THE JAPAN SOCIETY
2020
ANNUAL GENERAL MEETING
TRUSTEE ELECTIONS

Notice of the 2020 Annual General Meeting
To be held via Zoom on Tuesday, 28 July at 11am

THE JAPAN SOCIETY (THE “COMPANY”)

NOTICE OF ANNUAL GENERAL MEETINGNOTICE IS HEREBY GIVEN that the ANNUAL GENERAL MEETING of the Company will be held on 28 July 2020
at 11.00am (BST) as a virtual meeting via Zoom. The business of the meeting shall be to record thanks toSponsors and Benefactors and to consider, and if thought fit, pass the following resolutions:
1. To receive and adopt the audited annual accounts of the Company for the financial year ended 31
December 2019 and the Trustees’ Report.
2. To reappoint Richard Place Dobson as auditors and to authorise the Board to approve theirremuneration as thought fit.
3. To elect or re-elect Ordinary Trustees of the Japan Society to fill certain vacancies arising.

BY ORDER OF THE BOARD___________________________H C POTTER
Chief Executive
Dated: 10 July 2020
Registered office: 13/14 Cornwall Terrace, London NW1 4QP
NOTES
1
2
3

4
5

The full accounts may be seen on the Company’s website (www.japansociety.org.uk) or may be requested in hard
copy from the registered office.
A list of candidates for election or re-election to the vacancies as Ordinary Trustees, together with biographicaldetails of the candidates, are also enclosed.
All voting on resolutions at the AGM will be conducted by way of a poll which means that members should
submit their proxy (by post or email) as soon as possible, but not less than 24 hours before the time for holding
the meeting.
A form of proxy is enclosed with this notice. The proxy must be a member of the Company or, in the case of acorporate member, its authorised representative.
Due to the current Covid-19 restrictions, the meeting will be held in accordance with the Corporate Insolvency andGovernance Act 2020 on the Zoom conferencing platform. To particpate in the meeting, members are required
to register in advance at https://tinyurl.com/JSAGM2020. You will be issued with a link for Zoom through which
you can join the meeting. Should you have questions, or wish to test the connection in advance please notify theoffice on events@japansociety.org.uk

3

Appendix
Election of Trustees
The Board values the opportunity to engage with members at the AGM, which is a key event for the Society
and its Members, who, under normal circumstances, are very welcome to attend the AGM in person.
However, members should note that arrangements for this year’s AGM differ from the usual in-person format.
The Society expects significant restrictions on personal movement and gathering as a result of Covid-19 toremain in place at the time of its AGM and is therefore utilising powers under the Corporate Insolvency andGovernance Act 2020, alongside other discretionary powers for the orderly conduct of meetings, to facilitate
the holding of the meeting on a virtual platform.
Accordingly, this year’s AGM will be a virtual meeting only. In particular, members should note that theSociety’s usual AGM venue, the Japanese Embassy, is not open to visitors. Under the exceptional circumstancesin which this year’s meeting is held, the Chairman intends to conduct all voting on resolutions at the AGM by
way of a poll which means that Members should submit their proxy (by post or email) as soon as possible. A
proxy form is enclosed in this booklet for this purpose. Questions to be raised may be submitted to events@
japansociety.org.uk in advance; although there will be an opportunity to raise questions during the meeting.
The Board of the Company currently consists of a Chairman, two Vice-Chairmen, two appointed Officers(Solicitor and Treasurer), two ex officio Trustees (one additional Vice-Chairman, the deputy head of mission at
the Japanese Embassy, and one Ordinary Trustee, a member of the Japanese Embassy) and eleven Ordinary
Trustees. As set out in the Articles of Association, the total number of Trustees on the Board should be no
more than twenty, and there should be no fewer than four Ordinary Trustees.
One-third of the Ordinary Trustees is required to retire by rotation each year. Those who have retired byrotation may stand for re-election but no one may serve for longer than six consecutive years as an elected
member of the Board.
The Board has appointed a nominations committee currently comprising Bill Emmott (Chairman), Tim
Harding, Martin Hatfull, Sue Hudson, and Heidi Potter (Chief Executive). This committee reviews the skills
that are required on the Board from time to time and the succession policy; and it makes recommendations
to the Board on possible future appointments.
This year it is expected that, as a result of the requirement to retire by rotation and some resignations, there
will be five vacancies for Ordinary Trustees which may be filled at the annual general meeting (the “AGM”).
Two Ordinary Trustees, Sue Hudson and Yuuichiro Nakajima, will retire by rotation and have indicated thatthey are willing to stand for re-election. The Board warmly recommends their re-appointment. Yuko Kawai
was appointed by the Board during the year, and will stand for election for the first time.
There are two other people standing for election to the Board as Ordinary Trustees, Clare Weaver and Rie
Yoshitake; they share between them a varied experience and active involvement in developing links between
Japanese and British communities which will be of great benefit to the Japan Society. The Board proposes
their election. Biographical details of all five Ordinary Trustee candidates are set out in this Appendix.
Overall, there are five candidates for election to fill a possible five Ordinary Trustee vacancies on the Board.
Members are therefore asked at the AGM to cast their votes “For” or “Against” each candidate. Members
may also select the “vote withheld” option if they do not wish to vote for or against any particular candidate,although a vote withheld in this way is not a “vote” by law and will not be counted in the calculation of the
proportion of votes “For” and “Against” a candidate.
We are always looking for new people to be involved with the Japan Society in different capacities, including
as committee members and as Trustees and are delighted that so many people are willing to volunteer theirskills to the Society. We encourage members to let us know at any time during the year if they would like to
be more involved. Suggestions of names of people to be considered for committees or for the Board should
be made to any member of the nominations committee or indeed any member of the Board.

4

Biographical Details of the Candidates for Ordinary Trustees 2020
SUE HUDSONYUKO KAWAI

Sue Hudson has spent all her adult life, both in her
professional and private capacity, working for greater
understanding and closer relations between Britain
and Japan. In 2018 she was awarded the JapaneseForeign Minister’s Commendation for this work.

Yuko Kawai is the General Manager for Europe forBank of Japan, the central bank, since March 2018.
She is in charge of research of economies andfinancial market & industry developments in Europe,
Middle East and Africa.

She moved to Japan after graduating from Sheffield
University in History and taught English for almost
four years at Mishima High School, Shizuoka. Thiswas followed by a year in Miki Travel, London, aperiod working as a freelance Anglo-Japanese media
coordinator before joining the London office of theJapanese media company, Fujisankei, where she
currently works as Director for Projects and Business
Development.

She joined Bank of Japan in 2003 and before
her posting to London was Head of its FinTech
Centre which conducts research into the related
technologies and operates as the information hub
amongst practitioners, researchers and other relatedparties. Previous posts at the Bank have included
Kochi branch manager, Head of Foreign Exchange
Division, Chief Representative in Hong Kong, as wellas various roles in the Financial Markets and in the
Financial System and Bank Examination Departments.

At Fujisankei, Sue has worked on many hugely diverse
projects; ranging from children’s programming,such as Thomas the Tank Engine, to Formula One,to working with a leading Japanese cookery writeron creating Japanese cookery books in English, tothe Praemium Imperiale Arts Awards, to promoting
and filming Japanese musical talent in the UK – tomention but a few.
On her return from teaching in Japan, she joined
the Miura Anjinkai – a society created for the young
people returning from Japan having been on
the same Government teaching programme andbecame its chairman. An interest in ‘grass-roots’
events led her, with other members of Anjinkai andthe local Japanese community, to instigate the Natsu
Matsuri that ran for a number of years from 1985 in
London’s Battersea Park. As Chairman of Anjinkai,
she also worked with the Japan Society as a Council
member to try to attract more young members.
More recently, Sue was a member of the executive
committee for Japan400, which celebrated the arrivalof the first British ship to Japan in 1613 and workedon the overall production of the major events during
the year.
She is passionate about exploring ideas for projects
that bring the two countries closer – whether itbe through food, music, art, business or sport andgreatly enjoys the challenge of finding stimulating
ways of bringing people together.

Prior to joining the Bank, she had worked in the
JPMorgan/Chase/Chemical Bank group taking various
roles in the financial market division, most notably
dealing and structuring of derivatives products, andsubsequently at RPTech, an independent think tank,as a research director.
She received an MBA from the Wharton School,
University of Pennsylvania and an LL.B from Kyoto
University.
Yuko is an eager traveller around the globe andwithin Japan. Her home town is Shizuoka, which
prides itself as the prefecture of beautiful Mt. Fuji. Her
posting in Kochi, in south-west Shikoku, afforded her
the opportunity to explore its beautiful mountains,rivers, and oceans, as well as its food culture. She
supports activities to preserve traditional local
recipes in Japan, and in her current posting enjoys
discovering the regional cuisines of Europe.
YUUICHIRO NAKAJIMA
Yuuichiro Nakajima first came to the UK as a four-year
old boy when his father was posted to his Japanesecompany’s London office. Over the next four years
Yuuichiro lived in London and the experience led
him to return to the UK as a graduate student andthen to work in the City; to date his working life has
been spent almost equally between London andTokyo.
Having studied economics at Keio University,
Yuuichiro started his career with the Overseas
Economic Cooperation Fund in Tokyo. In 1985, heenrolled on the MBA course at the London Business
School as a British Council scholar and in 1987 joined
5

S.G.Warburg’s corporate finance department in
London. After 16 years of working for City firms, in2003 Yuuichiro established his own advisory boutiqueCrimson Phoenix in Tokyo to advise corporate clientson cross-border M&A (mergers, acquisitions, joint
ventures, partnerships, etc.) and corporate financetransactions involving Japanese companies. Crimson
Phoenix opened its London office in 2012 where
Yuuichiro is now based.
Yuuichiro was an active member of the Japan-British
Society when he lived in Tokyo, serving as a board
member and chairing its Younger Members’ Groupand later Centenary Awards Committee. He joined
the Japan Society in 1985 and was soon thereafter
elected to its Council, later serving on the Centenary
Review Committee, which sought to modernise theSociety’s constitution, and the Awards Committee.
Yuuichiro is a member of the British Chamberof Commerce in Japan (serving on its Executive
Committee until 2012) and a Council Member/
Director of the Japanese Chamber of Commerce andIndustry in the U.K. He is a non-executive director of
J.P.Morgan Japan Smaller Companies Trust plc andJapan H.L. Limited, which operates the Japan House
London. In addition, he is a member of the Audit andCompliance Committee of FIFA, a Finance Committee
member at the Asian Football Confederation and on
the Advisory Board of the Japan Football Association.
He shares his interest in choral singing with his wife
Wendela.
CLARE WEAVER
Clare Weaver is a qualified English solicitor who has
spent almost all her adult life dedicated to Japan,
most recently providing legal consulting services toJapanese megabank MUFG and Nomura Securities
in relation to Brexit and currently acts as UK GeneralCounsel to an innovative international law company
on UK, EU and Asia Pacific legal matters.
After reading Oriental Studies (Japanese) at Oxford,
which included a research year at Hiroshima
University on the Japanese Government scholarship
scheme, Clare started her legal career in Linklaters’Tokyo office prior to joining the Legal Division of
Mitsui & Co, serving almost 13 years in both London
and Tokyo as Deputy General Manager. of the EMEA
Legal Department.
As part of a decision to shift her career focus to
consulting, Clare undertook her Executive MBA atHenley Business School specialising on strategic
innovation, in particular legal innovation, andundertook research in Japan on the adoption of legal
6

technology by Japanese law departments. Clare
currently advises a legal tech start up on Japaneseclient development and also supports the activitiesof the Legal Hackers (Tokyo), albeit remotely!
Away from work, Clare is a keen sportswoman,
undertaking endurance cycling sportives and (fulland half) marathons and plays tennis when time
permits. She has also undertaken a professionalsake sommelier’s course and is a very enthusiastic
ambassador for Japanese Nihonshu in London! Sheis also a passionate supporter of social mobility andhas mentored sixth formers who are interested towork in the law and provides skills training to school
children looking for legal internships.
Clare splits her time between London and Cornwall,
where she and her partner are the proud “parents” ofa cockapoo puppy.
RIE YOSHITAKE
Rie Yoshitake is a London-based business consultant
with experience over several decades working with
UK and Japanese businesses and markets. As founderof Yoshitake & Associates, she works with a team of
specialists to support existing Anglo-Japanese links
and promote new ones. She has been promoting
sake and Japanese food for many years, and has beenrecognised by the Japanese Government with theForeign Minister’s Commendation (2019) and theMinister’s Award for Overseas Promotion of Japanese
Food (2014, MAFF).
After studying international marketing and public
relations in London, Rie became sole UK representative
for a Japanese trading company, spending ten years
overseeing their London operations, working acrossa range of markets focusing particularly on luxury
goods and fine wine. In 2001 Rie became a founding
partner of Claret Co. Ltd., which imports fine and rarewines to Japan. Bringing together her love of wineand her wish to support business and cultural links
between Japan and Britain, Rie became involved inpromoting Japan’s sake industry overseas. In 2007
the Japan Sake Brewers Association Junior Council,
also known as Sake Samurai, invited her to become
their UK Representative. Since 2015, she has also
been the UK Representative of the Japan Sake andShochu Makers Association.
Rie grew up in Munakata, a coastal city in Fukuoka
said to be the starting point of overseas Japanesetrade, and ascribes her love of travel and desire tocreate strong international connections in part tothis background.

please detach here and return to the Japan Society

THE JAPAN SOCIETY

PROXY FORM for the ANNUAL GENERAL MEETING 2020
I/We, being a member of The Japan Society, hereby appoint the Chairman of the meeting (see note 2) as
my/our proxy to vote for me/us at the Annual General Meeting of The Japan Society to be held at 11.00am
on Tuesday, 28 July 2020 and at every adjournment thereof.
Name (please print).......................................................................................................................

Category of membership

Individual

FamilyCorporate

Name of corporate
member (if applicable).......................................................................................................................

Signature.......................................................................................................................

Dated....................................................................................................................... 2020
Instructions to Proxy

Please indicate with an “X” in the boxes below and overleaf how you wish the proxy to vote. The Proxy will
vote or withhold their vote, at his or her discretion, on (a) any resolution listed below if no instruction is
given regarding that resolution and (b) on any other business transacted at the meeting.
For

1

Receiving the Accounts and the Trustees’ Report2

Re-appointment of the Auditors

3

Re-appointment of Sue Hudson as Ordinary Trustee

4Election of Yuko Kawai as Ordinary Trustee

5

Re-appointment of Yuuichiro Nakajima as Ordinary Trustee

6Election of Clare Weaver as Ordinary Trustee

7

Election of Rie Yoshitake as Ordinary Trustee

AgainstVote
withheldNotes
1 A Member of The Japan Society is entitled to appoint a proxy to exercise all or any of his or her rights toattend, speak and vote at a general meeting of The Japan Society.
2 As the AGM in 2020 will be held electronically and to ensure the vote can be conducted properly any Members
who wish to vote should appoint the Chairman as their proxy. All voting will be conducted on a poll whichmeans that Members should submit their proxy (by post or email) as soon as possible.

Please return this form to the following address:
The Japan Society, 13/14 Cornwall Terrace, London NW1 4QP
or by email to: heidi.potter@japansociety.org.uk

please detach here and return to the Japan Society

3 The completed and signed proxy form (and, if relevant, the power of attorney or other authority underwhich it is signed, or a certified copy of that power or authority) must be received at 13/14 Cornwall
Terrace, London NW1 4QP or by email to heidi.potter@japansociety.org.uk not less than 24 hours before
the meeting.
4 To direct the Chairman how to vote on the resolutions as your proxy, mark the appropriate box withan ‘X’. If no voting indication is given, your proxy will vote or withhold his vote at his discretion. Yourproxy will vote (or withhold a vote) as he thinks fit in relation to any other matter which is put before themeeting.
5 The vote withheld option is provided to enable you to instruct the proxy not to vote on any particularresolution. However, it should be noted that a vote withheld in this way is not a “vote” by law and will not
be counted in the calculation of the proportion of votes “For” and “Against” a resolution.
6. Any power of attorney or any other authority under which this proxy form is signed (or a duly certified
copy of such power of authority) must be included with the proxy form.
7. If you submit more than one valid proxy appointment, the appointment received last before the latest
time for the receipt of proxies will take precedence.