[TRANSLATION](Securities Identification Code: 9022)
June 23, 2009
To: Shareholders
Masayuki Matsumoto
President and Representative Director
Central Japan Railway Company
1-4, Meieki 1-chome, Nakamura-ku, Nagoya,
Aichi Prefecture

NOTICE OF RESOLUTIONS OF
THE 22ND ORDINARY GENERAL MEETING OF SHAREHOLDERS
Dear Sirs/Madams:
Please be informed that the reports were given and resolutions were adopted at the 22nd
ordinary general meeting of shareholders of Central Japan Railway Company held on the datehereof, as described below:
Description
Matters to be Reported:

1.

Report on the details of the business report, and theconsolidated
andnon-consolidated
financialstatements for the 22nd fiscal year (from April 1,2008 to March 31, 2009)2.

Report on the results of the audit, by the Accounting
Auditors and the Auditors Board, of the consolidated
financial statements
The details of each item above were reported.

Matters to be Resolved:
Proposal 1:

Appropriation of retained earnings
This proposal was approved and resolved in accordancewith the original proposal. The amount of year-end
dividends was determined to be four thousand five
hundred (4,500) yen per share.

Proposal 2:

Partial amendments to the Articles of Incorporation
This proposal was approved and resolved in accordancewith the original proposal.
The details of theamendments are set forth in the Comparative Table of theProvisions for the Amendments to the Articles ofIncorporation, as described on pp. 2 through 3 below.

Proposal 3:

Election of one (1) Director
This proposal was approved and resolved in accordancewith the original proposal. Mr. Hideyuki Shoji waselected as Director and assumed his office.

Proposal 4:

Election of one (1) Corporate Auditor
This proposal was approved and resolved in accordancewith the original proposal. Mr. Hiromu Emi was elected
as Corporate Auditor and assumed his office.
-End-

Comparative Table of the Provisions for the Amendments to the Articles of Incorporation(Changes have been denoted by underlining.)
After Amendment(Deleted)

Before Amendment
Article 7. (Issuance of Share Certificates)

The Company shall issue sharecertificates representing its shares.
Article 8.
Article 7.
(Description omitted.)(Unchanged.)
Article 9. (Transfer Agent)
Article 8. (Transfer Agent)
1.

(Description omitted.)

1. (Unchanged.)

2.

(Description omitted.)

2. (Unchanged.)

3. The preparation and the keeping of the 3. The preparation and the keeping of theregister of shareholders (including theregister of shareholders and theregister of beneficial shareholders;register of new stock acquisition rightsof the Company as well as otherhereinafter, the same shall apply), theregister of new stock acquisition rights
business relating to the register ofshareholders and the register of newand the register of lost sharestock acquisition rights, shall becertificates of the Company as well asother business relating to the register
entrusted to the transfer agent andshall not be handled by the Company.
of shareholders, the register of newstock acquisition rights, and theregister of lost share certificates shallbe entrusted to the transfer agent andshall not be handled by the Company.

-2-Article 10. (Share Handling Regulations)
Except as otherwise provided for by
law or by these Articles ofIncorporation, the handling proceduresand handling fees relating to sharesshall be governed by the Share
Handling Regulations established by
the Board of Directors.
Article 11. through Article 24.
(Description omitted.)
Article 25. (Resolution for Election ofCorporate Auditors)Article 9.

(Share Handling Regulations)

Except as otherwise provided for by
law or by these Articles ofIncorporation, the process by whichshareholder rights are to be exercisedand other handling procedures relating
to shares shall be governed by theShare
Handling
Regulations
established by the Board of Directors.
Article 10. through Article 23.
(Unchanged.)
Article 24. (Resolution for Election ofCorporate Auditors)

The provision of the first paragraph of
The provision of the first paragraph of
Article 19 shall be applied mutatis
Article 18 shall be applied mutatis
mutandis to the election of Corporatemutandis to the election of Corporate
Auditors.
Auditors.
Article 26. through Article 32.
Article 25. through Article 31.
(Description omitted.)(Unchanged.)(Newly established.)
Supplementary Provisions(Newly established.)
Article 1.

(Newly established.)

The preparation of the register of lost
share certificates of the Company andthe keeping of the register, as well asother business relating to the registershall be entrusted to the transfer agent
and shall not be handled by theCompany.
Article 2.
The preceding article and this article
shall be effective until January 5, 2010,and shall be deleted after the said date.

Additional Statement
By the resolution of the meeting of the Auditors Board held after the close of thisgeneral meeting of shareholders, Mr. Hiromu Emi was elected as Full-time Auditor andassumed his office.

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Re: Payment of Year-End Dividends for the 22nd Fiscal Year1.
If you have designated dividends to be transferred to an account of a financial
institution, please find the “Statements of Dividends for the 22nd Fiscal Year” and“Information regarding the Account for Transfer of Dividends” enclosed. If you havedesignated the pro rata method based on the number of shares, please find the “Statements ofDividends for the 22nd Fiscal Year” and “Information regarding the dividend receipt method”
enclosed.
2.
For other shareholders, the “Dividend Receipt” is enclosed, so please receive dividends
at a nearby principal or branch office of Japan Post Bank or a post office (Bank Agent).
Your prompt receipt of dividends would be appreciated.

-4-