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: 5911
June 4, 2021
To our shareholders:
Kazuhiko Takata
President and Representative Director
Yokogawa Bridge Holdings Corp.
4-4-44, Shibaura, Minato-ku, Tokyo

Notice of the 157th Annual General Meeting of Shareholders
Please be advised that the 157th Annual General Meeting of Shareholders of Yokogawa Bridge Holdings Corp. (the“Company”) will be held as described below.
A shareholder may exercise his/her votes in writing or via the Internet, etc. if he/she does not attend the meeting inperson. In order to avoid the risk of infection with the novel coronavirus disease (COVID-19), we recommend ourshareholders to exercise their voting rights in advance in writing or via the Internet, etc.
If you will exercise your voting rights in advance, please examine the attached Reference Documents for General
Meeting of Shareholders and exercise your voting rights by 5:30 p.m. on Thursday, June 24, 2021 (JST).
1. Date and Time: 10:00 a.m. on Friday, June 25, 2021 (JST)
2. Venue:
7F Conference Room, Yokogawa Building
4-4-44, Shibaura, Minato-ku, Tokyo
3. Purpose of the Meeting
Matters to be reported:
1. The Business Report and the Consolidated Financial Statements for the 157th fiscal year (from April 1,2020 to March 31, 2021) and the results of audits of the Consolidated Financial Statements by the
Financial Auditor and the Audit & Supervisory Board
2. The Non-consolidated Financial Statements for the 157th fiscal year (from April 1, 2020 to March 31,
2021)
Matters to be resolved:
Proposal No. 1
Dividends of Surplus
Proposal No. 2
Partial Amendment to the Articles of Incorporation
Proposal No. 3
Election of Nine Directors
Proposal No. 4
Election of One Audit & Supervisory Board Member- Please hand in the voting form at the reception when you attend the meeting in person.
- Pursuant to applicable laws and Article 15 of the Company’s Articles of Incorporation, the following items otherwise to be includedin the documents accompanying this notice are posted on the Company’s website (https://www.en.ybhd.co.jp/) and not included
herein.
(1) Consolidated Statement of Shareholders’ Equity and Notes to the Consolidated Financial Statements, each of which is in
the Consolidated Financial Statements(2) Non-consolidated Statement of Shareholders’ Equity and Notes to the Non-consolidated Financial Statements, each ofwhich is in the Non-consolidated Financial Statements
Accordingly, the Reference Documents attached to this Notice are part of the results of audits conducted by the Audit &Supervisory Board Members and the Financial Auditor.
- If any changes are made to this Notice and the attached Reference Documents for General Meeting of Shareholders, or theBusiness Report, Consolidated Financial Statements, and Non-consolidated Financial Statements, such changes will be posted on
the Company’s website (https://www.ybhd.co.jp/) (in Japanese only).

-1-Countermeasures against Covid-19
In order to prevent the spread of infection with the novel coronavirus disease, all the shareholders attending thisgeneral meeting of shareholders are kindly requested to check their health conditions including taking bodytemperature on the day it is held and to help contain the spread of the virus by such measures as wearing facemasks when attending.
We appreciate the shareholders’ understanding and cooperation regarding the fact that the management staff
stationed at the venue of this general meeting of shareholders may take measures such as wearing face masks,
calling upon the shareholders to spray their hands with alcohol disinfectant, and controlling entrance into thevenue by taking the temperature of the shareholders.
If any significant changes are made to the operation of this Annual General Meeting including the venue and thestarting time, we will post a notice as such on our website.

-2-

Reference Documents for General Meeting of Shareholders
Proposal No. 1

Dividends of Surplus

The Company regards the distribution of profit to shareholders as one of top priorities, and it maintains a basic
policy to pay stable dividends on a continual basis while giving a comprehensive consideration to such factors as
operating results and capital requirements for future business development.
In line with this basic policy, the Company proposes to pay a year-end dividend of ¥30 per share. Including theinterim dividend of ¥22 per share, the annual dividend will total ¥52 per share, which is ¥15 higher than for theprevious fiscal year.
(1) Type of dividend property
To be paid in cash.
(2) Allotment of dividend property and their aggregate amountThe Company proposes to pay a dividend of ¥30 per common share of the Company.
In this event, the total dividends will be ¥1,243,665,600.
(3) Effective date of dividends of surplus
June 28, 2021

-3-

Proposal No. 2

Partial Amendment to the Articles of Incorporation

The Company proposes that the current Articles of Incorporation be amended partially as follows.
1. Reasons for amendments
In order to clearly state the management responsibilities of Directors and establish a management system thatcan respond quickly to changes in the business environment, the term of office of Directors provided for in
Article 20 of the current Articles of Incorporation will be shortened from two years to one year, and paragraph(2) of the same article concerning the adjustment of the term of office will be deleted.
2. Details of the amendments
The details of amendments are as follows:
Current Articles of Incorporation(Term of Office)
Article 20.
1. The term of office of a Director shall expire at theconclusion of the annual general meeting of shareholders
for the last business year out of the business years
terminating within two years after the election of the
Director.
2. The term of office of a Director who is elected due to anincrease in number or as the substitute for a Director who
retired from office before the expiration of the term ofoffice shall continue until the terms of office of the othercurrently serving Directors expire.

(Amendments are underlined.)
Proposed Amendments(Term of Office)
Article 20.
The term of office of a Director shall expire at the conclusionof the annual general meeting of shareholders for the lastbusiness year out of the business years terminating within one
year after the election of the Director.
(Deleted)-4-

Proposal No. 3

Election of Nine Directors

If Proposal No. 2 “Partial Amendment to the Articles of Incorporation” is approved as originally proposed, theterms of office of the Company’s Directors shall be amended from two years to one year. Accordingly, the terms ofoffice of all nine Directors will expire at the conclusion of this meeting. In that regard, subject to the approval andadoption of Proposal No. 2 “Partial Amendment to the Articles of Incorporation,” the Company proposes theelection of nine Directors.
The candidates for Director are as follows:
Candidate
No.

Name

Current position in the Company

Candidate
attribute1

Hisashi Fujii

Chairman (Representative Director)

Reelection

2

Kazuhiko Takata

President (Representative Director)

Reelection

3

Kiyotsugu TakagiManaging Director

Reelection

4

Hidenori Miyamoto

Managing Director

Reelection

5

Kazuya Kuwahara

Director (part-time)

Reelection

6

Akira Kobayashi

Director (part-time)

Reelection

7

Yasunori Kamei

Outside Director

Reelection
OutsideIndependent

8

Kazunori Kuromoto

Outside Director

Reelection
OutsideIndependent

9

Reiko Amano-

New election
OutsideIndependent

Reelection: Candidate for reelection as Director
New election: Candidate for new Director
Outside: Candidate for Outside Director
Independent: Independent officer as provided for by the securities exchange-5-Candidate
No.

Name (Date of birth)

Career summary, position, and responsibilities in the Company
Apr. 1971
June 1996

1

Number of theCompany’s shares
ownedJoined the Company
Director and Senior General Manager of
Production Headquarters
June 1998
Director and Senior General Manager ofConstruction Headquarters
June 2002
Managing Director and Senior General
Manager of Construction Environment
Headquarters
Oct. 2003
Managing Director
Nov. 2003
Resigned as Director of the Company
President and Representative Director ofNarasaki Seisakusyo Co., Ltd.
Apr. 2007
President and Representative Director of
Yokogawa Bridge Works, Limited. (currently
Yokogawa Bridge Corp.)
Hisashi Fujii
June
2007
Resigned as Director of Narasaki Seisakusyo(September 22, 1948)
Co., Ltd.
Reelection
Aug. 2007
Director of the Company
68,800 shares
Oct. 2009
President and Representative Director of
Number of attendance at the
Yokogawa Sumikin Bridge Corp. (currently
Board of Directors meetings
Yokogawa NS Engineering Corp.)(13 out of 13 meetings)
June 2012
Resigned as Director of Yokogawa Sumikin
Bridge Corp.
June 2014
President and Representative Director of theCompany
Resigned as Director of Yokogawa Bridge
Corp.
June 2015
President and Representative Director of
Yokogawa Bridge Corp.
Sept. 2015
Resigned as Director of Yokogawa Bridge
Corp.
June 2020
Chairman and Representative Director of theCompany (current position)(to the present)[Significant concurrent positions outside the Company]
None[Reasons for nomination as candidate for Director]
Hisashi Fujii has been involved in the management of the entire Group for many years as Chairman and Representative
Director of the Company, and has a wealth of experience, achievements and broad knowledge of overall management.
The Company, therefore, has appointed him as a candidate for reelection as Director of the Company in expectation of
his continued contribution to further enhancement of the corporate value of the Group.

-6-

Candidate
No.

Name (Date of birth)

Career summary, position, and responsibilities in the Company
Apr. 1985
June 2011

2

Number of theCompany’s shares
ownedJoined the Company
Director in charge of General Technology
Research Laboratory of the Company
Director, Head of Design Center, and Senior
General Manager of Technology Headquarters
in charge of Safety and Quality Control Officeof Yokogawa Bridge Corp.
Oct. 2015
Director, Senior General Manager ofTechnology Headquarters, Head of Safety andQuality Control Office and Senior General
Manager of Design Headquarters of Yokogawa
Bridge Corp.
May 2016
Director, Senior General Manager ofTechnology Headquarters, Head of Safety andQuality Control Office, Senior General
Manager of Design Headquarters and General
Manager of General Affairs Division I,
Operations Headquarters of Yokogawa Bridge
Corp.
June 2016
Managing Director, Senior General Manager ofKazuhiko Takata
Operations Headquarters, General Manager of(June 11, 1959)
General Affairs Division I, Senior General
Manager of Technology Headquarters and Head
Reelection
17,011 sharesof Safety and Quality Control Office of
Yokogawa Bridge Corp.
Number of attendance at theBoard of Directors meetings
July 2017Managing Director, Senior General Manager of(13 out of 13 meetings)
Operations Headquarters, General Manager ofGeneral Affairs Division I, and Senior General
Manager of Technology Headquarters of
Yokogawa Bridge Corp.
Oct. 2017Managing Director, Senior General Manager ofOperations Headquarters, General Manager ofGeneral Affairs Division I, and Senior General
Manager of Technology Headquarters of
Yokogawa Bridge Corp.
June 2018
President and Representative Director of
Yokogawa Bridge Corp.
June 2020
President and Representative Director of theCompany (current position)
President and Representative Director, andExecutive Officer of Yokogawa Bridge Corp.
(current position)(to the present)[Significant concurrent positions outside the Company]
President and Representative Director, and Executive Officer of
Yokogawa Bridge Corp.
[Reasons for nomination as candidate for Director]
Kazuhiko Takata has been involved in the management of the bridge business for many years as President andRepresentative Director of the Company and Representative Director, President and Executive Officer of a Group
company, and has a wealth of experience and achievements in technology and broad knowledge of overall management.
The Company, therefore, has appointed him as a candidate for reelection as Director of the Company in expectation of
his continued contribution to further enhancement of the corporate value of the Group.

-7-

Candidate
No.

Name (Date of birth)

Career summary, position, and responsibilities in the Company
Apr. 1983
June 2014

3

Number of theCompany’s shares
ownedJoined the Company
Director, Head of President’s Office, General
Manager of General Affairs Divisionand in charge of Accounting Division
President and Representative Director of
Yokogawa New Life Corp.
Oct. 2015
Director, Head of President’s Office, General
Manager of General Affairs Division,and in charge of Audit Office and Accounting
Division of the Company
June 2016
Director, Head of President’s Office, General
Manager of General Affairs Division,
Kiyotsugu Takagi
and in charge of Audit Office(February 2, 1959)
June 2017
Resigned as Director of Yokogawa New Life
Corp.
Reelection
15,200 shares
Oct. 2017
Director, Head of Audit Office, Head of
President’s Office, General Manager of General
Number of attendance at the
Affairs Division of the Company
Board of Directors meetings
June 2018
Representative Director, Managing Director,(13 out of 13 meetings)
Head of Audit Office, General Manager ofGeneral Affairs Division
Oct. 2019
Representative Director, Managing Director,
Head of Audit Office, Head of President’s
Office, and in charge of General Affairs
Division
June 2020
Managing Director, Head of Audit Office, Headof President’s Office, and in charge of General
Affairs Division (current position)(to the present)[Significant concurrent positions outside the Company]
None[Reasons for nomination as candidate for Director]
Kiyotsugu Takagi has been involved in the management of the Company in such divisions as Human Resources andGeneral Affairs for many years as Director of the Company, and has a wealth of experience, achievements and broad
knowledge of overall management. The Company, therefore, has appointed him as a candidate for reelection as Directorof the Company in expectation of his continued contribution to further enhancement of the corporate value of theGroup.

-8-

Candidate
No.

Name (Date of birth)

Career summary, position, and responsibilities in the Company
Apr. 1984
Oct. 2012

4

5

Number of theCompany’s shares
ownedJoined the Company
Administrative Officer and General Manager of
Accounting Division
June 2016
Director and General Manager of Accounting
Division
Hidenori Miyamoto
Oct. 2018
Director, Head of Finance and IR Office,(February 23, 1962)
and in charge of Accounting Division
Apr. 2020
Director and in charge of Finance and IR Office
Reelection
7,094 shares
and Accounting Division
June 2020
Managing Director and in charge of Finance
Number of attendance at theand IR Office and Accounting Division
Board of Directors meetings
Apr.
2021
Managing
Director, Head of DX Promotion(13 out of 13 meetings)
Office, and in charge of Finance and IR Officeand Accounting Division (current position)(to the present)[Significant concurrent positions outside the Company]
None[Reasons for nomination as candidate for Director]
Hidenori Miyamoto has been involved in the management of the Company in such divisions as Accounting and Financefor many years as Director of the Company, and has a wealth of experience, achievements and broad knowledge ofoverall management. The Company, therefore, has appointed him as a candidate for reelection as Director of theCompany in expectation of his continued contribution to further enhancement of the corporate value of the Group.
Apr. 1982
Joined the Company
Oct. 2014
Administrative Officer and Head of
Maintenance Business Headquarters of
Yokogawa Construction Co., Ltd.
Oct. 2015
Planning Office for Administrative Officer of
Yokogawa Bridge Corp.
June 2017
Director, Head of Audit Office and General
Kazuya Kuwahara
Manager of General Affairs Division of(January 24, 1960)
Yokogawa Techno-Information Service Inc.
June 2019
Managing Director of Yokogawa System
Reelection
8,282 shares
Buildings Corp.
Apr. 2020
Managing Director and Head of ICT Promotion
Number of attendance at the
Office of Yokogawa System Buildings Corp.
Board of Directors meetings
June 2020
Director of the Company (current position)(10 out of 10 meetings)
Representative Director, President andExecutive Officer of Yokogawa System
Buildings Corp. (current position)(to the present)[Significant concurrent positions outside the Company]
Representative Director, President and Executive Officer of
Yokogawa System Buildings Corp.
[Reasons for nomination as candidate for Director]
Kazuya Kuwahara has been involved in the management of the engineering-related business as Director of theCompany and Representative Director, President and Executive Officer of a Group company, and has a wealth ofexperience and achievements and broad knowledge of overall management. The Company, therefore, has appointed him
as a candidate for reelection as Director of the Company in expectation of his continued contribution to further
enhancement of the corporate value of the Group.

-9-Candidate
No.

Name (Date of birth)

Career summary, position, and responsibilities in the Company
Apr. 1982
Oct. 2010

6

7

Number of theCompany’s shares
ownedJoined the Company
Administrative Officer and General Manager ofInformation System Division of Yokogawa
New Life Corp.
June 2014
Director and General Manager of Information
System Division of Yokogawa New Life Corp.
June 2016
Director of Yokogawa Techno-Information
Akira Kobayashi
Service Inc.
(October 14, 1959)
June 2017
Director of the Company
Reelection
President and Representative Director of
8,004 shares
Yokogawa Techno-Information Service Inc.
Number of attendance at theJune 2020
Representative Director, President andBoard of Directors meetings
Executive Officer of Yokogawa Techno(13 out of 13 meetings)
Information Service Inc. (current position)
Apr. 2021
Director and Head of Information Planning
Office of the Company (current position)(to the present)[Significant concurrent positions outside the Company]
Representative Director, President and Executive Officer of
Yokogawa Techno-Information Service Inc.
[Reasons for nomination as candidate for Director]
Akira Kobayashi has been involved in the management of the advanced technology business for many years as Directorof the Company and Representative Director, President and Executive Officer of a Group company, and has a wealth ofexperience and achievements in information processing and broad knowledge of overall management. The Company,
therefore, has appointed him as a candidate for reelection as Director of the Company in expectation of his continued
contribution to further enhancement of the corporate value of the Group.
Apr. 1975
Joined Mitsubishi Rayon Co., Ltd.
June 2005
Executive Officer and General Manager ofSpecialty Resins and Plastics Dept. of
Mitsubishi Rayon Co., Ltd.
Apr. 2008
Executive Officer and General Manager of
Human Resources Dept. of Mitsubishi Rayon
Yasunori Kamei
Co., Ltd.
(September 5, 1952)
June 2010
Executive Officer of Mitsubishi Rayon Co.,Ltd.
Reelection
President and CEO of Dia-Nitrix Co., Ltd.
OutsideApr. 2013
Executive Officer in charge of AN Business
1,700 shares
Independent
Bloc of Mitsubishi Rayon Co., Ltd.
Apr. 2015
Advisor of Mitsubishi Rayon Co., Ltd.
Number of attendance at theMar. 2016Retired from Mitsubishi Rayon Co., Ltd.
Board of Directors meetings
June 2016
Outside Director of the Company (current(13 out of 13 meetings)
position)Jan. 2021
President & CEO of Kenko Corporation(current position)(to the present)[Significant concurrent positions outside the Company]
President & CEO of Kenko Corporation[Reasons for nomination as candidate for outside Director and outline of expected roles]
Yasunori Kamei has served in a number of positions, including Executive Officer of Mitsubishi Rayon Co., Ltd., during
his career. The Company, therefore, has appointed him as a candidate for reelection as outside Director in expectation
for his provision of supervision, advice, etc. on decision making by the Company’s Board of Directors and theexecution of Directors’ duties by utilizing his considerable business experiences and extensive insight.

- 10 -

Candidate
No.

Name (Date of birth)

Career summary, position, and responsibilities in the Company
Apr. 1980
Apr. 2006

8

Number of theCompany’s shares
ownedJoined Komatsu Ltd.
General Manager of Construction Equipment
Electronics Division of Komatsu Ltd.
Apr. 2008
Executive Officer, and President ofConstruction Equipment Marketing Division,
AHS Business Unit of Komatsu Ltd.
Apr. 2009
Executive Officer, and President ofConstruction Equipment Marketing Division,
Construction Business Unit of Komatsu Ltd.
Apr. 2012
Senior Executive Officer (Jomu) and Presidentof ICT Business Unit of Komatsu Ltd.
Kazunori Kuromoto
Apr. 2013
Senior Executive Officer (Jomu), and President(May 23, 1955)
of Mining Business Unit and ICT Business Unitof Komatsu Ltd.
Reelection
June 2013
Senior Executive Officer (Jomu), and President
Outside300 sharesof Mining Business Unit and ICT Business Unit
Independentof Komatsu Ltd.
Apr. 2016
Director and Senior Executive Officer (Senmu)
Number of attendance at theof Komatsu Ltd.
Board of Directors meetings
June 2018
Advisor of Komatsu Ltd. (current position)(10 out of 10 meetings)
Apr. 2020
Trustee, Kanazawa University, a national
university corporation (current position)
June 2020
Outside Director of the Company (current
position)(to the present)[Significant concurrent positions outside the Company]
Advisor of Komatsu Ltd.
Senior Managing Director of LANDLOG Ltd.
Outside Director of LAND DATA BANK, Ltd.
Advisor of STANLEY ELECTRIC CO., LTD.
Trustee, Kanazawa University, a national university corporation[Reasons for nomination as candidate for outside Director and outline of expected roles]
Kazunori Kuromoto has served in a number of positions, including Executive Officer of Komatsu Ltd., during his
career. The Company, therefore, has appointed him as a candidate for reelection as outside Director in expectation forhis provision of supervision, advice, etc. on decision making by the Company’s Board of Directors and the execution of
Directors’ duties by utilizing his considerable business experiences and extensive insight about technology.

- 11 -

Candidate
No.

Name (Date of birth)

Career summary, position, and responsibilities in the Company
Apr. 1980
Apr. 2005

9Notes:

Number of theCompany’s shares
ownedJoined Kajima Corporation
Senior Manager of Technology Development
Department Civil Engineering Management
Division
Apr. 2011
General Manager of the Intellectual Property
and License Department of Kajima Corporation
Feb. 2014
Advisor of the Intellectual Property and License
Department of Kajima Corporation
Sept. 2014
Retired from Kajima Corporation
Oct. 2014
Executive Director of Research Center for
Reinforcement of Resilience Function, National
Research Institute for Earth Science andDisaster Resilience (Independent
Reiko Amano
Administrative Agency) (currently administered(January 21, 1954)
as National Research and Development
Agency)New election
Apr. 2015
Auditor of the National Institute for
Outside0 shares
Environmental Studies (National Research andIndependent
Development Agency) (current position)
Apr. 2016
Executive Director of the National Research
Number of attendance at theInstitute for Earth Science and Disaster
Board of Directors meetings
Resilience (National Research and(- out of - meetings)
Development Agency)
June 2016
Outside Director of East Japan Railway
Company (current position)
Sept. 2019
Auditor of Japan Atomic Energy Agency(National Research and Development Agency)(current position)(to the present)[Significant concurrent positions outside the Company]
Auditor of the National Institute for Environmental Studies(National Research and Development Agency)
Outside Director of East Japan Railway Company
Auditor of Japan Atomic Energy Agency (National Researchand Development Agency)[Reasons for nomination as candidate for outside Director and outline of expected roles]
Reiko Amano, although not having directly engaged in the management of companies other than serving as outside
Director, has served in a number of important positions in Kajima Corporation, National Research Institute for Earth
Science and Disaster Resilience, National Institute for Environmental Studies and Japan Atomic Energy Agency. The
Company, therefore, has appointed her as a candidate for election as outside Director in expectation for her provision ofsupervision, advice, etc. on decision making by the Company’s Board of Directors and the execution of Directors’
duties by utilizing her considerable business experiences and extensive insight about technology.
1. There is no special interest between any of the candidates and the Company.
2. Yasunori Kamei, Kazunori Kuromoto and Reiko Amano are the candidates for outside Directors.
3. Yasunori Kamei and Kazunori Kuromoto are currently outside Directors of the Company. Yasunori Kamei will havebeen in office for five years, and for Kazunori Kuromoto, one year, each at the conclusion of this Annual General
Meeting of Shareholders.
4. Pursuant to the provisions of Article 427, paragraph (1) of the Companies Act, the Company has entered into agreementswith Yasunori Kamei and Kazunori Kuromoto to limit their liability as provided for in Article 423, paragraph (1) of thesame Act. The maximum amount of liability for damages under this agreement is that provided for under laws andregulations, and if they are reelected and assume office as Director, the Company plans to renew the agreements withthem. If Reiko Amano is elected and assume office as Director, the Company will enter into a similar agreement to limit
her liability.
5. The Company has concluded a directors and officers liability insurance agreement provided for in Article 430-3,
paragraph (1) of the Companies Act with an insurance company. If a claim for damages was submitted against theinsured during the policy period because of an action conducted by the insured as duties of the Company’s officer,
including the portions under special clauses, the said insurance agreement shall compensate for legal compensation for- 12 -

damages, dispute expenses and other related costs to be borne by the insured. If the candidates are elected, and assume
office as Director, they will be included as insureds in the said insurance agreement. In addition, the Company plans torenew the agreement with details of the same degree at the time of next renewal.
6. The Company has submitted notification to the Tokyo Stock Exchange that Yasunori Kamei and Kazunori Kuromoto
have been designated as independent officers as provided for by the aforementioned exchange. If they are reelected andassume office as Directors, the Company plans to submit notification concerning the continuation of their appointment
as independent officers. Until September 2014, Reiko Amano served as a person executing business in Kajima
Corporation, a business associate of the Company. However, taking into consideration the significant amount of timethat has passed since then, and in view of the nature of the transactions maintained with the company, the Company
deems her capable of performing the role of outside Director from an independent standpoint, and therefore, if she iselected and assumes office as Director, intends to submit notification of her appointment as an independent officer.
7. The number of attendance of Kazuya Kuwahara and Kazunori Kuromoto at the Board of Directors meetings includes
only the meetings held after their assumption on June 25, 2020.

- 13 -

Proposal No. 4

Election of One Audit & Supervisory Board Member

At the conclusion of this meeting, the term of office of Audit & Supervisory Board Member Teruhiko Ohshima will
expire. In that regard, The Company proposes the election of one Audit & Supervisory Board Member.
The candidate for Audit & Supervisory Board Member is as follows. The consent of the Audit & Supervisory
Board has been obtained for the submission of this proposal.
Name (Date of birth)

Career summary and position

Joined the Company
Director, General Manager of Sodegaura Plant, and Manager
of Production Information Department of Yokogawa System
Buildings Corp.
Reelection
June 2010
Managing Director and General Manager of Chiba Plant of
Yokogawa System Buildings Corp.
Number of attendance at theJune 2016
Director of the Company
42,500 shares
Board of Directors meetings
President and Representative Director of Yokogawa System(10 out of 10 meetings)
Buildings Corp.
June 2020
Full-time Audit & Supervisory Board Member of the(Number of attendance at theCompany (current position)
Audit & Supervisory Board(to the present)
meetings)[Significant concurrent positions outside the Company](10 out of 10 meetings)
None[Reasons for nomination as candidate for Audit & Supervisory Board Member]
Teruhiko Ohshima has worked in important managerial positions of the Group for many years and has broad knowledge of overallmanagement of the Company. The Company, therefore, has appointed him as a candidate for reelection as a candidate for Audit &Supervisory Board Member, in expectation of his fulfillment of the role of an Audit & Supervisory Board Member including
strengthening the audit system of the Company.
Notes: 1. There is no special interest between the candidate and the Company.
2. Pursuant to the provisions of Article 427, paragraph (1) of the Companies Act, the Company has entered into anagreement with Teruhiko Ohshima to limit his liability as provided for in Article 423, paragraph (1) of the same Act. The
maximum amount of liability for damages under this agreement is that provided for under laws and regulations, and if
he is reelected and assumes office as Audit & Supervisory Board Member, the Company plans to renew the agreementswith him.
3. The Company has concluded a directors and officers liability insurance agreement provided for in Article 430-3,
paragraph (1) of the Companies Act with an insurance company. If a claim for damages was submitted against theinsured during the policy period because of an action conducted by the insured as duties of the Company’s officer,
including the portions under special clauses, the said insurance agreement shall compensate for legal compensation fordamages and dispute expenses to be borne by the insured. If the candidate is reelected and assumes office as Audit &Supervisory Board Member, he will be included as an insured in the said insurance agreement. In addition, the Company
plans to renew the agreement with details of the same degree at the time of next renewal.
4. The number of attendance at the Board of Directors meetings and the Audit & Supervisory Board meetings includes
only the meetings held after his assumption on June 25, 2020.
Teruhiko Ohshima(September 18, 1958)

Apr. 1981
June 2005

Number of theCompany’s shares
owned- 14 -