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

Securities Code: 7322
June 8, 2021
Dear Shareholders,
Mitsunori Watanabe
Representative Director and President
San ju San Financial Group, Inc.
510 Kyomachi, Matsusaka, Mie

Notice of Convocation of the 3rd Ordinary General Meeting of Shareholders
Please be informed that the 3rd Ordinary General Meeting of Shareholders of San ju San Financial
Group, Inc. (the “Company”) will be held as described below.
If you will not attend the meeting in person, your voting rights can be exercised in writing or via theInternet, etc. Please review the attached reference documents for the General Meeting of
Shareholders and read “Notice for Exercising Voting Rights” (Japanese only) to exercise those rights
by no later than 5 p.m., Thursday, June 24, 2021.
1. Date and Time:

Friday, June 25, 2021, at 10:00 a.m.
(The reception desk will open at 9:00 a.m.)

2. Place:

Ise no ma on the 4th floor of Miyako Hotel Yokkaichi
located at 1-3-38, Yasujima, Yokkaichi, Mie

3. Purpose of Meeting
Matters for Reporting
1: The Business Report, Consolidated Financial Statements for the Company’s 3rd
Fiscal Year (April 1, 2020 - March 31, 2021) and results of audits by the Accounting
Auditor and the Audit Committee of the Consolidated Financial Statements
2: Non-consolidated Financial Statements for the Company’s 3rd Fiscal Year (April 1,2020 - March 31, 2021)
Matters for Resolution
Proposal No. 1: Appropriation of Surplus
Proposal No. 2: Election of 6 Directors (Excluding Those Who Are Also Audit
Committee Members)

Matters Disclosed via the InternetOf the documents required to be attached to this notice of convocation, the following matters
are published on the Company’s website on the Internet in accordance with the laws andregulations, as well as Article 27 of the Articles of Incorporation of the Company, and are
therefore not included in the appendix attached to this notice of convocation.
1) “Systems to secure the appropriateness of business,” ”Matters relating to special
wholly-owned subsidiary companies,” “Matters relating to transactions between parent
companies, etc.” and “Others” in the Business Report
2) “Consolidated Statements of Changes in Net Assets” and “Notes to Consolidated
Financial Statements” in Consolidated Financial Statements3) “Non-consolidated Statements of Changes in Net Assets” and “Notes to Nonconsolidated Financial Statements” in Non-consolidated Financial Statements
Accordingly, the appendix attached to this notice of convocation are parts of Consolidated
Financial Statements and Non-consolidated Financial Statements that were audited by the
Accounting Auditor in preparing audit reports, and also are parts of the Business Report,
Consolidated Financial Statements and Non-consolidated Financial Statements that wereaudited by the Audit Committee in preparing audit reports.
Any updates to the reference documents for the General Meeting of Shareholders, theBusiness Report, Consolidated Financial Statements, and Non-consolidated Financial
Statements will be published on the Company’s website.
The Company’s website

https://www.33fg.co.jp/

Information Related to Convocation






If you attend the meeting on the date of the meeting, you are kindly requested to present theenclosed Voting Rights Exercise Form at the reception desk at the meeting venue. Please
note that persons other than shareholders entitled to exercise voting rights (such as persons
acting as your proxy or persons accompanying you who are not shareholders), are notpermitted to enter the meeting venue.
If you wish to make a diverse exercise of your voting rights, please notify the Company ofsuch intention and your written reasons therefor at least three (3) days prior to the date of themeeting.
Please be advised that the souvenirs for the shareholders who attend the meeting will not beprovided.
As parking spaces are limited, please use public transportation when attending the meeting.

2

Reference documents for General Meeting of Shareholders
Proposal and reference documents
Proposal 1:

Appropriation of Surplus

The Company’s basic policy for distribution of surplus is to position the redistribution of profits toshareholders as one of the Company’s most important priorities and to maintain stable dividend, while
also improving capital efficiency through enhancing internal reserves and expanding the managementbase with long-term stability. Based on the above basic policy, the Company proposes the following:
Matters concerning year-end dividends(1) Type of dividend property
Cash(2) Matters concerning the allotment of dividend property to shareholders and the total amount36 yen per ordinary share, for a total of 941,684,724 yen
40.929 yen per Series One preference share, for a total of 171,901,800 yen
The annual dividend for the fiscal year including the interim dividend will be 72 yen per ordinary
share and 81.858 yen per Series One preference share.
Year-end dividends for preference shares are provided in a fixed amount.
(3) Effective date of distribution of surplus
June 28, 2021

3

Proposal 2:

Election of 6 Directors (Excluding Those Who Are Also Audit Committee
Members)

The terms of office of all 8 Directors (excluding those who are also Audit Committee Members;hereinafter the same shall apply in this proposal) will expire at the conclusion of this year’s General
Meeting of Shareholders. Accordingly, the election of 6 Directors is proposed, decreasing the number
of Directors by 2 in order to promote the rationalization of its management system.
The Audit Committee has stated that there are no issues to be noted for this proposal.
The candidates for Directors are as follows:
No.

Current positions and responsibilities at theCompany

Name

1

Reappointment

Hiroshi Iwama

Representative Director and Chairman

2

Reappointment

Mitsunori Watanabe

Representative Director and President

3

Reappointment

Hiroki Horiuchi

4

Reappointment

Yoshiki Kato5

New appointment

Kenichi Yamakawa―

6

New appointment

Kazuya Kawase

Executive Officer and General Manager ofCorporate Planning Department

Director and Executive Officer
In charge of Corporate Planning
Department
Director and Executive Officer
In charge of Personnel and Administration
Department

4

No.

Name
(Date of birth)

Past experience, positions, and responsibilities
at the Company
April 1977
January 1998
June 2000
June 2003

Reappointment
Hiroshi Iwama(September 13,
1954)
Attendance atBoard ofDirectors
meetings: 12/12

1

June 2004
June 2007

June 2010
June 2012
April 2018
June 2018
May 2021

Joined The Daisan Bank, Ltd. (current
San ju San Bank, Ltd.)
General Manager of Ishiyakushi Branchof Daisan Bank
General Manager of Kameyama Branchof Daisan Bank
General Manager of General Planning& Co-ordination Department of Daisan
Bank
Executive Officer and General Manager
of General Planning & Co-ordination
Department of Daisan Bank
Director and Executive Officer, andGeneral Manager of General Planning& Co-ordination Department of Daisan
Bank
Managing Director and Executive
Officer of Daisan Bank
Director, President and Executive
Officer of Daisan Bank
Representative Director and Chairmanof the Company (current position)
Director and President of Daisan Bank
Director and Chairman of San ju San
Bank, Ltd. (current position)

Number ofshares of theCompany held

Ordinary
Shares:12,150Significant concurrent positions
Director and Chairman of San ju San Bank, Ltd.
Reasons for election as the candidate for Director
Mr. Hiroshi Iwama, after serving as Director and President in our group’s Daisan Bank Ltd.
(current San ju San Bank, Ltd.), has served as Director and Chairman in San ju San Bank, Ltd.
since May 2021. He also has served as Representative Director and Chairman of the Company
since April 2018, has exercised his management skills with regard to overall corporate
management, and has enhanced the effectiveness of the decision-making and supervisory
functions of the Board of Directors.
We request his service as a Director based on a belief that he is expected to continuously
contribute to further improvement of the corporate value of our group through taking
advantage of such abundant experience and knowledge.

5

No.

Name
(Date of birth)

Past experience, positions, and responsibilities
at the Company
April 1978
April 2004

2

Reappointment

April 2008

Mitsunori
Watanabe(November 29,
1954)

April 2011

Attendance atBoard ofDirectors
meetings: 12/12

June 2013
June 2013

May 2013

April 2015
April 2018
May 2021

Joined Sumitomo Bank (current
Sumitomo Mitsui Banking Corporation)
Executive Officer of Sumitomo Mitsui
Banking Corporation
Managing Executive Officer of
Sumitomo Mitsui Banking Corporation
Director and Senior Managing
Executive Officer of Sumitomo Mitsui
Banking Corporation
Advisor of The Mie Bank, Ltd. (current
San ju San Bank, Ltd.)
Executive Vice President of Mie Bank
Director, Vice President and Executive
Vice President of Mie Bank
Director and President of Mie Bank
Representative Director and Presidentof the Company (current position)
Director and President of San ju San
Bank, Ltd. (current position)

Number ofshares of theCompany held

Ordinary
Shares:15,300Significant concurrent positions
Director and President of San ju San Bank, Ltd.
Reasons for election as the candidate for Director
Mr. Mitsunori Watanabe, after serving as Director and President in our group’s Mie Bank Ltd.
(current San ju San Bank, Ltd.), has served as Director and President in San ju San Bank, Ltd.
since May 2021. He also has served as Representative Director and President of the Company
since April 2018, has exercised his management skills with regard to overall corporate
management, and has enhanced the effectiveness of the decision-making and supervisory
functions of the Board of Directors.
We request his service as a Director based on a belief that he is expected to continuously
contribute to further improvement of the corporate value of our group through taking
advantage of such abundant experience and knowledge.

6

No.

Name
(Date of birth)

Past experience, positions, and responsibilities
at the Company
April 1986

3

Number ofshares of theCompany held

Joined The Mie Bank, Ltd. (current San
ju San Bank, Ltd.)
April 2011
General Manager of Treasury
Department of Mie Bank
November 2013 General Manager of General Planning& Co-ordination Department of Mie
Reappointment
Bank
April 2014
Executive Officer and General Manager
Hiroki Horiuchi
of General Planning & Co-ordination(November 14,
Department of Mie Bank
Ordinary
1963)
April 2017Managing Executive Officer andShares:General Manager of General Planning
2,900
Attendance at& Co-ordination Department of Mie
Board ofBank
Directors
April 2018
Director and Executive Officer
meetings: 12/12
In charge of Corporate Planning
Department of the Company (current
position)
May 2021
Director and Managing Executive
Officer of San ju San Bank, Ltd.
(current position)
Significant concurrent positions
Director and Managing Executive Officer of San ju San Bank, Ltd.
Reasons for election as the candidate for Director
Mr. Hiroki Horiuchi, after serving as Managing Executive Officer and General Manager ofGeneral Planning & Co-ordination Department in our group’s Mie Bank Ltd. (current San ju
San Bank, Ltd.), has served as Director and Managing Executive Officer in San ju San Bank,
Ltd. He also has served as Director and Executive Officer of the Company since April 2018,and has appropriately fulfilled the role of supervising managerial decision-making andbusiness execution, etc.
We request his service as a Director based on a belief that he is expected to continuously
contribute to further improvement of the corporate value of our group through taking
advantage of such abundant experience and knowledge.

7

No.

Name
(Date of birth)

Past experience, positions, and responsibilities
at the Company
April 1985
May 2011
April 2013
April 2014
April 2016

Reappointment
Yoshiki Kato
(April 6, 1962)
Attendance atBoard ofDirectors
meetings: 12/12

4

April 2018
April 2019

May 2019
June 2019

June 2020
May 2021

Joined The Mie Bank, Ltd. (current San
ju San Bank, Ltd.)
General Manager of Quality
Improvement Department of Mie Bank
General Manager of Personnel
Department of Mie Bank
Executive Officer and General Manager
of Personnel Department of Mie BankManaging Executive Officer andGeneral Manager of Personnel
Department of Mie Bank
General Manager in charge of
Personnel and Administration
Department of the Company
Executive Officer and General Manager
in charge of Personnel and
Administration Department of theCompany
Managing Executive Officer of Mie
Bank
Director and Executive Officer
In charge of Personnel and
Administration Department of theCompany (current position)
Director and Managing Executive
Officer of Mie Bank
Director and Managing Executive
Officer of San ju San Bank, Ltd.
(current position)

Number ofshares of theCompany held

Ordinary
Shares:2,325

Significant concurrent positions
Director and Managing Executive Officer of San ju San Bank, Ltd.
Reasons for election as the candidate for Director
Mr. Yoshiki Kato, after serving as Director and Managing Executive Officer in our group’s
Mie Bank Ltd. (current San ju San Bank, Ltd.), has served as Director and Managing
Executive Officer in San ju San Bank, Ltd. since May 2021. He also has served as Directorand Executive Officer of the Company since June 2019, and has appropriately fulfilled therole of supervising managerial decision-making and business execution, etc.
We request his service as a Director based on a belief that he is expected to continuously
contribute to further improvement of the corporate value of our group through taking
advantage of such abundant experience and knowledge.

8

No.

Name
(Date of birth)

Past experience, positions, and responsibilities
at the Company
April 1983
October 2001
June 2010
June 2012
June 2013

New appointment
Kenichi
Yamakawa(October 11,
1960)

June 2015
June 2016

Attendance atBoard of Directors
meetings: -5June 2018
April 2020
May 2021

Joined The Daisan Bank, Ltd. (current
San ju San Bank, Ltd.)
General Manager of Isenagashima
Branch of Daisan Bank
General Manager of Yokkaichi Branchof Daisan Bank
General Manager of Business Planning
Section, Business Department of
Daisan Bank
Executive Officer and General Manager
of Business Planning Section, Business
Department of Daisan Bank
Executive Officer and General Manager
of Area Business Section, Business
Department of Daisan Bank
Director, Executive Officer, Vice
General Manager of Business
Department and General Manager ofBusiness Promotion Department of
Daisan Bank
Director, Senior Executive Officer, andVice General Manager of Business
Department of Daisan Bank
Director, Managing Executive Officer,
and General Manager of Business
Department of Daisan Bank
Director, Senior Managing Executive
Officer, and General Manager ofFinancing Department of San ju San
Bank, Ltd. (current position)

Number ofshares of theCompany held

Ordinary
Shares:5,130Significant concurrent positions
Director, Senior Managing Executive Officer, and General Manager of Financing Departmentof San ju San Bank, Ltd.
Reasons for election as the candidate for Director
Mr. Kenichi Yamakawa served as Director, Managing Executive Officer and General Manager
of Business Department in our group’s Daisan Bank, Ltd. (current San ju San Bank, Ltd.),
and has appropriately fulfilled his duties and responsibilities. He also has served as Director,
Senior Managing Executive Officer and General Manager of Financing Department of San ju
San Bank, Ltd. since May 2021.
We request his service as a Director based on a belief that he is expected to contribute tofurther improvement of the corporate value of our group through taking advantage of suchabundant experience and knowledge.

9

No.

Name
(Date of birth)

Past experience, positions, and responsibilities
at the Company
April 1988
October 2004
June 2014

New appointment

6

June 2015

Kazuya Kawase(March 20, 1966)

June 2017

Attendance atBoard of Directors
meetings: -April 2018
June 2018

May 2021

Joined The Daisan Bank, Ltd. (current
San ju San Bank, Ltd.)
General Manager of Chuo Dori Branchof Daisan Bank
General Manager of General Planning& Co-ordination Department of Daisan
Bank
Executive Officer and General Manager
of General Planning & Co-ordination
Department of Daisan Bank
Director, Executive Officer and General
Manager of General Planning & Coordination Department of Daisan Bank
Executive Officer and General Manager
of Corporate Planning Department of
the Company (current position)
Director, Senior Executive Officer andGeneral Manager of General Planning& Co-ordination Department of Daisan
Bank
Director and Managing Executive
Officer of San ju San Bank, Ltd.
(current position)

Number ofshares of theCompany held

Ordinary
Shares:4,090

Significant concurrent positions
Director and Managing Executive Officer of San ju San Bank, Ltd.
Reasons for election as the candidate for Director
Mr. Kazuya Kawase, after serving as Director and Senior Executive Officer in our group’s
Daisan Bank, Ltd. (current San ju San Bank, Ltd.), has served as Director and Managing
Executive Officer of San ju San Bank, Ltd. since May 2021. He also has served as Executive
Officer and General Manager of Corporate Planning Department of the Company since April
2018, and has appropriately fulfilled his duties and responsibilities.
We request his service as a Director based on a belief that he is expected to contribute tofurther improvement of the corporate value of our group through taking advantage of suchabundant experience and knowledge.
(Notes)1. Each candidate has no special interests with the Company.
2. The Company has entered into a directors and officers liability insurance contract, as stipulated in
Article 430-3, Paragraph 1 of the Companies Act, with an insurance company that insures
Directors and Directors who are also Audit Committee Members of the Company and its
subsidiaries, San ju San Bank, Ltd. The insured does not bear the insurance premium.
Under this insurance, the insurance company compensates for any damages that may result fromthe insured being liable for the performance of their duties or being subject to a claim for the pursuitof such liability. However, there are certain exemptions, such as in case of actions taken with theknowledge that such actions are in violation of laws and regulations. If the candidates accept officeas Director, they will be insured under the insurance contract, which is to be renewed during theirterms of office.
END10