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.

Securities Code: 8929
March 11, 2020
To our shareholders:
Masazumi Hasumi
President
Aoyama Zaisan Networks Company, Limited
8-4-14 Akasaka, Minato-ku, Tokyo

Notice of the 29th Annual General Meeting of Shareholders
You are cordially invited to attend the 29th Annual General Meeting of Shareholders of Aoyama Zaisan Networks
Company, Limited (the “Company”), which will be held as indicated below.
If you are unable to attend the meeting in person, you may exercise your voting rights by sending the enclosed voting
form by postal mail or via the Internet. Please review the attached Reference Documents for General Meeting of
Shareholders, and exercise your voting rights by 5:30 p.m. on Thursday, March 26, 2020 (JST).
1. Date and Time: Friday, March 27, 2020, at 10:00 a.m. (JST)
2. Venue:
Meiji Kinenkan 2F, “Hourai”
2-2-23 Moto-akasaka, Minato-ku, Tokyo
3. Purpose of the Meeting
Matters to be reported:
1.
The Business Report and the Consolidated Financial Statements for the 29th fiscal year (from January 1,
2019 to December 31, 2019), and the results of audits of the Consolidated Financial Statements by the
Financial Auditor and the Audit & Supervisory Board
2.
The Non-consolidated Financial Statements for the 29th fiscal year (from January 1, 2019 to December 31,
2019)
Matters to be resolved:
Proposal No. 1
Election of 11 Directors
Proposal No. 2
Election of One Audit & Supervisory Board Member
4. Exercising Your Voting Rights
Please see “Exercising Your Voting Rights” on page 3.
<Notice Regarding Novel Coronavirus Infection>
The infectious disease COVID-19 caused by a novel coronavirus (2019-nCoV) has been spreading. For shareholders planning to attend
the General Meeting of Shareholders, we ask that you please consider the epidemiological status and your own physical condition at thetime of the General Meeting of Shareholders, and please take protective measures such as wearing masks when attending.
In addition, we ask for your cooperation as we may take measures to prevent the spread of infection at the venue for the General Meetingof Shareholders.

-1-- Please submit the enclosed voting form at the reception on your arrival. Also, please bring this Notice of the General Meeting of
Shareholders as the reference material.
- In the case where any amendments are made to the Reference Documents for General Meeting of Shareholders, Business Report,
Non-consolidated Financial Statements or Consolidated Financial Statements, the Company will publish the amended information
on its website.
- Among those we are obliged to provide with this Notice of the General Meeting of Shareholders, the following documents are notincluded in the attached documents to this Notice of the General Meeting of Shareholders because they are published on the
Company’s website in accordance with laws and regulations, and Article 14 of the Company’s Articles of Incorporation. Therefore,
the attached documents to this Notice of the General Meeting of Shareholders are part of those audited by the Audit & Supervisory
Board Members and the Financial Auditor in order to create the audit report.
1. Notes to Consolidated Financial Statements, 2. Notes to Non-consolidated Financial Statements
Company’s website (http://www.azn.co.jp/)-2-

Exercising Your Voting Rights
Voting rights at the General Meeting of Shareholders are the rights of shareholders.
Please review the attached Reference Documents for General Meeting of Shareholders and exercise your voting
rights.
You can exercise your voting rights in the following three methods.

Attending the General Meeting of Shareholders
Please submit the enclosed voting form at the reception on your arrival.
Date and time of the General Meeting of Shareholders:

Friday, March 27, 2020, at 10:00 a.m. (JST)Exercising your voting rights by postal mailPlease indicate your approval or disapproval of the proposals in the enclosed voting form and return the form to theCompany by postal mail.
Deadline for exercising voting rights:

Thursday, March 26, 2020, at 5:30 p.m. (JST)Exercising your voting rights via the Internet
Please enter your approval or disapproval of the proposals following instruction described on the next page (available
in Japanese only).
Deadline for exercising voting rights:

Thursday, March 26, 2020, at 5:30 p.m. (JST)-3-

Reference Documents for General Meeting of Shareholders
Proposal No. 1

Election of 11 Directors

The terms of office of all ten Directors will expire at the conclusion of this Annual General Meeting of Shareholders.
Therefore, the Company proposes the election of 11 Directors (three of whom are outside Directors) including one
new candidate.
The candidates for Director are as follows:
Candidate
No.
1

Name
Masazumi Hasumi

Current Position

Attribution

President

Reelection

2

Masayuki Yagi

DirectorReelection

3

Takeshi Matsuura

DirectorReelection

4

Seido Nakatani

DirectorReelection

5

Shinji Shimane

DirectorReelection

6

Takaomi Ogawa

DirectorReelection

7

Hideo Matsuda

DirectorReelection

8

Shintaro Hashiba

Executive Officer, General Manager of Administration Division

New election

9

Haruo Shimada

Director

10

Keiji Watanabe

Director

11

Michihiro Nagasaka

DirectorReelection
OutsideIndependent
Reelection
OutsideIndependent
Reelection
OutsideNew election: Candidate for newly elected Director
Reelection: Candidate for reelected Director
Outside: Candidate for outside Director
Independent: Independent officer as provided for by Stock Exchange, etc.

-4-Candidate
No.

Name
(Date of birth)

Career summary, and position and responsibility in the Company
Aug. 1983
Nov. 1991

1

Masazumi Hasumi(December 7, 1956)
Reelection

Number of theCompany’s
shares owned

Joined Aoyama Audit Corporation
Joined Yamada & Partners Accounting Office(current: Yamada & Partners Certified Public Tax
Accountants’ Co.) and BDO Sanyu & Co.
Dec. 1996
Representative Director of Proggest Co., Ltd.
(company name changed to Proggest Holdings,
Ltd. in July 2005)
July 2001
Director of TFR Sogo Kenkyusho (current
position)
July 2005
Representative Director of Proggest Co., Ltd.
(current: Aoyama Zaisan Investments Co., Ltd.)(current position)
Sept. 2008
Director of the Company
Oct. 2008
President
Mar. 2009
Director of Funai Estate Co., Ltd. (current:
Aoyama Estate Co., Ltd.)
Oct. 2010
Director of KRF Corporation (current: Aoyama
Estate Co., Ltd.) (current position)
Jan. 2011
President and Executive Officer of the Company
Jan. 2011
Managing Director of Aoyama WealthManagement Pte. Ltd. (current position)
June 2012
Outside Director of UKAI CO., LTD.
Oct. 2013
Director of Nihon Shisan Soken Co., Ltd.
Oct. 2013
President of Aoyama Zaisan Networks USA, Inc.
(current position)
1,226,685 sharesMar. 2014
President of the Company (current position)
Aug. 2016
President of Business Succession Navigator
Corporation (current position)
Feb. 2017
Representative Director of Aoyama Investment
Partners No.1 Co., Ltd. (current position)
June 2017
Director of Nihon Shisan Soken Co., Ltd.
(formerly Nihon Shisan Soken Consultant Inc.)
June 2017
Director of PT. Aoyama Zaisan Networks
Indonesia (current position)
Mar. 2018
Chairman of Nihon Shisan Soken Co., Ltd.
(current position)
Dec. 2019
Chairman of Aoyama Zaisan Networks Kyushu,
Co., Ltd. (current position)(Significant concurrent positions outside the Company)
Director of Aoyama Estate Co., Ltd.
Representative Director of Aoyama Zaisan Investments Co., Ltd.
Chairman of Nihon Shisan Soken Co., Ltd.
Managing Director of Aoyama Wealth Management Pte. Ltd.
President of Aoyama Zaisan Networks USA, Inc.
President of Business Succession Navigator Corporation
Director of TFR Sogo Kenkyusho
Representative Director of Aoyama Investment Partners No.1 Co.,Ltd.
Director of PT. Aoyama Zaisan Networks Indonesia
Chairman of Aoyama Zaisan Networks Kyushu, Co., Ltd.

-5-

Candidate
No.

Name
(Date of birth)

Career summary, and position and responsibility in the Company

Number of theCompany’s
shares owned

Reasons for nomination as candidate for Director
Serving as President of the Company, Mr. Hasumi has extensive experience as a corporate manager and a high level ofknowledge about the Company’s business activities. Since he has implemented his duties of determining theCompany’s important issues and supervising Directors and Executive Officers in performing their duties in an
appropriate, fair and efficient manner, he is expected to continue his contribution to strengthening the governancesystem. Accordingly, the Company judged that he is proper for the status as its Director and appointed him as a
candidate for Director.

-6-

Candidate
No.

Name
(Date of birth)

Career summary, and position and responsibility in the Company
Apr. 1990
Sept. 1991
Jan. 2005

2

Number of theCompany’s
shares owned

Joined Murakami Corporation
Joined the Company
Executive Officer, Manager of Individual Asset
Consulting Department
Mar. 2006
Director, Executive Officer, and Manager of First
Business Department
Jan. 2011
Executive Officer, Manager of Individual Asset
Consulting Department
Jan. 2013
Executive Officer, General Manager of Business
DivisionMar. 2013
Director, Executive Officer, and General Manager
of Business Division
Oct. 2013
Director of Nihon Shisan Soken Co., Ltd.
Masayuki Yagi
(April 24, 1967)
62,980 sharesMar. 2014
Director, Managing Executive Officer, andReelection
General Manager of Business Division of theCompany (current position)
Dec. 2014
Director of Aoyama Wealth Management Pte.
Ltd. (current position)
June 2017
Director of Nihon Shisan Soken Co., Ltd.
(formerly Nihon Shisan Soken Consultant Inc.)(current position)
Dec. 2017
Director of Aoyama Investment Partners No.1
Co., Ltd. (current position)(Significant concurrent positions outside the Company)
Director of Nihon Shisan Soken Co., Ltd.
Director of Aoyama Wealth Management Pte. Ltd.
Director of Aoyama Investment Partners No.1 Co., Ltd.
Reasons for nomination as candidate for Director
Serving as Director, Managing Executive Officer, and General Manager of Business Division of the Company, Mr. Yagi
directs and supervises the overall sales division and performs his duties relating to the Company’s business activities
appropriately. As he is expected to continue his contribution to the long-term improvement of the enterprise value andstrengthening the governance system, the Company judged that he is proper for the status as its Director and appointed
him as a candidate for Director.

-7-

Candidate
No.

Name
(Date of birth)

Career summary, and position and responsibility in the Company
Apr. 1991
May 1995

3

Number of theCompany’s
shares owned

Joined Daiwa House Industry Co., Ltd.
Joined Nissho Iwai Real Estate Corp. (current:
Sojitz Corporation)
Oct. 2000
Joined the Company
Jan. 2005
Executive Officer, Manager of Real-estate
Department
Jan. 2006
President of Funai Estate Co., Ltd. (current:
Aoyama Estate Co., Ltd.)Mar. 2007
Director, Executive Officer, and Manager ofSixth Business Department of the Company
Oct. 2010
Representative Director of KRF Corporation(current: Aoyama Estate Co., Ltd.) (current
position)Jan. 2011
Executive Officer, Manager of Real-estate
Department of the Company
Mar. 2014
Director, Executive Officer, and General Manager
of Real-estate Division
Mar. 2016
Director of Nihon Shisan Soken Co., Ltd.
Mar. 2016
Director, Managing Executive Officer, andTakeshi Matsuura
General Manager of Real-estate Division of the
35,504 shares(May 6, 1965)
Company (current position)
Reelection
June 2017
Director of Shinsei Aoyama Partners Co., Ltd.
(current position)
June 2017
Director of Nihon Shisan Soken Co., Ltd.
(formerly Nihon Shisan Soken Consultant Inc.)(current position)
June 2017
Director of PT. Aoyama Zaisan Networks
Indonesia (current position)
July 2017
Director of Aoyama Zaisan Networks USA, Inc.
(current position)
July 2017
Director of Proggest Co., Ltd. (current: Aoyama
Zaisan Investments Co., Ltd.) (current position)(Significant concurrent positions outside the Company)
Representative Director of Aoyama Estate Co., Ltd.
Director of Nihon Shisan Soken Co., Ltd.
Director of Shinsei Aoyama Partners Co., Ltd.
Director of PT. Aoyama Zaisan Networks Indonesia
Director of Aoyama Zaisan Networks USA, Inc.
Director of Aoyama Zaisan Investments Co., Ltd.
Reasons for nomination as candidate for Director
Serving as Director, Managing Executive Officer, and General Manager of Real-estate Division of the Company, Mr.
Matsuura performs his duties appropriately, using his extensive experience and a high level of knowledge to supervise
the Company’s Real-estate Division. He is also in charge of the provision of profitable real estate in Japan and abroad
and the regional revitalization business, which leads to contribution to regional economies. As he is expected tocontinue his contribution to the long-term improvement of the enterprise value and strengthening the governancesystem, the Company judged that he is proper for the status as its Director and appointed him as a candidate for
Director.

-8-

Candidate
No.

Name
(Date of birth)

Career summary, and position and responsibility in the Company
Apr. 1981

4

Number of theCompany’s
shares owned

Joined Japan Recruit Center (current: Recruit
Holdings Co., Ltd.)
Jan. 1986
Transferred to Recruit Cosmos Co., Ltd. (current:
Cosmos Initia Co., Ltd.)
Apr. 1997
Joined the Company
Jan. 2013
Executive Officer, General Manager of Asset
Consulting Division
Mar. 2015
Director, Executive Officer, and General Manager
Seido Nakataniof Asset Consulting Division
20,751 shares(May 3, 1958)
Mar. 2016
Director of Nihon Shisan Soken Co., Ltd.
Reelection
June 2017
Director of Nihon Shisan Soken Co., Ltd.
(formerly Nihon Shisan Soken Consultant Inc.)(current position)
Jan. 2019
Director, Executive Officer, and General Manager
of Asset Consulting First Division (current
position)(Significant concurrent positions outside the Company)
Director of Nihon Shisan Soken Co., Ltd.
Reasons for nomination as candidate for Director
Serving as Director, Executive Officer, and General Manager of Asset Consulting First Division, Mr. Nakatani performs
his duties appropriately as he strengthens affiliations with financial institutions in the Tokyo metropolitan area andmakes efforts to cope with various social issues on the succession of property in a bid to expand the Company’s core
Asset Consulting business. As he is expected to continue his contribution to expanding the Company’s performance andstrengthening the governance system, the Company judged that he is proper for the status as its Director and appointed
him as a candidate for Director.

-9-Candidate
No.

Name
(Date of birth)

Career summary, and position and responsibility in the Company
Oct. 1995

5

Number of theCompany’s
shares owned

Joined Ota Showa Audit Corporation (current:
Ernst & Young ShinNihon LLC)
Oct. 2000
Joined Avaya Japan Ltd.
Sept. 2001
Joined Proggest Co., Ltd. (current: Aoyama
Zaisan Investments Co., Ltd.)
Aug. 2006
Director of Proggest Co., Ltd. (current: Aoyama
Zaisan Investments Co., Ltd.)
Jan. 2011
Temporarily transferred to the Company
Jan. 2014
Executive Officer, General Manager of BusinessSuccession Consulting Division
Jan. 2015
Transferred to the Company
Jan. 2016
Representative Director of Shinsei Aoyama
Partners Co., Ltd. (current position)
Mar. 2016
Director of Nihon Shisan Soken Co., Ltd.
Mar. 2016
Director, Executive Officer, and General Manager
of Business Succession Consulting Division of
Shinji Shimane
the Company (current position)
45,412 shares(October 27, 1971)
Reelection
Aug. 2016
Director of Business Succession Navigator
Corporation (current position)
June 2017
Director of Nihon Shisan Soken Co., Ltd.
(formerly Nihon Shisan Soken Consultant Inc.)(current position)
Dec. 2017
Director of Aoyama Investment Partners No.1
Co., Ltd. (current position)
Dec. 2019
Director of Aoyama Zaisan Networks Kyushu,
Co., Ltd. (current position)(Significant concurrent positions outside the Company)
Director of Aoyama Zaisan Investments Co., Ltd.
Director of Nihon Shisan Soken Co., Ltd.
Representative Director of Shinsei Aoyama Partners Co., Ltd.
Director of Business Succession Navigator Corporation
Director of Aoyama Investment Partners No.1 Co., Ltd.
Director of Aoyama Zaisan Networks Kyushu, Co., Ltd.
Reasons for nomination as candidate for Director
Serving as Director, Executive Officer, and General Manager of Business Succession Consulting Division, Mr. Shimane
performs his duties appropriately as he supervises the Division using his extensive experience and a high level ofknowledge and makes efforts to provide a service to support corporate owners in decision-making as a joint project witha business partner, Nihon M&A Center Inc. As he is expected to continue his contribution to expanding the Company’s
performance and strengthening the governance system, the Company judged that he is proper for the status as its
Director and appointed him as a candidate for Director.

- 10 -

Candidate
No.

Name
(Date of birth)

Career summary, and position and responsibility in the Company
Apr. 1991
Sept. 1992

6

Number of theCompany’s
shares owned

Joined Chiba Nichirei Service Co., Ltd.
Joined Takano Yasuo Zeirishi Jimusho (current:
Zeimu Sogo Tax Corporation)
Oct. 1995
Joined Fudosan Kaikei Sogo Center (current:
Nihon Shisan Soken Co., Ltd.)
Aug. 2003
Director of Funai Zaisan Consultants Keiyo Co.,
Ltd. (current: Nihon Shisan Soken Co., Ltd.)
Jan. 2009
Director of Nihon Shisan Soken Consultant Inc.
(current: Nihon Shisan Soken Co., Ltd.)
Takaomi Ogawa
Dec. 2009
President of Funai Zaisan Consultants Keiyo Co.,
65,199 shares(June 12, 1972)
Ltd. (current: Nihon Shisan Soken Co., Ltd.)
Reelection
Oct. 2013
Executive Officer, General Manager of NSS
Division of the Company
Mar. 2016
Director, Executive Officer, General Manager of
NSS Division (current position)
June 2017
President of Nihon Shisan Soken Co., Ltd.
(formerly Nihon Shisan Soken Consultant Inc.)(current position)(Significant concurrent positions outside the Company)
President of Nihon Shisan Soken Co., Ltd.
Reasons for nomination as candidate for Director
Mr. Ogawa serves not only as Director, Executive Officer and General Manager of NSS Division of the Company, butalso as President of Nihon Shisan Soken Co., Ltd., a subsidiary, contributing to the expansion of business performanceof the Aoyama Zaisan Networks group in the Keiyo area, using his extensive experience, and therefore performs his
duties appropriately. As he is expected to continue his contribution to expanding the Company’s performance andstrengthening the governance system, the Company judged that he is proper for the status as its Director and appointed
him as a candidate for Director.

- 11 -

Candidate
No.

Name
(Date of birth)

Career summary, and position and responsibility in the Company
Apr. 1984

7

Number of theCompany’s
shares owned

Joined Sato Sumio Zeirishi Jimusho (current:
Meinan Keiei Tax Corporation)
Jan. 2006
Managing Director of Meinan Keiei Co., Ltd.
(current: Meinan Keiei Consulting Co., Ltd.)
Feb. 2013
Director of Meinan Holdings (current: Meinan
Keiei Holdings)
June 2013
President and Chief Executive Officer of Meinan(Ningbo) Investment Co., Ltd.
Dec. 2014
Representative Director of Meinan Zaisan
Consultants Co., Ltd.
Dec. 2014
Director of Meinan Keiei Consulting Co., Ltd.
Hideo Matsuda
Jan. 2018
Joined the Company(November 2, 1961)
417 shares
Executive Officer, General Manager of General
Reelection
Information Network Division
Mar. 2018
Director, Executive Officer, General Manager ofGeneral Information Network Division (current
position)
June 2018
Director of Business Succession Navigator
Corporation (current position)
Dec. 2019
President of Aoyama Zaisan Networks Kyushu,
Co., Ltd. (current position)(Significant concurrent positions outside the Company)
Director of Business Succession Navigator Corporation
President of Aoyama Zaisan Networks Kyushu, Co., Ltd.
Reasons for nomination as candidate for Director
Serving as Director, Executive Officer and General Manager of General Information Network Division, Mr. Matsuda
performs his duties appropriately as he makes efforts to expand a national network of tax accountants’ corporations andaccounting firms and supervises the development and sale of operating lease products. As he is expected to continue his
contribution to expanding the Company’s performance and strengthening the governance system, the Company judgedthat he is proper for the status as its Director and appointed him as a candidate for Director.

- 12 -

Candidate
No.

Name
(Date of birth)

Career summary, and position and responsibility in the Company
Apr. 1987

8

Number of theCompany’s
shares owned

Joined The Kyowa Bank, Ltd. (current: Resona
Bank, Limited)
Oct. 2003
General Manager of Shin-Yurigaoka BranchOct. 2004
General Manager of Tokyo Central Marketing
Division 1
July 2008
General Manager of Shin-Toshin Marketing
Division 3
Aug. 2013
Director, Deputy Division Manager of Marketing
Division, General Manager of Business
Development Department of J-COM Co., Ltd.
(current: LIKE, Inc.)
May 2014
Director of J-COM Holdings Co., Ltd. (current:
LIKE, Inc.)
Nov. 2015
Joined the Company
General Manager of Management Planning
Office
Shintaro HashibaJan. 2017
Executive Officer, Manager of Management
7,869 shares(March 22, 1964)
Planning Department
New election
Aug. 2017
Executive Officer, General Manager of
Administration Division (current position)
Aug. 2017
Director of Aoyama Estate Co., Ltd. (current
position)Aug. 2017
Commissioner of PT. Aoyama Zaisan Networks
Indonesia (current position)
Aug. 2017
Auditor of Aoyama Investment Partners No.1
Co., Ltd. (current position)
Oct. 2017
Director of Nihon Shisan Soken Co., Ltd.
(formerly Nihon Shisan Soken Consultant Inc.)(current position)(Significant concurrent positions outside the Company)
Director of Nihon Shisan Soken Co., Ltd.
Director of Aoyama Estate Co., Ltd.
Auditor of Aoyama Investment Partners No.1 Co., Ltd.
Commissioner of PT. Aoyama Zaisan Networks Indonesia
Reasons for nomination as candidate for Director
Mr. Hashiba possesses extensive experience and knowledge gained at financial institutions. He served as Executive
Officer and Manager of Management Planning Department of the Company since January 2017, and has been
reinforcing management functions in management planning, IR, accounting, finance, legal affairs, systems, personnel,
general affairs, etc. as Executive Officer and General Manager of Administration Division since August 2017.
Since his wide-ranging experience and knowledge are indispensable for organizing the management platform anddeveloping new business strategies to achieve the Company’s continuous growth, the Company judged that he is proper
for the status as its Director and appointed him as a candidate for Director.

- 13 -

Candidate
No.

Name
(Date of birth)

Career summary, and position and responsibility in the Company
Apr. 1975

9

Number of theCompany’s
shares owned

Associate professor of Faculty of Economics,
Keio University
May 1978
Visiting Senior Researcher of Economic ResearchInstitute, Economic Planning Agency
Apr. 1982
Professor of Faculty of Economics, Keio
University
Mar. 1986
Visiting professor of Massachusetts Institute ofTechnology
May 1995
Outside Auditor of Okaya & Co., Ltd.
June 2000
Visiting professor of Research Center for
Advanced Science and Technology, theUniversity of Tokyo
June 2001
Outside Auditor of DENTSU INC.
Apr. 2002
Outside Director of Millea Holdings, Inc.
(current: Tokio Marine Holdings, Inc.)
June 2002
Outside Director of Asahi Glass Co., Ltd.
Apr. 2004
Chairman, Fujitsu Research Institute, Economic
Research Center
Mar. 2007
Outside Director of the Company (current
position)
Haruo Shimada
Apr. 2007
President of Chiba University of Commerce(February 21, 1943)
3,490 shares
Reelection
Aug. 2008
Outside Director of SANGIKYO
OutsideCORPORATION
IndependentOct. 2008
Outside Auditor of Temp Holdings Co., Ltd.
(current: PERSOL HOLDINGS CO., LTD.)
June 2012
Outside Director of Alfresa Holdings Corporation
May 2015
Outside Director of Okaya & Co., Ltd. (current
position)
Sept. 2015
Outside Director of Legend Partners Ltd.
Jan. 2016
President of Shimada Sogo Kenkyujo (current
position)Jan. 2017
President of the Japan Forum on International
Relations, Inc.
Apr. 2017
Chairperson of Public University Corporation
Tokyo Metropolitan University (name change in
April 2020: Tokyo Metropolitan University
Public University Corporation) (current position)(Significant concurrent positions outside the Company)
Outside Director of Okaya & Co., Ltd.
President of Shimada Sogo Kenkyujo
Chairperson of Public University Corporation Tokyo Metropolitan
University (name change in April 2020: Tokyo Metropolitan
University Public University Corporation)
Reasons for nomination as candidate for outside Director
Using his extensive knowledge as a long-term economics researcher, Mr. Shimada is expected to continue his
contribution to strengthening the governance system, including reinforcing the supervision of Directors in performing
their duties, from his independent position. Accordingly, the Company appointed him as a candidate for Outside
Director.

- 14 -

Candidate
No.

Name
(Date of birth)

Career summary, and position and responsibility in the Company
Oct. 1975

Number of theCompany’s
shares owned

Joined Price Waterhouse Accounting Office(current: PricewaterhouseCoopers Aarata LLC)
July 1987
Representative Partner of Aoyama Audit
Corporation (current: PricewaterhouseCoopers
Aarata LLC)
Partner of PricewaterhouseCoopers (current:
PricewaterhouseCoopers Aarata LLC)
Aug. 1995
Joined Tohmatsu & Co. (current: Deloitte Touche
Tohmatsu LLC)
Apr. 1996
Representative Partner
June 2000
Outside Director of Ichiyoshi Securities Co., Ltd.
July 2003
Global Middle Markets Leader of Deloitte
Touche Tohmatsu LLC
Keiji Watanabe
June
2008
Outside Director of ASAHI KOGYOSHA CO.,(January 21, 1943)
LTD.
(current position)
1,994 shares
Reelection
June 2010
Outside Director of SBI Holdings, Inc.
OutsideIndependentMar. 2011
Outside Director of the Company (current
10
position)
June 2017
Outside Director of SBI Insurance Group Co.,
Ltd. (current position)
June 2017
Outside Corporate Auditor of Hokuetsu
Corporation (current position)
June 2018
Outside Director of UKAI CO., LTD. (current
position)(Significant concurrent positions outside the Company)
Outside Director of ASAHI KOGYOSHA CO., LTD.
Outside Director of SBI Insurance Group Co., Ltd.
Outside Corporate Auditor of Hokuetsu Corporation
Outside Director of UKAI CO., LTD.
Reasons for nomination as candidate for outside Director
Holding experience and professional knowledge as an expert of accounting, Mr. Watanabe supervises the Company’s
management appropriately from his objective position as a professional accountant. As he is expected to continue his
contribution to strengthening the governance system, including reinforcing the supervision of Directors in performing
their duties, from his independent position, the Company appointed him as a candidate for Outside Director.
Apr. 1985
Joined Wakabayashi Law Office
Mar. 1992
Joined Nihon M&A Center Inc.
Dec. 2010
Manager of Business Promotion Department of
Nihon M&A Center Inc.
Mar. 2014
Outside Director of the Company (current
position)
Michihiro Nagasaka
Apr. 2015
Manager of Sales Support Department, General(April 21, 1962)
3,395 shares
Planning Division of Nihon M&A Center Inc.
Reelection(current position)
OutsideAug. 2016
Vice President of Business Succession Navigator
11
Corporation (current position)(Significant concurrent positions outside the Company)
Manager of Sales Support Department, General Planning Divisionof Nihon M&A Center Inc.
Vice President of Business Succession Navigator Corporation
Reasons for nomination as candidate for outside Director
Mr. Nagasaka holds the position of Manager of Sales Support Department, General Planning Division of Nihon M&A
Center Inc., which is in partnership with the Company to provide asset, business succession and real-estate consultation
for corporate owners. As it is expected that he will provide useful advice concerning business knowhow and marketingpromotion and contribute to strengthening the relationship with the company and developing the business further, theCompany appointed him as a candidate for Outside Director.
Notes: 1. Special interests between the candidates and the Company are as follows.

- 15 -

2.

3.
4.

5.
6.
7.
8.

9.

Business Succession Navigator Corporation, whose President is Masazumi Hasumi and Vice President is Michihiro
Nagasaka, has concluded a business outsourcing contract concerning planning and operation of seminars andadvertisement with the Company.
The Company and Nihon M&A Center Inc., in which Michihiro Nagasaka is Manager of Sales Support Department,
General Planning Division are in partnership to provide asset, business succession and real-estate consultation forcorporate owners.
There is no special interest between any other candidates and the Company.
Haruo Shimada is a candidate for outside Director.
The Company has submitted notification to the Tokyo Stock Exchange that Haruo Shimada has been designated as anindependent officer as provided for by the aforementioned exchange. If the reelection of Haruo Shimada is approved, theCompany plans for his appointment as an independent officer to continue.
Haruo Shimada is currently an outside Director of the Company, and at the conclusion of this meeting, his tenure as an
outside Director will have been 13 years.
Keiji Watanabe is a candidate for outside Director.
The Company has submitted notification to the Tokyo Stock Exchange that Keiji Watanabe has been designated as anindependent officer as provided for by the aforementioned exchange. If the reelection of Keiji Watanabe is approved, theCompany plans for his appointment as an independent officer to continue.
Keiji Watanabe is currently an outside Director of the Company, and at the conclusion of this meeting, his tenure as an
outside Director will have been nine years.
Michihiro Nagasaka is a candidate for outside Director.
Michihiro Nagasaka is currently an outside Director of the Company, and at the conclusion of this meeting, his tenure as
an outside Director will have been six years.
The Company has entered into limited liability agreements with Haruo Shimada, Keiji Watanabe and Michihiro Nagasaka,
pursuant to the provisions of Article 427, paragraph 1 of the Companies Act. The maximum amount of liability fordamages under these agreements is ¥5 million or the amount provided for under laws and regulations whichever is higher.
If the reelection of Haruo Shimada, Keiji Watanabe and Michihiro Nagasaka is approved, the Company plans to renew
the aforementioned limited liability agreements with them.
Number of the Company’s shares owned by the candidates includes those owned by them under the directors’ stock
ownership plan as of December 31, 2019.

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Proposal No. 2

Election of One Audit & Supervisory Board Member

The term of office of Audit & Supervisory Board Member Hisao Nakatsuka will expire at the conclusion of thisAnnual General Meeting of Shareholders. Therefore, the Company proposes the election of one Audit & Supervisory
Board Member.
The consent of the Audit & Supervisory Board has been obtained for this proposal.
The candidate for Audit & Supervisory Board Member is as follows:
Name(Date of birth)

Career summary and position in the Company
Apr. 1970

Number of theCompany’s shares
ownedJoined The Tokai Bank, Limited (current: MUFG Bank,
Ltd.)
Apr. 1994
General Manager of Fujisawa Branch
Jan. 1996
General Manager of Chofu Branch
Jan. 1999
General Manager of Takenotsuka Branch
Nov. 2001
Joined the Company
Mar. 2002
Director, Manager of Consulting Department
Aug. 2002
Director, Manager of Administrative Department
Mar. 2005
Auditor of Funai Estate Co., Ltd. (current: Aoyama EstateCo., Ltd.)
Apr. 2006
Managing Director of the Company
Hisao Nakatsuka
19,896 shares(December 25, 1951)
Sept. 2008
Auditor of Proggest Co., Ltd. (current: Aoyama Zaisan
Reelection
Investments Co., Ltd.)
Oct. 2010
Director of Aoyama Estate Co., Ltd.
Oct. 2010
Director of KRF Corporation (current: Aoyama Estate Co.,
Ltd.)
Jan. 2011
Director of Aoyama Wealth Management Pte. Ltd.
Oct. 2013
Auditor of Nihon Shisan Soken Co., Ltd.
Mar. 2014
Director of Nihon Shisan Soken Co., Ltd.
Mar. 2015
Advisor of the Company
Mar. 2016
Audit & Supervisory Board Member (current position)(Significant concurrent positions outside the Company)
Reasons for nomination as candidate for Audit & Supervisory Board Member
Mr. Nakatsuka possesses extensive experience and knowledge gained at financial institutions. He also has in-depth knowledge of theCompany’s operations through his service as Director over many years. The Company nominates him as candidate for Audit &Supervisory Board Member because it has determined that, based on his wide-ranging experience and knowledge, he can enhanceand reinforce the Company’s audit system and continue performing audit in a fair manner.
Notes: 1. There is no special interest between Hisao Nakatsuka and the Company.
2. The Company has entered into limited liability agreement with Hisao Nakatsuka, pursuant to the provisions of Article 427,
paragraph 1 of the Companies Act. The maximum amount of liability for damages under these agreements is ¥5 million
or the amount provided for under laws and regulations whichever is higher. If the reelection of Hisao Nakatsuka isapproved, the Company plans to renew the aforementioned limited liability agreement with him.
3. Number of the Company’s shares owned by Hisao Nakatsuka includes those owned by him under the directors’ stock
ownership plan as of December 31, 2019.

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