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 shallprevail. The Company assumes no responsibility for this translation or for direct, indirect or any other formsof damages arising from the translation.
(Stock Exchange Code 4975)
June 9, 2018
To Shareholders with Voting Rights:
Keiji Ozawa
Representative Director, Chairman and CEO
JCU CORPORATION
8-1 Higashiueno 4-chome, Taito-ku,
Tokyo, JapanNOTICE OF
THE 58TH ANNUAL GENERAL MEETING OF SHAREHOLDERS
Dear Shareholders:
We would like to express our appreciation for your continued support and patronage.
You are cordially invited to attend the 58th Annual General Meeting of Shareholders of JCU
CORPORATION (the “Company”). The meeting will be held for the purposes as described below.
If you are unable to attend the meeting, you can exercise your voting rights in writing by submitting the
Voting Rights Exercise Form. If exercising your voting rights in writing, please review the attached Reference
Documents for the General Meeting of Shareholders, indicate your vote for or against the proposal on theenclosed Voting Rights Exercise Form and return it so that it is received by 5:30 p.m. on Tuesday, June 26,
2018, Japan time.
1. Date and Time:
2. Place:

Wednesday, June 27, 2018, at 10:00 a.m. Japan time
(The reception desk opens at 9:30 a.m.)
Conference room at the Head Office of the Company located at
TIXTOWER UENO 16F, 8-1 Higashiueno 4-chome, Taito-ku, Tokyo, Japan

3. Meeting Agenda:
Matters to be reported: 1. The Business Report, Consolidated Financial Statements for the Company’s
58th Fiscal Year (April 1, 2017–March 31, 2018) and results of audits by the
Accounting Auditor and the Audit & Supervisory Board of the Consolidated
Financial Statements
2. Non-consolidated Financial Statements for the Company’s 58th Fiscal Year
(April 1, 2017–March 31, 2018)
Proposals to be resolved:
Partial Amendments to the Articles of Incorporation
Proposal 1:
Election of nine (9) Directors
Proposal 2:
Election of one (1) Audit & Supervisory Board Member
Proposal 3:-1- When attending the meeting, please submit the enclosed Voting Rights Exercise Form at the receptiondesk.
 Of the documents that should be provided along with this convocation, matters that should be included in
the Notes to the Consolidated Financial Statements and the Notes to the Non-Consolidated Financial
Statements are posted on the Company’s Web site (http://www.jcu-i.com/), based on laws and regulations
and provisions of the Articles of Incorporation of the Company, therefore these are not included in theattached document to this convocation.
The Consolidated Financial Statements and the Non-consolidated Financial Statements that were auditedby the Company’s Audit & Supervisory Board Members and the Accounting Auditor to prepare audit
reports are the financial statements included in the attached documents to this convocation, as well as
matters that should be included in the Notes to the Consolidated Financial Statements and the Notes to the
Non-consolidated Financial Statements.
 Should the Reference Documents for the General Meeting of Shareholders, the Business Report, theConsolidated Financial Statements and the Non-consolidated Financial Statements require revisions, therevised versions will be posted on the Company’s website (http://www.jcu-i.com/).
 We are advocating the Cool Biz campaign. Shareholders are expected to attend the meeting in casualwear.

-2-

Reference Documents for the General Meeting of Shareholders
Proposals and References
Proposal 1:
Partial Amendments to the Articles of Incorporation
1. Reasons for Amendments
Based on the Company’s current business situations, to clarify the content of the Company’sbusinesses and to address business diversification, it is proposed to include additonal businesses in the
purpose of the Company in the current Article 2.
2. Details of Amendments
The details of the proposed amendments are as follows.
(Amended parts are underlined.)
Current Articles of Incorporation

Proposed Amendments

CHAPTER I. GENERAL PROVISIONSCHAPTER I. GENERAL PROVISIONS(Purpose)(Purpose)

Article 2 The purpose of the Company is to operate theArticle 2(Unchanged)

following businesses.
(1) Design, manufacturing and sales of apparatus(1) (Unchanged)

and equipment for surface treatment of metaland plastic, etc., and manufacturing and salesof surface treatment chemicals for metal andplastic, etc.
(2) Design, manufacturing and sales of apparatus(2) (Unchanged)

and equipment for treatment of industrial
waste, and manufacturing and sales ofchemicals to treat industrial waste(3) Design, manufacturing and sales of apparatus(3) (Unchanged)

and equipment for treatment of city water andagricultural/industrial-use water, andmanufacturing and sales of chemicals to treat
city water and agricultural/industrial-use
water(4) Manufacturing and sales of materials related(4) (Unchanged)

to the preceding items(5) Installation work for the apparatus and(5) (Unchanged)

equipment described in (1) – (3)(6) (Unchanged)(6) Manufacturing and sales of organic andinorganic chemical products other than thosedescribed in (1) – (3) (excluding fertilizers
and agricultural chemicals)(7) Water quality and chemical analyses and(7) (Unchanged)

environmental ecological survey operation-3-

Current Articles of Incorporation

Proposed Amendments(8) (Unchanged)(8) Manufacturing, manufacturing oncommission, sales and export/import offunctional cosmetics, their raw materials, andquasi-drugs(9) (Unchanged)(9) Design, supervision, construction work andsubcontracting of electric work (for power
generation facilities, transformers, powertransmission and distribution facilities andintra-building electric facilities, etc.)(10) Solar power generation and sales of solar(10) (Unchanged)

power(11) Production, sales and export/import of mineral(11) (Unchanged)

water and other drinking water(New establishment)(12) Cultivation, production, processing, sales,
storage and export/import of agricultural
products(New establishment)(13) Production and sales of wine and other liquor(12) All businesses incidental and relating to the(14) (Unchanged)

preceding items-4-

Proposal 2:

Election of nine (9) Directors

The terms of office of all eleven (11) Directors will expire at the conclusion of this year’s Annual General
Meeting of Shareholders. Accordingly, the election of nine (9) Directors is proposed.
The candidates are as follows:
No.

1

Name
(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions

Number ofshares of theCompany held

April 1974
Joined the Company
April 1999
General Manager of Osaka Branch
January 2002
General Manager of Sales Promotion Department
September 2004 Executive Officer and General Manager of Management
Planning Office
June 2007
Director, Managing Executive Officer and General
Manager of Administration Headquarters
June 2008
Senior Managing Director, Senior Executive Officer andGeneral Manager of Administration Headquarters
June 2009
Director, Vice President and General Manager of
Administration Headquarters
June 2010
Representative Director, President and COO[Reappointment]
Keiji Ozawa(October 11, 1950) June 2014
February 2016

Representative Director and Vice Chairman

Representative Director, Chairman and CEO (present
position)[Significant concurrent positions]
Chairman of JCU SHANGHAI TRADING CORPORATION
Chairman of JCU TAIWAN CORPORATION
Representative Director of JCU KOREA CORPORATION
Chairman of JCU SHENZHEN TRADING CORPORATION
Chairman of SAKURAROKU SPRING SHANGHAI INTERNATIONAL
CO., LTD.
Chairman of JCU SURFACE TECHNOLOGY HUBEI CO., LTD.

(Reasons for selection as candidate for Director)
Mr. Keiji Ozawa has held various positions in the sales and administrative departments. He
was appointed as Vice President in 2009, and promoted to Representative Director, President
and COO in 2010. In view of the sudden passing of Mr. Yoshimasa Kasuya in February 2016,he was appointed as Representative Director, Chairman and CEO of the Company. With hishigh level of expertise as a top executive and great insight regarding the Company’s overall
operations, it was determined that he should continue to be a candidate for Director.

-5-86,056No.

Name(Date of birth)

Past experience, positions
and significant concurrent positions

April 1982
April 2000

2

Joined the Company
Senior Researcher of Electronic Chemical Department ofCentral Laboratory
April 2003
General Manager of Central Laboratory
September 2004 Executive Officer and General Manager of Central
Laboratory
April 2007
Executive Officer and General Manager of Chemical
Development Laboratory of Research & Development
CenterJune 2008
Director, Managing Executive Officer and General
Manager of Research & Development Center
Managing Director, Managing Executive Officer and[Reappointment] June 2010
Ryoichi Kimizuka
General Manager of Research & Development Center(August 28, 1955) June 2011
Senior Managing Director, Senior Managing Executive
Officer and General Manager of Research & Development
CenterApril 2014
Representative Director and Vice President
June 2014
Representative Director, President and COO
April 2017
Representative Director, President, COO and CTO
April 2018
Director and Vice Chairman (present position)[Significant concurrent positions]Representative Director and President, JCU (THAILAND) CO.,LTD.
Representative Director and President, JCU VIETNAM CORPORATION
Director and President, JCU CHEMICALS INDIA PVT. LTD.
President of PT. JCU Indonesia(Reasons for selection as candidate for Director)
Mr. Ryoichi Kimizuka has led the Company’s Research & Development Center for many
years, and possesses extensive knowledge of outstanding technology and products. To
reinforce R&D capability, which is an urgent issue for the Company, the Company muststrengthen the competitiveness of the chemical business, a core of the management foundation,
develop next-generation technologies, and quickly launch the products developed to themarket. The Company believes he is suitable to lead these initiatives and determined that heshould continue to be a candidate for Director.

Number ofshares of theCompany held

-6-

150,152

No.

Name(Date of birth)

Past experience, positions
and significant concurrent positions

March 1980
April 2004

3

Joined EBARA DENSAN LTD.
General Manager of Printed Circuit Chemicals Department
of EBARA DENSAN LTD.
April 2010
Joined the Company as General Manager of DENSAN
August 2010 Vice President of JCU (THAILAND) CO., LTD.
June 2013
Executive Officer
April 2016
Executive Officer and General Manager of Management
Strategy Office[Reappointment]
June 2016
Director, Managing Executive Officer and General
Masashi KimuraManager of Management Strategy Office(February 9, 1958)
June 2017
Senior Managing Director, Senior Managing Executive
Officer and General Manager of Management Strategy
OfficeFebruary
Senior Managing Director, Senior Managing Executive
2018
Officer, General Manager of Management Strategy Officeand General Manager of Administration Headquarters
April 2018
Representative Director, President and COO (present
position)(Reasons for selection as candidate for Director)
To revamp the Company’s business execution structure in line with the launch of themedium-term management plan “Next 50 Innovation,” Mr. Masashi Kimura was appointed as
Representative Director, President and COO in April 2018. As General Manager of theManagement Strategy Office, Mr. Kimura led the formulation of the medium-term management
plan. With his leadership, creativity, management capability, high level of expertise and great
insight regarding the Company’s overall operations, it was determined that he should continue
to be a candidate for Director.

Number ofshares of theCompany held

-7-

4,346

No.

Name
(Date of birth)

Past experience, positions
and significant concurrent positions

April 1982
June 1999

4

Joined Fuji Machinery Mfg. & Electronics Co., Ltd.
Operating Executive Officer and General Manager of
Substrate Sales Headquarters of Fuji Machinery Mfg. &Electronics Co., Ltd.
January 2009
Joined the Company as General Manager of New
Business Promotion Department
March 2010
General Manager of New Business Sales Promotion
Department
June 2012
Assistant General Manager of New Business
Headquarters[Reappointment]
April 2014
Executive Officer and Assistant General Manager of New
Rui Tanino
Business
Headquarters(October 2, 1957)
April 2016
Executive Officer and Assistant General Manager ofSales and Marketing Headquarters
June 2016
Director, Managing Executive Officer and AssistantGeneral Manager of Sales and Marketing Headquarters
June 2017Managing Director, Managing Executive Officer andAssistant General Manager of Sales and Marketing
Headquarters
April 2018
Senior Managing Director, Senior Managing Executive
Officer and General Manager of Sales and Marketing
Headquarters (present position)(Reasons for selection as candidate for Director)
Mr. Rui Tanino has played a central role in the business operations of the New Businesssegment, and has contributed to the diversification of the Company’s management. In 2014, he
was appointed as an Executive Officer. With his rich experience in managing new businessventures and great insight regarding the Company’s overall operations, it was determined thathe should continue to be a candidate for Director.

Number ofshares of theCompany held

-8-

9,278

No.

Name
(Date of birth)

Past experience, positions
and significant concurrent positions

January 1990
April 2010
June 2012
April 2014

5

6

Joined the Company
General Manager of Osaka Branch
General Manager of Management Strategy Office
Managing Executive Officer and General Manager ofManagement Strategy Office[Reappointment]
June 2014
Director, Managing Executive Officer and General
Akihisa Omori
Manager of Management Strategy Office(October 2, 1965)
April 2015
Director and Managing Executive Officer
June 2016
Managing Director and Managing Executive Officer(present position)[Significant concurrent positions]
President of JCU INTERNATIONAL, INC.
(Reasons for selection as candidate for Director)
Mr. Akihisa Omori has held various key positions mainly in the Company’s sales
department, and is currently the President of JCU INTERNATIONAL, INC. With his high levelof management expertise and great insight regarding the Company’s overall operations, it wasdetermined that he should continue to be a candidate for Director.
September 2006 Joined the Company
June 2009
General Manager of Accounting Department of
Administration Headquarters
April 2014
Managing Executive Officer and General Manager of
Administration Headquarters
June 2014
Director, Managing Executive Officer and General[Reappointment]
Manager of Administration Headquarters
Takanori Arata
April 2015
Director, Managing Executive Officer and Assistant(May 13, 1967)
General Manager of Chemical Business Headquarters
April 2016
Director, Managing Executive Officer and AssistantGeneral Manager of Sales and Marketing Headquarters
June 2016
Managing Director, Managing Executive Officer andAssistant General Manager of Sales and Marketing
Headquarters (present position)(Reasons for selection as candidate for Director)
Mr. Takanori Arata has held various positions including General Manager of Accounting
Department and General Manager of Administration Headquarters, and has extensive
knowledge of the Company’s administrative operations. In addition, in view of his richexperience in international operations, he is currently in charge of controlling domestic andoverseas sales/marketing administration in the Sales and Marketing Headquarters. With his highlevel of insight regarding the Company’s overall operations, it was determined that he should
continue to be a candidate for Director.

Number ofshares of theCompany held

-9-

5,844

4,648

No.

7

8

Name
(Date of birth)

Past experience, positions
and significant concurrent positions

September 1989 Joined the Company
April 2007
General Manager of Marketing Strategy Office
April 2011
General Manager of Overseas Business Planning
Department of Overseas Business Headquarters[Reappointment]
June 2012
General Manager of Overseas Business Promotion
Junichi Matsumoto
Department of Chemical Business Headquarters(October 30, 1960)
April 2014
Executive Officer and General Manager of Production
Headquarters
June 2016
Director, Managing Executive Officer and General
Manager of Production Headquarters (present position)(Reasons for selection as candidate for Director)
Mr. Junichi Matsumoto has led mainly the sales and marketing departments in the Company.
In 2014, he was appointed as General Manager of Production Headquarters and became an
Executive Officer. As it was deemed appropriate to have a person in charge of the production
department involved in the Company’s management, it was determined that he should continue
to be a candidate for Director.
October 1976
Passed the National Bar Examination
April 1979
Registered as a lawyer (present position)
June 2005
Audit & Supervisory Board Member of the Company
April 2014
Chairman of Tokyo Bar Association and Vice Chairman of[Reappointment]
Japan Federation of Bar Associations
Masahiko Takanaka
June 2015
Director of the Company (present position)(August 6, 1951)[Significant concurrent positions]
Head of Takanaka Law Office
External Audit & Supervisory Board Member of T&D Asset Management
Co., Ltd.
(Reasons for selection as candidate for External Director)
As a lawyer, Mr. Masahiko Takanaka has extensive knowledge of corporate legal affairs, andpossesses a high level of professional expertise and insight with regards to legal regulations.
Accordingly, he has contributed immensely as an External Director of the Company and inensuring that decisions made by the Board of Directors are appropriate. In view of his high levelof expertise and insight, as well as his actual performance results, it was determined that heshould continue to be a candidate for External Director.

- 10 -

Number ofshares of theCompany held

23,222

—

No.

9

Name
(Date of birth)

Past experience, positions
and significant concurrent positions

November 1976 Joined Orient Leasing Co., Ltd. (currently ORIX
Corporation)
February 1994
Manager of Corporate Administration Department
June 1994
Director, Responsible for Corporate Administration
Department[New appointment] August 1997
Director and General Manager of President’s OfficeYasuhiko Fujiki
June 1999
Director and Corporate Senior Vice President(November 27,
April 2000
Director, Representative Executive Officer, President and
1945)
COO
January 2008
Director, Executive Officer, Vice Chairman and CFO
June 2009
AdvisorJuly 2013
Special Advisor
December 2016 Honorary Advisor (present position)(Reasons for selection as candidate for External Director)
Since Mr. Yasuhiko Fujiki joined Orient Leasing Co., Ltd. (currently ORIX Corporation) in
1976, he has accumulated a track record including the credit division. Mr. Fujiki was appointed
as President and COO in 2000, Vice Chairman and CFO in 2008, and has been in the positionof Honorary Advisor since 2016. As the Company believes his extensive knowledge andexperience as President and Vice Chairman of Japan’s leading leasing company will fully
contribute to the Company, it was determined that he should be a candidate for External
Director.

Number ofshares of theCompany held

6,000

(Notes)1. There is no special interest between each candidate for Director and the Company.
2. Mr. Masahiko Takanaka is a candidate for External Director. Mr. Takanaka is currently an External Director of theCompany. At the conclusion of this year’s Annual General Meeting of Shareholders, Mr. Masahiko Takanaka’s term ofoffice as External Director will be three (3) years. In addition, Mr. Masahiko Takanaka was an External Audit &Supervisory Board Member of the Company from June 2005 to June 2014.
3. The Company has appointed Mr. Masahiko Takanaka as an Independent Officer prescribed by Tokyo Stock Exchange
and submitted a notification of the appointments to said Exchange. If his reelection is approved, the Company plans tocontinue appointing him as an Independent Officer and to submit a notification of the appointments to said Exchange.
Also, if this proposal for the election of Mr. Yasuhiko Fujiki is approved, the Company plans to appoint Mr. Fujiki as
an Independent Officer and submit a notification of such appointment to said Exchange as well.
4. The Company has agreements with Mr. Masahiko Takanaka to limit his liabilities under Article 423, Paragraph 1 of theCompanies Act. The maximum amount of liability pursuant to the agreement is the amount stipulated by Article 425,
Paragraph 1 of said Act. If the candidate for External Director Mr. Masahiko Takanaka is reelected, the Company plans
to continue the same agreement with him.
5. Between the Company and Mr. Yasuhiko Fujiki, if Mr. Fujiki’s election is approved, the Company plans to conclude asame agreement with him.
6. The Company conducted a 2-for-1 stock split of its common stock as of April 1, 2018. The “Number of shares of theCompany held” by each candidate shown above is the number of shares after the stock split.

- 11 -

Proposal 3:

Election of one (1) Audit & Supervisory Board Member

The term of office of Audit & Supervisory Board Member Mr. Mitsuru Ichikawa will expire at theconclusion of this year’s Annual General Meeting of Shareholders. Accordingly, the election of one (1) Audit& Supervisory Board Members is proposed.
The Audit & Supervisory Board has provided its consent to this proposal.
The candidate is as follows:
Name(Date of birth)

Past experience, positions
and significant concurrent positions

November 1992 Passed the National Bar Examination
April
1995
Registered as a lawyer (present position)[Reappointment]
Audit & Supervisory Board Member of the Company
Mitsuru Ichikawa June 2014
(present position)(April 15, 1960)[Significant concurrent positions]
Partner of Risolute Law Office(Reasons for selection as candidate for External Audit & Supervisory Board Member)
As a lawyer, Mr. Mitsuru Ichikawa has extensive knowledge of corporate legal affairs, andpossesses deep insights and rich experience. Mr. Ichikawa has provided opinions proactively at
the Board of Directors’ meetings and Audit & Supervisory Board meetings. The Company
believes he will continue to contribute to maintaining and strengthening the audit structure of
the Company and determined that he should continue to be a candidate for External Audit &Supervisory Board Member.

Number ofshares of theCompany held—

(Notes)1. There is no special interest between the candidate for Audit & Supervisory Board Member and the Company.
2. Mr. Mitsuru Ichikawa is a candidate for External Audit & Supervisory Board Member of the Company. Mr. Ichikawa
is currently an External Audit & Supervisory Board Member of the Company. At the conclusion of this year’s Annual
General Meeting of Shareholders, Mr. Ichikawa’s term of office as an External Audit & Supervisory Board Member
will be four (4) years.
3. The Company has concluded an agreement with Mr. Ichikawa to limit his liability under Article 423, Paragraph 1 of
the Companies Act, pursuant to the provisions of Article 427, Paragraph 1 of said Act, with the maximum amount ofliability under the agreement being the amount stipulated by Article 425, Paragraph 1 of said Act.
If Mr. Ichikawa is reelected as an External Audit & Supervisory Board Member, the Company will continue the same
agreement with him.
4. The Company has appointed Mr. Mitsuru Ichikawa as an Independent Officer as prescribed by the Tokyo Stock
Exchange and submitted a notification of the appointment to said Exchange. If his reelection is approved, theCompany plans to continue appointing him as an Independent Officer.

- 12 -