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. The Company assumes no responsibility for this translation or for direct, indirect or any
other forms of damages arising from the translation.

Securities Code: 8141
June 7, 2024
(Commencement date of electronic provision measures: May 31, 2024)
To our shareholders:
Tatsuya Ogawa
President and CEO
Shinko Shoji Co., Ltd.
1-2-2 Osaki, Shinagawa-ku, Tokyo, JapanNOTICE OF THE 71ST ORDINARY GENERAL MEETING OF SHAREHOLDERS
This notice is to inform you of the 71st Ordinary General Meeting of Shareholders of Shinko Shoji Co.,
Ltd. (the “Company”), which will be held as described below.
In convening this year’s General Meeting of Shareholders, the Company has taken electronic provision
measures for the information contained in the reference documents for the General Meeting of
Shareholders, etc. (“matters subject to electronic provision measures”). Please access the following
websites to view the information.
Company website
Tokyo Stock Exchange
website(Search for a listed company)

Website dedicated to noticesof general meetings ofshareholders

https://www.shinko-sj.co.jp/e/Please access the Company’s website  Select “IR Information” then
“Information on General Meeting of Shareholders” to view the information.
https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show
Please access the above Tokyo Stock Exchange website (Search for a listedcompany)  Enter “Shinko Shoji” in the “Issue name (company name)” fieldor “8141” in the securities “Code” field to run a search  Select “Basic
information” and then “Documents for public inspection/PR information” toview the information.
https://www.smi.shinko-sj.co.jp/ir/ (available only in Japanese)

If you are not attending the meeting in person, you may exercise your voting rights via the Internet or inwriting (by post). Please review the matters subject to electronic provision measures and the attached
Reference Documents for the General Meeting of Shareholders and exercise your voting rights ahead of
this General Meeting of Shareholders according to the “Guide to Exercising Your Voting Rights” (available
only in Japanese) no later than 5:20 p.m., Monday, June 24, 2024 (JST).

-1-

1 Date and Time:

Tuesday, June 25, 2024 at 10:00 a.m. (Opening at 9:00 a.m.) (JST)2 Venue:

3F, Sirius, Hotel Gajoen Tokyo
1-8-1 Shimomeguro, Meguro-ku, Tokyo(Please refer to the “Guide to the venue of the Ordinary General Meeting of
Shareholders” (available only in Japanese) at the end of the document.)

3 Purposes:
Items to be reported: 1. Business Report and Consolidated Financial Statements for the 71st
Term(from April 1, 2023 to March 31, 2024), as well as the results of auditof the Consolidated Financial Statements by the Accounting Auditor
and the Audit and Supervisory Committee
2. Non-Consolidated Financial Statements for the 71st Term (from April 1,
2023 - March 31, 2024)
Items to be resolved:
Proposal 1:
Election of Seven (7) Directors and Board Members (excluding Directors
and Board Members Who Are Audit and Supervisory Committee Members)
Proposal 2:
Election of Three (3) Directors and Board Members Who Are Audit andSupervisory Committee Members
4 Matters Decided in Connection with this Convocation:
 Pursuant to laws and regulations and the Company’s Articles ofIncorporation, among the matters subject to electronic provision
measures, the following items are not included in the paper copy to besent to shareholders who have requested it. In addition, the Audit andSupervisory Committee and the Accounting Auditor have audited the
documents subject to audit, including the following matters.
1. “Systems and Policies of the Company” under the Business Report
2. “Consolidated Statement of Changes in Net Assets” and “Notes to theConsolidated Financial Statements” under the Consolidated Financial
Statements
3. “Non-Consolidated Statement of Changes in Net Assets” and “Notes
to the Non-Consolidated Financial Statements” under the NonConsolidated Financial Statements If you exercise your voting rights both via the Internet and in writing (bypost), the exercise of voting rights via the Internet shall be deemed valid.
In addition, if you exercise your voting rights via the Internet multiple
times, the final exercise of voting rights shall be deemed valid.
 If you do not indicate your approval or disapproval of a proposal in the
returned voting form, it will be treated as if you have indicated yourapproval.

-2-

Reference Documents for the General Meeting of Shareholders
Proposal 1:

Election of Seven (7) Directors and Board Members (excluding Directors and Board
Members Who Are Audit and Supervisory Committee Members)

As the terms of office of all seven (7) Directors and Board Members (excluding Directors and Board
Members who are Audit and Supervisory Committee Members) will expire at the conclusion of this
General Meeting, the Company proposes the election of seven (7) Directors and Board Members(excluding Directors and Board Members who are Audit and Supervisory Committee Members). The Audit
and Supervisory Committee reviewed this proposal and found no points of concern.
The candidates for Directors and Board Members (excluding Directors and Board Members who are Audit
and Supervisory Committee Members) are as follows.
No.

Name

Candidate
attributes

1

Tatsuya Ogawa[Reappointment]

2

Katsuhiro Hosono[Reappointment]

3

Shuji Isshiki[Reappointment]

4

Katsuei Kobayashi [Reappointment]

5

Kunihiro Inoue[Reappointment]

6

Masanori Ishito[Reappointment]

Positions and responsibilities in the Company
President and CEO
Responsible for Internal Audit Office and New
Business Sales Department
Managing Director and Board Member
Overall Control of Sales Division andMarketing & Engineering Division, responsible
for Sales Support Office, Sales Department 1,
Chubu Tokai Area Department, Amusement
Systems Sales Department, and EMS Sales
Promotion Department
Director and Board Member
Overall Control of Administrative Division,
responsible for Corporate Planning & Human
Resources Department, Information Systems
Office, General Affairs Department,
Accounting & Finance Department, Logistics
Department, and Domestic AffiliatedCompanies
Director and Board Member
Responsible for 1st Solutions Engineering
Department, 2nd Solutions Engineering
Department, and 3rd Solutions Engineering
Department
Director and Board Member
Responsible for Koshinetsu Area Department,
West Japan Area Department, and Electronic
Devices Sales Promotion Department
Director and Board Member
Responsible for Sales Department 2, East Japan
Area Department, Overseas Sales Promotion
Department, and Overseas AffiliatedCompanies-3-

Attendanceat Board of
Directors’
meetings
20/20

20/20

20/20

20/20

20/20

20/20

No.

Name

7

Tatsuyoshi
Yoshiike

Reappointment
OutsideIndependent

Candidate
attributes[Reappointment][Outside][Independent]

Positions and responsibilities in the Company

Director and Board Member

Candidate for reappointment as Director and Board Member
Candidate for Outside Director and Board Member
Independent officer as prescribed by the Tokyo Stock Exchange-4-

Attendanceat Board of
Directors’
meetings
20/20

No.

Name
(Date of birth)2

Number of theCompany’s
shares owned

Joined the Company
President of NOVALUX EUROPE LTD.
(secondment)
President of Novalux Hong Kong Electronics Ltd.
April 2006
[Reappointment](secondment)
20,200
Director and Board Member of the Company
June 2008[Status of attendance at
President and CEO of the Company
April 2013
Board of Directors’
President and CEO of the Company (responsible
October 2022
meetings]
for Internal Audit Office and New Business Sales
20/20
Department) (present position)[Reasons for nomination as candidate for Director and Board Member]
After being stationed at overseas subsidiaries for about 20 years, Tatsuya Ogawa has garnered extensive
experience at overseas businesses that utilize semiconductor design technologies. During this period, for 10 years,
he served as President of local subsidiaries and produced a track record of rapidly developing the overseas
business and contributing to the strengthening of the revenue foundation. As he is knowledgeable about theelectronics industry and has management capabilities with a high degree of insight, he can be expected to respondpromptly and optimally to diversifying management issues and further improve corporate value. Therefore, he
has been nominated as a candidate for Director and Board Member.
Joined the Company
April 1989
Katsuhiro Hosono
Branch Manager of Nagoya Office
April
2007
(August 23, 1966)
Director and Board Member of the Company
June 2014
Managing Director and Board Member of theApril 2024
[Reappointment]
Company (Overall Control of Sales Division and
7,300
Marketing&Engineering
Division,
responsiblefor[Status of attendance at
Sales Support Office, Sales Department 1, Chubu
Board of Directors’
Tokai Area Department, Amusement Systems
meetings]
Sales Department, and EMS Sales Promotion
20/20
Department) (present position)[Reasons for nomination as candidate for Director and Board Member]
Katsuhiro Hosono has been involved in sales related to OA equipment and the assembly business for many
years since joining the Company and has a track record of significantly developing the amusement business, inparticular. He is currently working on strengthening the revenue foundation as Managing Director and Board
Member in charge of the entire Sales Division and Marketing & Engineering Division. Drawing on advanced
knowledge, abundant experience, and extensive connections garnered through such a career, he can be expected
to respond promptly and accurately to management issues arising from changes in the business environment.
Therefore, he has been nominated as a candidate for Director and Board Member.
Tatsuya Ogawa(December 17, 1963)

1

Career summary, position and responsibilities
April 1986
November 1996

-5-

No.

Name
(Date of birth)

Career summary, position and responsibilities

Joined The Bank of Yokohama, Ltd.
Deputy Manager of Financial Market
Department of The Bank of Yokohama, Ltd.
Deputy Manager, in charge of ALM, Corporate
May 2012
Planning Department of The Bank of Yokohama,
Shuji Isshiki
Ltd.
(March 28, 1964)
Senior Manager of Corporate Planning Department
April 2017of Concordia Financial Group, Ltd. (secondment)[Reappointment]
Joined the Company
January 2019
5,700
Director and Board Member of the Company
June 2019[Status of attendance at
Director and Board Member of the Company
October 2023
Board of Directors’(Overall Control of Administrative Division,
meetings]
responsible for Corporate Planning & Human
20/20
Resources Department, Information Systems
Office, General Affairs Department, Accounting
and Finance Department, Logistics Department,
and Domestic Affiliated Companies) (present
position)[Reasons for nomination as candidate for Director and Board Member]With over 30 years of experience working at financial institutions, Shuji Isshiki has abundant experience in theplanning department, including the formulation of investment and procurement plans for the entire bank and theformulation of strategies for market departments. He is in charge of the overall Administrative Division at theCompany in a wide range of areas, such as corporate planning, financial strategy, and risk management, and is
working on improving corporate value by strengthening corporate governance. Drawing on advanced knowledge
garnered through such a career, he can be expected to respond promptly and appropriately to diversifying
management issues. Therefore, he has been nominated as a candidate for Director and Board Member.
Joined NEC Corporation
April 1990
NEC Electronics Inc. (secondment)
July 2000
Katsuei Kobayashi
Senior Manager of Automotive Electronics Control(September 19, 1966) April 2011
Systems Marketing Department, Automotive
Systems Division, Renesas Electronics Corporation[Reappointment]
Joined the Company
June 2013
1,100
Director and Board Member of the Company
June 2019[Status of attendance at
Director and Board Member of the Company
April 2024
Board of Directors’(responsible for 1st Solutions Engineering
meetings]
Department, 2nd Solutions Engineering
20/20
Department, and 3rd Solutions Engineering
Department) (present position)[Reasons for nomination as candidate for Director and Board Member]
Katsuei Kobayashi has been engaged for many years in semiconductor development and solution development at
NEC and Renesas Electronics. Furthermore, he has knowledge of development and sales management on the
global stage from his experience of being stationed in the U.S. He can be expected to respond promptly andaccurately during this period of reform in the electronics industry, which includes IoT, AI, and the rapid shift
from automobiles to electric vehicles. Therefore, he has been nominated as a candidate for Director and Board
Member.
April 1986
October 20093

4

Number of theCompany’s
shares owned

-6-

No.

Name
(Date of birth)

Career summary, position and responsibilities

Number of theCompany’s
shares owned

Joined the Company
Kunihiro Inoue
Branch Manager of Osaka Office(October 11, 1965)
Department Manager of West Japan Area
Department[Reappointment]
President of SHINKO (PTE) LTD. (secondment)
April 2016
3,700
Director and Board Member of the Company
June 2020[Status of attendance at April 2024
Director and Board Member of the Company
Board of Directors’(responsible for Koshinetsu Area Department,
meetings]
West Japan Area Department, and Electronic
20/20
Devices Sales Promotion Department) (present
position)[Reasons for nomination as candidate for Director and Board Member]
Since joining the Company, Kunihiro Inoue has been involved in sales related to automotive electronic
components for many years and also served as President of an overseas subsidiary. He is currently strengthening
the revenue foundation as Director and Board Member of sales departments related to OA equipment, industrial
equipment, and automotive electronic components, as well as the sales promotion department for electronic
components. Drawing on advanced knowledge, abundant experience, and extensive connections garnered throughsuch a career, he can be expected to respond promptly and accurately to management issues arising from changes
in the business environment. Therefore, he has been nominated as a candidate for Director and Board Member.
Joined the Company
April 1989
Masanori Ishito(February 16, 1967) April 2008
Branch Manager of Chiba Office
President of NOVALUX Shanghai Electronics
April 2011
[Reappointment]
Limited (secondment)
4,400
Director and Board Member of the Company
June 2021(responsible
for
Sales
Department
2,
East
Japan
[Status of attendance atArea Department, Overseas Sales Promotion
Board of Directors’
Department, and Overseas Affiliated Companies)
meetings](present position)
20/20
April 1988
April 2006
April 2009

5

6

[Reasons for nomination as candidate for Director and Board Member]
Since joining the Company, Masanori Ishito has been involved in sales related to industrial equipment for many
years and also served as President of an overseas subsidiary for ten years. He is currently implementing initiatives
for global business development as Director and Board Member in charge of sales departments related toindustrial equipment and automotive electronic components as well as overseas subsidiaries. Drawing on
advanced knowledge, abundant experience, and extensive connections garnered through such a career, he can be
expected to respond promptly and accurately to management issues arising from changes in the businessenvironment. Therefore, he has been nominated as a candidate for Director and Board Member.

-7-

No.

Name
(Date of birth)

Career summary, position and responsibilities

Number of theCompany’s
shares owned

Joined HIOKI E.E. CORPORATION
Director, Director of Sales & Marketing of HIOKI
E.E. CORPORATION
Director and Managing Executive Officer, Director
March 1997
Tatsuyoshi Yoshiike
of Sales & Marketing of HIOKI E.E.
(May 9, 1952)
CORPORATION
Director and Managing Executive Officer, Director
March 2003
[Reappointment]of Administration of HIOKI E.E. CORPORATION
President & CEO of HIOKI E.E. CORPORATION
March
2005
[Outside]
Chairman and Director of HIOKI E.E.
February 2013
[Independent]
CORPORATION
Retired from Director of HIOKI E.E.
[Status of attendance at February 2015
CORPORATION
the Board of Directors’
Outside Director of CHINO CORPORATION
June 2015
meetings](present position)
20/20
Outside Director and Board Member of theJune 2016
Company (present position)[Significant concurrent positions outside the Company]
Outside Director of CHINO CORPORATION[Reasons for nomination as candidate for Outside Director and Board Member and overview of expected roles]
Tatsuyoshi Yoshiike has experience and a track record as President of the listed company and is knowledgeable
in the electronics industry. He is a person who can expand shareholder interests and provide advice, drawing on
his abundant knowledge and experience. Based on these reasons, the Company expects him to provide useful
opinions and guidance regarding the Company’s management from an objective perspective as an independent
Outside Director and Board Member. In addition, if the candidate is elected, he will be involved in selecting
candidates for the Company’s officers and determining officer compensation, etc., from an independent
standpoint as a member of the Nominating and Compensation Committee.
April 1975
March 1995

7

Notes: 1. There is no special interest between the candidates and the Company.
2. Tatsuyoshi Yoshiike is a candidate for Outside Director and Board Member.
3. The term of office for Tatsuyoshi Yoshiike as the Company’s Outside Director and Board Member
will have been eight years at the conclusion of this General Meeting.
4. The Company has registered Tatsuyoshi Yoshiike to the Tokyo Stock Exchange as an independent
officer as prescribed by the Tokyo Stock Exchange.
5. The Company has entered into a directors and officers liability insurance policy as provided in
Article 430-3, paragraph (1) of the Companies Act with an insurance company. The insurance policy
covers an insured’s losses (including defense costs and amount of indemnification) incurred from
litigation claims for damages, etc. (including shareholder lawsuits) arising from the insured’s
assumption of liability during the term of the policy. (However, the performance of an illegal act
with full knowledge of its illegality is excluded.) If each candidate is elected and assumes office as
Director and Board Member, they will be included as an insured in this insurance policy. In addition,
when the insurance policy is renewed, the Company plans to renew the policy with the same terms.

-8-Proposal 2:

Election of Three (3) Directors and Board Members Who Are Audit and Supervisory
Committee Members

As the term of office of three (3) Directors and Board Members who are Audit and Supervisory Committee
Members, Fumitaka Yuge, Toshihiko Ishihara, and Yoshiteru Sakamaki, will expire at the conclusion ofthis General Meeting, the Company proposes the election of three (3) Directors and Board Members who
are Audit and Supervisory Committee Members. The Audit and Supervisory Committee has given its
consent to this proposal.
The candidates for Directors and Board Members who are Audit and Supervisory Committee Members are
as follows:
Number of the
Name
No.
Careersummary,
positionandresponsibilities
Company’s(Date of birth)shares owned
Joined the Company
April 1984
Fumitaka Yuge
(August 1, 1960)
President of Novalux Hong Kong Electronics Ltd.
April 1998
(secondment)
President of NT Sales Co., Ltd. (secondment)
April 2008
[Reappointment]
Director and Board Member of the Company
June 2013[Status of attendance at June 2020
Full-time Corporate Auditor of the Company
Board of Directors’
Director and Board Member (Full-time Audit andJune 2022
21,600meetings]
Supervisory Committee Member) of the Company
20/20(present position)

1[Status of attendance at
Audit and Supervisory
Committee meetings]
16/16[Reasons for nomination as candidate for Director and Board Member who is an Audit and Supervisory
Committee Member]
Fumitaka Yuge is knowledgeable in corporate management from his many years of serving as President of an
overseas subsidiary and a domestic affiliated company, and as Director and Board Member of the Company. He
also has abundant experience serving as Corporate Auditor. As an Audit and Supervisory Committee Member,he can be expected to strengthen the supervisory function and enhance the governance system appropriately toachieve sustainable growth for the Company. Therefore, he has been nominated as a candidate for Director andBoard Member who is an Audit and Supervisory Committee Member. Furthermore, he is expected to provide
suggestions and advice on the selection of officer candidates and the determination of officer compensation, etc.,
as a member of the Nominating and Compensation Committee.

-9-

No.

Name
(Date of birth)

Career summary, position and responsibilities

Toshihiko Ishihara(November 30, 1952)

April 1976
April 2011

[Reappointment][Outside][Independent]

June 2013
June 2017
June 2018[Status of attendance atJune 2019
Board of Directors’
June 2022
meetings]
20/20

2

Joined FUJI ELECTRIC CO., LTD.
Executive Officer and Head of Human Resources
Office of FUJI ELECTRIC CO., LTD.
Full-time Corporate Auditor of FUJI ELECTRIC
CO., LTD.
Advisor of FUJI ELECTRIC CO., LTD.
Retired from Adviser of FUJI ELECTRIC CO.,LTD.
Outside Corporate Auditor of the Company
Outside Director and Board Member (Audit andSupervisory Committee Member) of the Company(present position)

Number of theCompany’s
shares owned-[Status of attendance at
Audit and Supervisory
Committee meetings]
16/16[Reasons for nomination as candidate for Outside Director and Board Member who is an Audit and Supervisory
Committee Member and outline of expected roles]
Toshihiko Ishihara has been involved in administrative operations, mainly in the human resources and generalaffairs departments, for many years at listed companies. He has served as Executive Officer and Full-time
Corporate Auditor and has abundant experience and exceptional knowledge. If he is elected, he can be expected
to perform duties such as making decisions on important matters in management and supervising the executionof business. Therefore, he has been nominated as a candidate for Outside Director and Board Member who is an
Audit and Supervisory Committee Member. Furthermore, he is expected to be involved in the selection of officer
candidates and the determination of officer compensation, etc., from an independent standpoint as a member of
the Nominating and Compensation Committee.

- 10 -

No.

Name(Date of birth)

Number of theCompany’s
shares owned

Passed Japan’s National Bar Examination
Complete course in the Legal Training andResearch Institute of Japan.
Registered as an attorney-at-law (belongs to theDecember
2014[Reappointment]
Tokyo Bar Association)[Outside]
Joined Sakamaki Sakai Law Office (present[Independent]
position)
Outside Corporate Auditor of the Company
June 2020[Status of attendance at
Outside Director and Board Member (Audit andJune 2022
Board of Directors’
Supervisory Committee Member) of the Company
meetings](present position)
20/20[Significant concurrent positions outside of the Company]
Attorney-at-law[Status of attendance at
Audit and Supervisory
Committee meetings]
16/16
Yoshiteru Sakamaki(June 26, 1980)

3

Career summary, position and responsibilities
September 2013
November 2014-

[Reasons for nomination as candidate for Outside Director and Board Member who is an Audit and Supervisory
Committee Member and outline of expected roles]
Through his experience as a lawyer, Yoshiteru Sakamaki has garnered extensive knowledge of all aspects ofcorporate legal affairs and legal expertise in corporate management. Although he has never been directly involvedin corporate management, if he is elected, he can be expected to perform duties such as making decisions onimportant matters in management and supervising the execution of business. Therefore, he has been nominatedas a candidate for Outside Director and Board Member who is an Audit and Supervisory Committee Member.
Furthermore, he is expected to be involved in the selection of officer candidates and the determination of officer
compensation, etc., from an independent standpoint as a member of the Nominating and Compensation
Committee.
Notes: 1. There is no special interest between the candidate and the Company.
2. Toshihiko Ishihara and Yoshiteru Sakamaki are candidates for Outside Directors and Board
Members who are Audit and Supervisory Committee Members.
3. The Company has registered Toshihiko Ishihara and Yoshiteru Sakamaki to the Tokyo Stock
Exchange as independent officers as prescribed by the said Exchange.
4. The term of office for Toshihiko Ishihara as the Company’s Outside Director and Board Member(Audit and Supervisory Committee Member) will have been two years at the conclusion of this
General Meeting.
5. The term of office for Yoshiteru Sakamaki as the Company’s Outside Director and Board Member(Audit and Supervisory Committee Member) will have been two years at the conclusion of this
General Meeting.
6. The Company has entered into a directors and officers liability insurance policy as provided in
Article 430-3, paragraph (1) of the Companies Act with an insurance company. The insurance policy
covers an insured’s losses (including defense costs and amount of indemnification) incurred from
litigation claims for damages, etc. (including shareholder lawsuits) arising from the insured’s
assumption of liability during the term of the policy. (However, the performance of an illegal act
with full knowledge of its illegality is excluded.) If each candidate is elected and assumes office as
Director and Board Member, they will be included as an insured in this insurance policy. In addition,
when the insurance policy is renewed, the Company plans to renew the policy with the same terms.

- 11 -

(Reference)[Skills Matrix of Directors and Board Members]
The expertise and experience of Directors and Board Members will be as follows if Proposal 1 and
Proposal 2 are approved and passed as originally proposed.
Audit and
Years
Supervisory
Corporate Internationalin Age Gender
Committee
Management Experience
OfficeMemberName
Tatsuya Ogawa

16

60

Male

○

Katsuhiro Hosono

10

57

Male

○

Shuji Isshiki

5

60

Male

Katsuei Kobayashi

5

57

Male

Kunihiro Inoue

4

58

Male

Masanori Ishito

3

57

○

○

○

○

Male

○

○

○

8

72

Male

○

Fumitaka Yuge

○

2

63

Male

○

○

2

71

Male

○

2

43

Male

1

63

FemaleYoshiteru Sakamaki
Kazue Tanaka
Notes:

1.
2.

(Outside)○(Outside)○(Outside)○○(Outside)○○

Legal &Risk
HR & Labor
Management○○○

Tatsuyoshi Yoshiike

Toshihiko Ishihara○

Sales &
Technology & Finance &Marketing Manufacturing Accounting

○

○

○

○

○
○
○

○
○

○

○

The years in office and ages stated are as of the conclusion of this General Meeting of Shareholders.
Fumitaka Yuge, Toshihiko Ishihara, and Yoshiteru Sakamaki have served as Corporate Auditors for two years, three years, andtwo years, respectively, in the past.

- 12 -○○