This document has been translated from the Japanese original for reference purposes only. In the event ofany discrepancy between this translated document and the Japanese original, the original shall prevail. TheCompany assumes no responsibility for this translation or for direct, indirect or any other forms of damages
arising from the translation.
Securities code: 6798
June 10, 2024

To Shareholders with Voting Rights:
Yasumitsu Ikeda
President, Chief Executive Officer
and Chief Operating Officer
SMK Corporation
5-5, Togoshi 6-chome,
Shinagawa-ku, Tokyo-to

NOTICE OF
THE 102nd ANNUAL GENERAL MEETING OF SHAREHOLDERS
We would like to express our appreciation for your continued support and patronage.
We hereby inform you that the 102nd Annual General Meeting of Shareholders of SMK Corporation(the “Company”) will be held as described below.
We would like to ask our shareholders for their continued support and encouragement.
Measures for electronic provision have been taken for the convocation of this Shareholders’ Meeting,and matters to be provided electronically are posted on the website below.
• The Company’s website: https://www.smk.co.jp/company/ir/kabunushisokai/ (available in Japaneseonly)

In addition to the above website, matters to be provided electronically have also been posted on theTokyo Stock Exchange (TSE) website. Please access the TSE website (TSE Listed Company Search)
below, enter and search for the issue name “SMK” or securities code “6798,” then select “Basicinformation” and “Documents for public inspection/PR information” to view.
• TSE website (TSE Listed Company Search):https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show
1. Date and Time:

Tuesday, June 25, 2024 at 10:00 a.m. Japan time

2. Place:

GATE CITY HALL, GATE CITY OHSAKI
1-11-1 Ohsaki, Shinagawa-ku, Tokyo-to

3. Meeting Agenda:
Matters to be reported:1. The Business Report and Consolidated Financial Statements for theCompany’s 102nd Fiscal Year (April 1, 2023 - March 31, 2024) andresults of audits by the Accounting Auditor and the Board of Auditors ofthe Consolidated Financial Statements
2. Non-consolidated Financial Statements for the Company’s 102nd Fiscal
Year (April 1, 2023 - March 31, 2024)
Proposals to be resolved:
Appropriation of Surplus
Proposal 1:
Election of Four (4) Directors
Proposal 2:
Election of Two (2) Auditors
Proposal 3:-1-4. Other matters related to this notice of convocation(1) If any revisions are made to the matters to be provided electronically, the revised content will beposted on each website listed above.
(2) The documents sent to shareholders also serve as the documents listing the matters to be provided
electronically based on the request for delivery of documents. In accordance with laws andregulations and Article 16 of the Company’s Articles of Incorporation, the following matters areomitted. Accordingly, the Auditors and the Accounting Auditor have audited documents subject toaudit, including the following matters.
(a) “Business Progress and Results,” “Issues to be Addressed,” “Status of Assets and Profit and Loss,”“Main Business Activities,” “Main Sales Offices and Factories,” “Status of Employees,” “MainLenders and Amounts Lent,” “Matters Concerning Shares,” “Main Activities of Outside Officers,”“Total Remuneration, etc. of Outside Officers,” “Overview of Contents of Limitation of Liability
Agreements,” “Matters Concerning the Accounting Auditor,” and “System to Ensure theAppropriateness of Operations and Operational Status of said System” in the Business Report, (b)Consolidated Financial Statements, (c) Non-consolidated Financial Statements, and (d) Audit Report.

-2-Reference Documents for the Shareholders’ Meeting
Proposals and References
Proposal 1:

Appropriation of Surplus

Dividends are determined based on consolidated financial results, taking into account medium- to longterm profitability and the status of internal reserves. We would like to propose a year-end dividend for thefiscal year under review as follows.
Matters concerning the year-end dividend
1. Matters concerning the allocation of dividend property to shareholders and total amount thereof
50 yen per share of common stock of the Company
Total amount: 319,714,600 yen
As we have paid an interim dividend of 50 yen per share, the annual dividend for the fiscal year
under review will amount to 100 yen per share.
2. Effective date of appropriation of surplus
June 26, 2024

-3-

Proposal 2:

Election of Four (4) Directors

The terms of office of Directors Mr. Yasumitsu Ikeda, Mr. Masanobu Ikeo, Mr. Paul Evans and Mr.
Toshio Nakamura will expire at the conclusion of this Annual Shareholders’ Meeting. Accordingly, theCompany proposes the election of four (4) Directors.
The candidates for Directors are as follows.
No.

12Name(Date of birth)

Career summary, positions, responsibilities,
and significant concurrent positions
October 1993
June 2002
June 2004
May 2005
June 2006
April 2008
June 2008
April 2012

Number ofshares of theCompany held

Joined the Company
Vice President
Executive Vice President
Yasumitsu Ikeda
In charge of Corporate Planning Department(February 16, 1963)
48,200
Director
Division Director of Sales Division[Reappointment]
Director and Executive Deputy President
President, Chief Executive Officer and Chief
Operating Officer (current position)[Reason for nomination as candidate for Director]
Mr. Yasumitsu Ikeda oversees the entire Group, demonstrating strong leadership as President, Chief Executive
Officer and Chief Operating Officer. The Company has judged that he will appropriately carry out his duties
toward mid- to long-term growth in corporate value of the Group and contribute to the strengthening of theBoard of Directors’ decision making and supervisory functions, and therefore renominated him as a candidate
for a Director.
April 1979
Joined the Company
April 2012
Senior General Manager of CS Division
May 2012
Chairman, SMK Electronics (Shenzhen) Co., Ltd.
Vice President
June 2013
Masanobu Ikeo
In charge of CS Division(January 4, 1956)
June 2018
Executive Vice President
4,000
In charge of Technology Division (current
April 2022
[Reappointment]
position)
June 2022
Director and Executive Deputy President (currentposition)
Chief Technology Officer (current position)
In charge of SCI Division (current position)
April 2023
[Reason for nomination as candidate for Director]
Mr. Masanobu Ikeo has a wealth of experience and accomplishments as a head of overseas manufacturing bases
and business departments. Currently, as Director and Executive Deputy President, he oversees matters,
including those concerning technology and environment. The Company has judged that he will continue toappropriately carry out his duties as a Director and contribute to the strengthening of the Board of Directors’decision making and supervisory functions, and therefore nominated him as a candidate for a Director.

-4-No.

Name(Date of birth)

Career summary, positions, responsibilities,
and significant concurrent positions
October 1986
April 2000

Paul Evans(November 22, 1961)[Reappointment]
34

June 2006
June 2010
April 2012
March 2015
June 2016

Joined SMK Europe N.V.
President, SMK Electronics Corporation U.S.A.
(current position)
Vice President
In charge of Sales for Americas Area Business
Executive Vice President (current position)
President, SMK Europe N.V.
In charge of Sales for Europe and Americas Areas
Business, the Company (current position)
President, SMK Electronics (Europe) Ltd.
Director, the Company (current position)

Number ofshares of theCompany held

4,300

[Reason for nomination as candidate for Director]
Mr. Paul Evans oversees matters, including those concerning sales in Europe and Americas, and has a wealth ofexperience and accomplishments in global business. The Company has judged that he will continue toappropriately carry out his duties as a Director and contribute to the strengthening of the Board of Directors’decision making and supervisory functions, and therefore nominated him as a candidate for a Director.
April 1970
Joined the Ministry of International Trade andIndustry
September 1999 Director-General, the Trade Bureau
June 2000
Commissioner, the Small and Medium Enterprise
AgencyOctober 2003
Secretary-General, the Japan Association for the2005 World Exposition
November 2007 President, the Japan Chamber of Commerce andIndustry and the Tokyo Chamber of Commerce
Toshio Nakamuraand Industry(July 22, 1946)
June 2011
Outside Director, NGK INSULATORS, LTD.
March 2016
Chairman, National Association of Small and3,400[Reappointment]
Medium Enterprise Trade Promotion (currently
National Association of Small and Medium[Outside]Enterprise Promotion Organizations) (current[Independent]position)
May 2016
Outside Director, Aoki Super Co., LTD. (currentposition)
June 2016
Director, the Company (current position)[Significant concurrent positions]
Chairman, the National Association of Small and Medium Enterprise
Promotion Organizations
Outside Director, Aoki Super Co., LTD.
[Reason for nomination as candidate for Outside Director and outline of expected roles]
Although he has never been directly involved in corporate management, Mr. Toshio Nakamura has held key
positions that contribute to promotion of commerce and industry for many years, including the posts ofDirector-General of the Trade Bureau at the Ministry of International Trade and Industry and Commissioner ofthe Small and Medium Enterprise Agency. He is expected to advise and supervise the Board of Directors bytaking advantage of the expertise and knowledge based on his insight and experience and strengthen thedecision making and supervisory functions of the Board. The Company has therefore renominated him as acandidate for an Outside Director.

Notes: 1. There are no special interests between the candidates and the Company.

-5-2. The number of shares of the Company held includes the number of unit shares held under thename of Officers Shareholding Association as of March 31, 2024.
3. Matters concerning the candidate for Outside Director are as follows:(1) Mr. Toshio Nakamura is a candidate for an Outside Director. The Company has registered
him as an Independent Director/Auditor with the Tokyo Stock Exchange.
(2) Based on the provisions of the Articles of Incorporation and Article 427, Paragraph 1 of theCompanies Act, the Company has entered into an agreement with Mr. Toshio Nakamura tolimit his liability for damages to the amount stipulated by laws and regulations. If hisreelection is approved, the Company intends to continue the said agreement.
(3) Mr. Toshio Nakamura will have served as an Outside Director for eight (8) years at theconclusion of this Annual Shareholders’ Meeting.

-6-

Proposal 3:

Election of Two (2) Auditors

The terms of office of Auditors Mr. Morikazu Fukui and Mr. Naru Nakashima will expire at theconclusion of this Annual Shareholders’ Meeting. Accordingly, the Company proposes the election oftwo (2) Auditors.
The approval of the Board of Auditors has been obtained for this proposal.
The candidates for Auditors are as follows.
No.

Name(Date of birth)

Career summary, positions,and significant concurrent positions
May 2009
June 2010

1.

2.

Number ofshares of theCompany held

Joined the Company
Vice President
In charge of Corporate Planning Department andGeneral Affairs Department
Kohei OhgakiApril 2012
Executive Vice President (current position)(September 16, 1955)
Chief Financial Officer (current position)
2,800
In charge of Accounting Department (currentlyFinancial Planning Department) (current position)[New appointment]
April 2022
President, Showa Enterprise Co., Ltd. (scheduled toresign in May 2024)
April 2024
Public Relations Department, the Company (currentposition)[Reason for nomination as candidate for Auditor]
Mr. Kohei Ohgaki has a wealth of knowledge and experience cultivated mainly through oversight of corporate
planning, general affairs, and financial divisions and corporate management of a Group company. TheCompany has judged that he will be able to utilize this experience in audits and appropriately perform his duties
as an Auditor, and therefore nominated him as a candidate for an Auditor.
April 1987
Appointed judge of Nagoya District Court
Naru Nakashima
April 1988
Registered as an attorney at law(August 8, 1959)
April 1990
Established NAKASHIMA Naru Law Office(currently NAKASHIMA Naru Comprehensive Law
200Office)[Reappointment]
June 2008
Auditor, the Company (current position)[Outside][Significant concurrent positions][Independent]
Attorney at law, NAKASHIMA Naru Comprehensive Law Office[Reason for nomination as candidate for Outside Auditor]
Mr. Naru Nakashima has a wealth of knowledge and experience cultivated through his service as an attorney atlaw. Although he has never been directly involved in corporate management, he is currently fulfilling his role
appropriately as an Outside Auditor of the Company for strengthening corporate governance of the Company.
The Company therefore renominated him as a candidate for an Outside Auditor.

Notes: 1. There are no special interests between the candidates and the Company.
2. The number of shares of the Company held includes the number of unit shares held under thename of Officers Shareholding Association as of March 31, 2024.
3. Mr. Naru Nakashima is a candidate for an Outside Auditor. The Company has registered him
as an Independent Director/Auditor with the Tokyo Stock Exchange.
4. Based on the provisions of the Articles of Incorporation and Article 427, Paragraph 1 of theCompanies Act, the Company has entered into an agreement with Mr. Naru Nakashima tolimit his liability for damages to the amount stipulated by laws and regulations. If hisreelection is approved, the Company intends to continue the said agreement.

-7-5. Mr. Naru Nakashima will have served as an Outside Auditor for sixteen (16) years at theconclusion of this Annual Shareholders’ Meeting.

-8-

[Reference] Skill matrix of Directors and Auditors (planned) after this Annual General Meeting ofShareholders
If Proposals 2 and 3 are approved as originally proposed at this Annual General Meeting of Shareholders,the main expertise of each Director and Auditor will be as follows.
Main expertise possessed by Directors and AuditorsNo.

NamePositions

President, Chief
Executive Officer andChief Operating Officer
Director and Executive
Deputy President, Chief
Technology Officer

ManagementTechnology
developme-nt〇

Sales andmarketing

Global〇〇Legalaffairs(compliance)

Financeandaccounting

Environment andsociety

1Yasumitsu Ikeda

2

Masanobu Ikeo

3Paul Evans

Director〇

4Tetsuo Hara

Director〇

5Toshio Nakamura

Director

Outside〇〇〇6Kaoru Ishikawa

Director

Outside〇〇〇7Kohei Ohgaki

Full-Time
Auditor〇〇

8Naru Nakashima

AuditorOutside〇〇9Fumio Nishimura

AuditorOutside〇〇〇〇〇〇〇-9-〇〇〇〇〇〇