting, his
tenure will have been six years. The reason for nominating him as a candidate for outside Director is that theCompany has determined that he will be able to appropriately conduct the duties as outside Director who is an
Audit and Supervisory Committee Member because he has abundant experience and a track record as an attorney atlaw, despite having no experience of involvement in the management of a company except as an outside officer.
The reason for nominating Keisuke Mukunashi as a candidate for outside Director is that the Company has
determined that he will be able to appropriately conduct the duties as outside Director who is an Audit andSupervisory Committee Member because he has abundant experience and broad insight as a corporate manager infinancial institutions.
5. The Company has submitted notification to the Tokyo Stock Exchange that Hiroshi Yamamoto has been designated as anindependent officer as provided for by the aforementioned exchange, and he will continue to serve as an independent
officer if he is appointed as originally proposed. In addition, please note that Keisuke Mukunashi will also serve as anindependent officer.
6. The Company has concluded a directors and officers liability insurance agreement with an insurance company. The
liability insurance covers compensation for damages incurred by an insured person. Each candidate will be included as
an insured person under this insurance agreement. Furthermore, at the time of the next renewal, the Company plans torenew the liability insurance agreement without changes to the terms and conditions.

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