These documents have been translated from apart of Japanese originals for reference purposes only.
In the event of any discrepancy between these translated documents and the Japanese originals, the originals
shall prevail. The Company assumes no responsibility for this translation or for direct, indirect or any otherforms of damages arising from the translations.

(Securities code: 6800)
June 4, 2020
To Shareholders with Voting Rights:
Takayuki Tokuma
Representative Director, President
and Executive Officer
Yokowo Co., Ltd.
5-11, Takinogawa 7-chome,
Kita-ku, Tokyo, JapanNOTICE OF THE 82ND ORDINARY GENERAL MEETING OF SHAREHOLDERS
Dear Shareholders,
You are cordially invited to attend the 82nd Ordinary General Meeting of Shareholders of Yokowo Co., Ltd.
(the "Company"). The meeting will be held for the purposes as described below.
If you are unable to attend the meeting, you may exercise your voting rights by either of the following
methods. Please read the Reference Documents for the General Meeting of Shareholders (describedhereinafter) and exercise your voting rights by 5:40 p.m. on Wednesday, June 24, 2020 Japan time.
[If you wish to exercise your voting rights by postal mail (in writing)]
Please indicate your vote for or against each Proposal on the enclosed Voting Rights Exercise Form and sendit back so that it is received by the aforementioned exercise deadline.
[If you wish to exercise your voting rights via the Internet]
Please access the voting website (https:// evote.tr.mufg.jp), use the “log-in ID” and “temporary password” or“log-in QR code” presented on the enclosed Voting Rights Exercise Form and enter your vote for or against
each Proposal by following the instructions displayed on the screen.
1. Date and Time:Thursday, June 25, 2020 at 10:00 a.m. JST

2. Venue:

2nd floor Banquet Hall Akebono of Hotel Metropolitan Tokyo Ikebukuro,
located at 6-1, Nishi-ikebukuro 1-chome, Toshima-ku, Tokyo, Japan

3. Meeting Agenda:
Matters to be Reported: 1. The Business Report, Consolidated Financial Statements for the Company's
82nd Fiscal Year (from April 1, 2019 to March 31, 2020) and results of audits
by the Accounting Auditor and Audit & Supervisory Board of theConsolidated Financial Statements
2. Non-consolidated Financial Statements for the Company's 82nd Fiscal Year(from April 1, 2019 to March 31,2020)

1

Proposals to be Resolved:
Proposal No. 1: Distribution of Surplus
Proposal No. 2: Election of Five Directors
4. Notice of Information Disclosure through the Internet
The Company, pursuant to the provisions of applicable laws and regulations and Article 16 of the Articles ofIncorporation of the Company, discloses certain matters specified below that constitute part of the Business
Report, Consolidated Financial Statements, and Non-consolidated Financial Statements through the website of
the Company (https://www.yokowo.co.jp). Accordingly, they are not included in the documents attached to thisnotice.
(1) “System necessary to ensure that the execution of duties by the Directors complies with laws
and regulations and the Articles of Incorporation, and other systems necessary to ensure
properness of operations of the Company,” and “Basic policy concerning persons who
control the decisions on the Company’s financial and business policies” of the Business
Report(2) Consolidated Statement of Changes in Shareholders’ Equity and Notes to the Consolidated
Financial Statements(3) Statement of Changes in Shareholders’ Equity and Notes to the Non-consolidated Financial
Statements
Therefore, the documents attached to this Notice constitute only part of the Consolidated and Nonconsolidated Financial Statements audited by the Accounting Auditor in preparing its Audit Report and part ofthe Business Report, Consolidated and Non-consolidated Financial Statements audited by Audit & Supervisory
Board Members in preparing their Audit Report.
Notes:
1) For those attending, please present the enclosed Voting Rights Exercise Form to the reception upon arrival at
the meeting.
2) Any updates to the Reference Documents for the General Meeting of Shareholders, Business Report, orConsolidated and Non-consolidated Financial Statements will be posted on the Company's website(https://www.yokowo.co.jp).

2Reference Documents for the General Meeting of Shareholders
Proposal No. 1: Distribution of Surplus
Matters concerning year-end dividends
Based on the recognition that providing superior returns to shareholders is one of the highest management
priorities, the Company's basic policy is to continue to pay stable dividends to shareholders, determining thespecific amount of dividend for each fiscal year by taking into consideration the maintenance of internal reserves
to be used for capital investment in production facilities in growing businesses, investment for technologicaldevelopment in new businesses, and investment for market development.
With respect to the operating results for the current fiscal year, the Company marked the highest consolidated
sales for the sixth consecutive fiscal year. In addition, consolidated operating income, consolidated ordinary
income and profit attributable to owners of parent reached a record high, allowing the Company to achieve its
medium-term management target “Minimum8”—i.e., secure a sales growth rate, a minimum operating profit
margin, and a return on equity of 8%.
However, due to effects of the spread of the novel coronavirus (COVID-19) infections, etc., trends are
extremely uncertain in supply and demand and competitive environments in the Company’s major market. The
Company therefore believes that it is indispensable to perform business operations with more emphasis on
liquidity on-hand and financial stability. Although trends are uncertain in the market as a whole, inquiries havebeen on the rise for growing businesses including 5G (the fifth generation mobile communications), with capitalneeds for investment in product development and facilities staying at a high level.
In view of the aforementioned circumstances, the Company hereby proposes its year-end dividend for the
fiscal year ended March 31, 2020 as follows, comprehensively taking into account the return of the record-highprofits to shareholders, capital needs for the next fiscal year and beyond as well as securing financial stability.
(1) Type of dividend property: Cash
(2) Matters concerning allotment of dividend property to shareholders and total amount
16 yen per share of common stock, for a total of 324,558,912 yen
Because an interim dividend of 14 yen per share was paid out, the annual dividend for the fiscal year ended
March 31, 2020 will be 30 yen per share (consolidated dividend payout ratio of 17.7%).
(3) Effective date of distribution of surplus
June 26, 2020 (Friday)3

Proposal No. 2:

Election of Five Directors

The terms of office of all five Directors will expire at the conclusion of this year's Ordinary General Meetingof Shareholders. Accordingly, shareholders are requested to elect five Directors.
The candidates for Directors are as follows.
It should be noted that no material conflict of interest exists between any of the five candidates for Directors
and the Company.

No.

Name
(Date of birth)

Past experience, positions, responsibilities, and significant concurrent positions
August 1988
April 1993
June 1995
September 1995
April 1997
April 1999
October 2001
June 2003
June 2004
December 2004
June 2006

1

Joined the Company
General Manager, Europe and United States Sales Department
Director
Takayuki Tokuma
Director, General Manager, Car Antenna Business Division(June 13, 1954)
Director, in charge of Business Planning Department
Reappointed
Director, in charge of PCC businessDirector, in charge of Business Planning Department
Executive
OfficerNumber of theManaging Director
Company’s shares held:
255,491 shares
Managing Director and Antenna System Company President
Director, Managing Executive Officer, and Antenna System Company
President
April 2007
Representative Director, President and Executive Officer (to present)
Years of service as Director: 24 years (at the conclusion of this year's Ordinary General Meeting of Shareholders)
Attendance rate of the Board of Directors Meetings: 16/17 times (94%)<Reasons for nomination as candidate for Director>
Mr. Takayuki Tokuma has led the business expansion/evolution of the Company’s primary businesses, including thedevelopment/sales promotion of micro antennas as General Manager/Company President of the vehicle communicationequipment business, as well as advancing into the BGA socket area of the circuit testing connector business, overseas
sales promotion of the PCC business (current fine connector business) and start-up of the medical device business as theofficer in charge of the supervision of overseas business/Business Planning Department/CTC business/PCC business,and thus has a thorough understanding of all businesses. Currently, he supervises the whole group as President andExecutive Officer, bearing the slogans of “multilayered business” and “permanent evolution.”
The Board of Directors of the Company would like Mr. Tokuma to continuously take responsibility for the businessexecution of the Company in the next period, considering that he has successfully achieved improvement inmanagement stability under the multilayering policy, and thus proposes that he be elected as Director.

4

No.

Name
(Date of birth)

Past experience, positions, responsibilities, and significant concurrent positions
April 2005

2

Joined the Company
General Manager, Connector Company Business Planning Department
June 2006
Executive Officer and General Manager, Connector Company Business
Planning Department
Kouichi Fukagawa April 2007
Executive Officer and Chief Officer of Management Planning H.Q.
(March 28, 1953)
April 2013
Chairman, Information Security Committee
June 2013
Managing Executive Officer and Chief Officer of Management Planning
Reappointed
H.Q.
June 2015
Director, Managing Executive Officer and Chief Officer of Management
Number of the
Planning H.Q.
Company’s shares held:
June 2016
Director, Senior Managing Executive Officer and Chief Officer of
49,855 shares
Management Planning H.Q.
April 2017
Director, Senior Managing Executive Officer and General Manager,
LTCC Business Division
February 2020 Director, Senior Managing Executive Officer and Chief Officer of
Administration Management H.Q. (to present)
Years of service as Director: 5 years (at the conclusion of this year's Ordinary General Meeting of Shareholders)
Attendance rate of the Board of Directors Meetings: 17/17 times (100%)<Reasons for nomination as candidate for Director>
Mr. Kouichi Fukagawa, as the executive officer in charge of the circuit testing connector business, has led thebusiness acquisition, introduction of new technologies, acquisition of new customers of said business, and, as Chairmanof the Information Security Committee, has also contributed to the establishment/enhancement of the information
security structure of the Group as a whole, and contributed to the improvement of awareness thereof by promoting theacquisition of ISO 27001 certification, the international standard for information security, for the Company and its major
subsidiaries. He has been leading the enhancement of the Group’s base including corporate governance, compliance,
CSR (Corporate Social Responsibility) activities, as well as prevention countermeasures against COVID-19, as theexecutive officer in charge of management planning/administration management headquarters since February 1, 2020.
The Board of Directors of the Company would like Mr. Fukagawa to continuously take responsibility for the current
duties, and thus proposes that he be elected as Director.

5

No.

Name
(Date of birth)

Past experience, positions, responsibilities, and significant concurrent positions
April 1985
April 1998
October 2002
December 2004

3

Joined the Company
Chubu Branch Manager, VCCS Business Division
General Manager, VCCS Business Division
Managing Director, YOKOWO MANUFACTURING OF AMERICA
Kenji Yokoo(August 22, 1960)
LLC
June 2007
Executive Officer and Chief Officer of Administration Management
Reappointed
H.Q.
November 2016 Vice Chairman of The Tomioka Chamber of Commerce and Industry,
Gunma Prefecture (to present)
Number of theManaging Executive Officer and Chief Officer of Administration
Company’s shares held: April 2017Management
H.Q.
87,737 shares
June 2017
Director, Managing Executive Officer and Chief Officer of
Administration Management H.Q.
February 2020
Director, Managing Executive Officer and General Manager, VCCS
Business Division (to present)
Years of service as Director: 3 years (at the conclusion of this year's Ordinary General Meeting of Shareholders)
Attendance rate of the Board of Directors Meetings: 17/17 times (100%).
<Reasons for nomination as candidate for Director>
Mr. Kenji Yokoo gained experience in administrative operations in general at the Company and its domestic andforeign subsidiaries, and then held important posts successively in the vehicle communication equipment business—theCompany’s mainstay business—and made a significant contribution towards the Company’s business expansion bytaking the initiative in opening new accounts with customers who are now major clients. Since his appointment to
Executive Officer and Chief Officer of the Administration Management H.Q., he has been playing a leading role inenhancing the Company’s global framework by promoting measures for company-wide profit structure reform as well as
personnel innovation measures, based on his experience at domestic and foreign subsidiaries and his experience insupervising businesses. Since February 1, 2020, he has been the executive officer in charge of the VCCS business, ofwhich he has thorough understanding, and is placing the greatest importance on rebuilding the profit structure of thebusiness.
The Board of Directors of the Company would like Mr. Yokoo to continuously take responsibility for the current
duties, and thus proposes that he be elected as Director.

6

No.

Name
(Date of birth)

Past experience, positions, responsibilities, and significant concurrent positions
October 1983
January 1999

4

Joined Texas Instruments Japan Limited
General Manager, Japan Communications Department, Member ofStrategic Leadership Team, Texas Instruments Japan Limited
Kuniko Muramatsu November 2003 Senior Manager, Ethics & Diversity Office, Chief Ethics Officer, Texas
Instruments Japan Limited(September 1, 1958)
September 2009 Resigned from Texas Instruments Japan Limited
Reappointed
October 2009
Chief Researcher, Business Ethics Research Center
Candidate for Outside January 2010
Representative Director, Wellness Systems Institute (to present)
Director
January 2014
Director, Japan Professional Football League (J. League)
April 2016
Director and Chair of the Board, NPO GEWEL
June 2016
Outside Director, C’BON COSMETICS Co., Ltd.
Number of theOutside Director of the Company (to present)
Company’s shares held:
April
2018
Senior Counselor, Japan Professional Football League (J. League) (to0 sharepresent)
Senior Researcher, Business Ethics Research Center (to present)
June 2019
Outside Director, NEC Networks & System Integration Corporation (topresent)
Years of service as Director: 4 years (at the conclusion of this year's Ordinary General Meeting of Shareholders)
Attendance rate of the Board of Directors Meetings: 17/17 times (100%)
1. Reasons for nomination as candidate for Outside Director
Ms. Kuniko Muramatsu held various posts including General Manager of the Public Relations Department, Memberof the Business Strategy Team, General Manager of the Corporate Ethics Office and the officer in charge of diversity
promotion at a foreign-affiliated semiconductor maker, and now runs a company which she established after resigningfrom said company, utilizing her experience, and is engaged in supporting the improvement of corporate ethics andthe promotion of diversity, whereas she also continues practical research on corporate ethics. The Company would
like her to monitor and supervise the management of the Company and provide advice and recommendations to theCompany by leveraging her extensive knowledge regarding corporate ethics and diversity promotion, and practicalexperience at business organization, and thus proposes that she be elected as Outside Director.
2. Term of office as Outside Director
Ms. Kuniko Muramatsu will have been in office as Outside Director for a period of four years at the conclusion ofthis Ordinary General Meeting of Shareholders.
3. Independence of candidate for Outside Director(1) There are no business relationships between the Company and Wellness Systems Institute, for which Ms.
Muramatsu serves as Representative Director.
(2) The Company has had no transactions with Texas Instruments Japan Limited (“TI Japan”), for which Ms.
Muramatsu had worked until September 2009, since January 2014.
(3) The Company has continuous business relationships with Texas Instruments Incorporated (“TI US”), the parent
company of TI Japan, regarding the sale from the Company of inspection tools for semiconductor testing,whereas the amount involved accounts for less than 2% of the Group’s annual consolidated sales and less than
1% of the annual operating costs of TI US.
(4) There are no matters to be disclosed other than the above with respect to her independence.
(5) Based on the above, the Company has determined Ms. Muramatsu to be highly independent from the Company
and persons who execute the business of the Company. In the event that the election of Ms. Muramatsu isapproved as proposed, the Company will continue to designate her as an independent officer as prescribed in the
Securities Listing Regulations of the Tokyo Stock Exchange.
4. Activities as Outside Director during the current period(1) She attended all seventeen Board of Directors Meetings (Attendance rate: 100%) and gave advice andrecommendations based on her extensive knowledge regarding corporate ethics and diversity promotion andpractical experience at business organization, etc., in addition to monitoring and supervising the Company’s
management.
(2) She attended all seventeen Audit & Supervisory Board Meetings, had prior guidance and exchanged opinions on
the agenda of the Board of Directors Meetings with Outside Audit & Supervisory Board Members, and shared
the matters that were reported or deliberated by the Audit & Supervisory Board to the extent necessary.
5. Overview of limited liability agreement entered into with the Company
The Company, pursuant to Article 30 of the Company’s Articles of Incorporation, has entered into a limited liability
agreement, as prescribed in Article 423, Paragraph 1 of the Companies Act, with Ms. Kuniko Muramatsu. The limitof liability for damages based on this agreement is 4 million yen or the amount prescribed by laws and regulations,whichever is higher.

7

No.

Name
(Date of birth)

Past experience, positions, responsibilities, and significant concurrent positions
September 1970 Joined Japan Management Association

Hajime Shioiri(October 24, 1944)

April 1980

Joined JMA Consultants, Inc.; Senior Consultant

July 1992

Resigned from JMA Consultants, Inc.

Newly appointed
Candidate for Outside
Director
March 2001
Number of theCompany’s shares held:
0 share5

Established Sendaikeiei Co., Ltd.; President and Representative
Director
Audit & Supervisory Board Member, SIC Co., Ltd.

September 2004 Resigned as Audit & Supervisory Board Member, SIC Co., Ltd.
July 2016

Chairman and Representative Director, Sendaikeiei Co., Ltd. (topresent)

June 2019
Outside Director of the Company (to present)
Years of service as Director: 1 year (at the conclusion of this year's Ordinary General Meeting of Shareholders)
Attendance rate of the Board of Directors Meetings: 13/13 times (100%)
1. Reasons for nomination as candidate for Outside Director
Mr. Hajime Shioiri has been engaged in business management consulting activities for a wide range of industries
over the years, as well as in corporate management as a representative director of a consulting firm he established.
The Company would like him to draw on his broad knowledge and wealth of experience in corporate management
to monitor and supervise the Company’s management, and thus proposes that he be elected as Outside Director.
2. Term of office as Outside Director
Mr. Hajime Shioiri will have been in office as Outside Director for a period of one year at the conclusion of thisOrdinary General Meeting of Shareholders.
3. Independence of candidate for Outside Director(1) There are no business relationships between Sendaikeiei Co., Ltd. which Mr. Shioiri represents and theCompany. There are no other matters to be disclosed with respect to his independence.
(2) Based on the above, the Company has determined Mr. Shioiri to be highly independent from the Company andpersons who execute the business of the Company. In the event that the election of Mr. Shioiri is approved as
proposed, the Company will continue to designate him as an independent officer as prescribed in the Securities
Listing Regulations of the Tokyo Stock Exchange.
4. Activities as Outside Director during the current period(1) He attended all thirteen Board of Directors Meetings held since his appointment to Outside Director of theCompany on June 25, 2019 (Attendance rate: 100%) and drew on his broad knowledge and wealth ofexperience in corporate management to monitor and supervise the Company’s management.
(2) He attended all thirteen Audit & Supervisory Board Meetings held since his appointment to Outside Director of
the Company, had prior guidance and exchanged opinions on the agenda of the Board of Directors Meetings
with Outside Audit & Supervisory Board Members, and shared the matters that were reported or deliberated by
the Audit & Supervisory Board to the extent necessary.
5. Overview of limited liability agreement entered into with the Company
The Company, pursuant to Article 30 of the Company’s Articles of Incorporation, has entered into a limited liability
agreement, as prescribed in Article 423, Paragraph 1 of the Companies Act, with Mr. Hajime Shioiri. The limit ofliability for damages based on this agreement is 4 million yen or the amount prescribed by laws and regulations,whichever is higher.

End of Document8