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 otherforms of damages arising from the translation.
(Stock Exchange Code 6958)
June 6, 2024
(Start date of measures for electronic provision: June 3, 2024)
To Shareholders with Voting Rights:
Isao Osawa
President
CMK Corporation
6-5-1 Nishi-Shinjuku, Shinjuku-ku, TokyoNOTICE OF
THE 64TH ANNUAL GENERAL MEETING OF SHAREHOLDERS
Dear Shareholders:
We would like to express our appreciation for your continued support and patronage.
You are cordially invited to attend the 64th Annual General Meeting of Shareholders of CMK Corporation (the“Company”). The meeting will be held for the purposes as described below.
When convening this general meeting of shareholders, the Company takes measures for providing informationthat constitutes the content of reference documents for the general meeting of shareholders, etc. (items for whichmeasures for electronic provision are to be taken) in electronic format, and posts this information on thefollowing websites. Please access either of the following websites using the internet addresses shown below toreview the information.

[Company website] https://www.cmk-corp.com/ir/stock/meeting.html (in Japanese)[Website containing materials of General Meetings of Shareholders] https://d.sokai.jp/6958/teiji/ (in Japanese)
In addition to the abovementioned websites, said items subject to measures for electronic provision are also
posted on the website of the Tokyo Stock Exchange (TSE), which can be accessed at the following address.
[Tokyo Stock Exchange website (Listed Company Search)]:https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show (in Japanese)(Access the TSE website by using the internet address shown above, enter “CMK Corporation” in “Issue name(company name)” or the Company’s securities code “6958” in “Code,” and click “Search.” Then, click “Basic
information” and select “Documents for public inspection/PR information.” Under “Filed information available-1-

for public inspection,” click “Click here for access” under “[Notice of General Shareholders Meeting/Informational Materials for a General Shareholders Meeting].”)If you are unable to attend the meeting, you can exercise your voting rights in writing (by post) or via the Internet.
Please review the attached Reference Documents for the General Meeting of Shareholders and exercise yourvoting rights by 5:10 p.m. on Monday, June 25, 2024, Japan time.

1. Date and Time:

Wednesday, June 26, 2024 at 10:00 a.m. Japan time

2. Place:

Conference A, Nomura Conference Plaza Shinjuku
located at 2nd Floor, Shinjuku Nomura Building, 1-26-2 Nishi-Shinjuku,
Shinjuku-ku, Tokyo(In consideration of the convenience of more shareholders, we have decided tohold the meeting in Shinjuku-ku, Tokyo, where our head office is located.)

3. Meeting Agenda:
Matters to be reported: 1. The Business Report, Consolidated Financial Statements for the Company’s
64th Fiscal Year (April 1, 2023 - March 31, 2024) and results of audits by the
Accounting Auditor and the Board of Corporate Auditors of the Consolidated
Financial Statements
2. Non-consolidated Financial Statements for the Company’s 64th Fiscal Year
(April 1, 2023 - March 31, 2024)
Proposals to be resolved:
Proposal 1:
Appropriation of Surplus
Proposal 2:
Election of Nine (9) Directors
Proposal 3:
Election of One (1) Substitute Corporate Auditor
4.

Matters Decided in Connection with this Convocation (Exercise of Voting Rights)(1) If neither approval nor disapproval of a proposal is indicated on the Voting Rights Exercise Formwhen exercising your voting rights in writing (by post), it shall be deemed a vote of approval for theCompany proposal.
(2) If you exercise your voting rights multiple times via the Internet, only the final vote exercised shallbe deemed as valid.
(3) If you exercise your voting rights via the Internet and in writing (by post), the voting right exercised
via the Internet shall be deemed as the valid vote, regardless of the time of arrival.
------------------------------------------------------------------------------------------------------------------------------------------- When attending the meeting, please submit the enclosed Voting Rights Exercise Form sent out with thisConvocation Notice at the reception desk.
- Any changes to the items subject to measures for electronic provision will be published on theabovementioned websites, with details before and after said changes.
- For this general meeting of shareholders, the paper based documents stating the items subject to measuresfor electronic provision will be provided to all shareholders regardless of whether they have made a request
for delivery of such documents. Of the items subject to measures for electronic provision, the following
matters are not included in written materials sent in accordance with laws and regulations, as well as Article
16 of the Company’s Articles of Incorporation.
(1) Consolidated Statement of Changes in Net Assets (2) Notes to Consolidated Financial Statements (3)Non-consolidated Statement of Changes in Net Assets (4) Notes to Non-consolidated Financial Statements-2-

Accordingly, this document is a part of the consolidated financial statements or financial statements auditedby the corporate auditors and the accounting auditors at the time of preparation of the audit report.
- There will be no gifts provided to shareholders attending the General Meeting of Shareholders.

-3-Reference Documents for the General Meeting of Shareholders
Proposals and References
Proposal 1:

Appropriation of Surplus

The appropriation of surplus is proposed as follows.
Matters concerning the year-end dividend:
The Company considers the return of profits to shareholders as one of its most important measures.
The Company’s basic policy is to implement the stable and continued payment of dividends targeting a
consolidated dividend payout ratio of around 30%, while securing the necessary internal reserves forstrengthening the management structure and future business development, as well as taking into
consideration matters such as business performance and financial status.
Based on this policy, the Company proposes a year-end dividend for the fiscal year under review of 19
yen per share, as follows.
(1) Type of dividend property
Cash(2) Matters concerning the allotment of dividend property to shareholders and the total amount thereof
19yen per share of common stock of the Company
Total amount: 1,353,381,153 yen(3) Effective date of distribution of surplus
June 27, 2024

-4-

Proposal 2:

Election of Nine (9) Directors

The terms of office of all nine (9) Directors will expire at the conclusion of the General Meeting of
Shareholders. Accordingly, the election of nine (9) Directors is proposed.
The candidates for Directors are as follows:

1
2

No.

Name

Reappointment

Isao Osawa

Reappointment

Yoshiaki Ishizaka

Current positions and responsibilities in the
Company

Attendanceat Board of
Directors
meetings

President
Chief Executive Officer

100%(14/14)

Managing Director and COO

100%(14/14)

Director and Executive Officer
Special Appointive Officer to President
In charge of Information Systems
Director and Executive Officer
In charge of Accounting and CMK Products
Corporation
Director and Executive Officer
In charge of Human Resources and General
Administration and Internal Control and CSR and
Legal Affairs
Executive Officer
In charge of Production
General Manager of Thailand 3rd Factory
Establishment Office and CMK CORPORATION(THAILAND)CO., LTD. Chairman

100%(14/14)

3

Reappointment

Kunihiko Tedo

4

Reappointment

Yoshihisa Yamaguchi

5

Reappointment

Kazuto Ono

6

New appointment

Satoru Takahashi

7

Reappointment
OutsideIndependent

Rika Sato

Outside Director

100%(14/14)

Mitsuru Kaitoh

Outside Director

100%(14/14)

Shoshiro Taneichi

Outside Director

100%(11/11)

8

9

Reappointment
OutsideIndependent
Reappointment
OutsideIndependent

-5-

100%
(14/14)100%(14/14)

―

No.

Name
(Date of birth)

Past experience, positions, responsibilities,
and significant concurrent positions

Number ofshares of theCompany held

September 1989
August 1992
October 2014

1

2

Joined CMK Kanbara Electronics Corporation
Joined Kuwabara Electric Corporation
Joined the Company
Deputy General Manager of Domestic Operations Head Officeand Kanbara Manufacturing Operation of the Company
December 2014 General Manager of Domestic Operations Head Office andIsao Osawa
Quality Assurance Department of the Company(April 29, 1958)
February 2015
Executive Officer of the Company
14,171
General Manager of Domestic Operations Head Office of theReappointment
Company
April 2016
In charge of Production of the Company
June 2016
Director and Executive Officer of the Company
April 2018
President of the Company(current position)
January 2020
Chief Executive Officer of the Company(current position)[Significant concurrent positions]
Chairman of the Foundation for Technology Promotion of Electronic Circuit Board[Reason for selection of the candidate for Director]
Mr. Isao Osawa has ample experience and achievements through his involvement mainly in the production division andmanagement of the group-wide production divisions as Director and Executive Officer since 2016. He has been at the helmof the Company’s management as President since 2018 to demonstrate leadership in further profitability improvement. The
Company has determined that he can appropriately improve corporate value and therefore continues to propose to elect him
as Director.
April 1988
Joined the Company
December 2005 General Manager of Department III of East Japan Region Sales
Division of the Company
January 2015
Senior General Manager of East Japan Region Sales Division of
the Company
April 2017
Executive Officer of the Company
Chairman and President of CMKC (HK) LIMITED
Yoshiaki Ishizaka
Chairman and President of CMKC (SHENZHEN), LTD.
(December 3, 1965)
7,170
April 2018
Senior General Manager of West Japan Region Sales Division of
Reappointment
the Company
October 2018
Senior General Manager of Sales Promotion Division of theCompany
June 2019
Chief Marketing Officer of the Company
June 2021
Director and Executive Officer of the Company
February 2022 In charge of Procurement of the Company
April 2022
In charge of Sales of the Company
December 2023 Managing Director and COO of the Company (current position)[Reason for selection of the candidate for Director]
Mr. Yoshiaki Ishizaka has ample experience and achievements through his practical work, mainly through his involvement in
the sales division since joining the Company. He oversaw the Group’s sales and procurement divisions as Director and Executive
Officer from 2021 and is currently committed to strengthening the Group’s profitability as Managing Director and COO. The
Company has determined that he can appropriately improve corporate value and therefore continues to propose to elect him as
Director.

-6-

No.

Name
(Date of birth)

Past experience, positions, responsibilities,
and significant concurrent positions

Number ofshares of theCompany held

April 1980
January 1998
January 2000

3

Joined Canon Inc.
General Manager of F&A of Canon Europa N.V.
Assistant CFO & Consumer BU Business Controller of Canon
Europe Ltd.
July 2007
General Manager of Accounting Department of Office Imaging
Products Division of Canon Inc.
December 2009 SVP & CFO and Treasurer of Canon USA, Inc.
October 2012
SVP & CFO and Treasurer of Canon USA, Inc.
Kunihiko Tedo
President & CEO of Canon Financial Services, Inc.
(January 1, 1957)
April 2016
Outside Audit & Supervisory Board Member of Canon
5,470
Marketing Japan Inc.
Reappointment
April 2020
Joined the Company, Advisor
February 2021
Special Appointive Officer to President(current position)
Executive Officer of the Company
April 2021
June 2021
Director and Executive Officer of the Company(current position)
In charge of Information Systems of the Company
April 2024
(current position)[Reason for selection of the candidate for Director]
Mr. Kunihiko Tedo has ample experience and achievements in the field of business structural reforms through his many years
of involvement in accounting in his previous position and his career in important positions in overseas affiliated companies.
As Director and Executive Officer, he is currently committed to formulating measures for structural reform, etc. and to promoting
projects including information systems. The Company has determined that he is qualified to contribute to the improvement ofcorporate value and therefore continues to propose to elect him as Director.

April 1991
July 2004
January 2011
Yoshihisa Yamaguchi March 2013
(April 3, 1968)
March 2019
Reappointment

4

August 2019
April 2021
June 2021

Joined the Company
General Manager of Corporate Planning Department of theCompany
Director of CMK CORPORATION (THAILAND) CO., LTD.
General Manager in charge of Electronic Devices Business
General Manager in charge of Electronic Devices Business
Department of the Company
General Manager of Accounting Department of Administration
Office of the Company
Executive Officer of the Company
In charge of Accounting of the Company (current position)
Director and Executive Officer of the Company

5,470(current position)

July 2022
In charge of CMK Products Corporation(current position)[Reason for selection of the candidate for Director]
Mr. Yoshihisa Yamaguchi has ample experience and achievements through his practical work, mainly through his
involvement in the planning and accounting departments since joining the Company. He is currently demonstrating strong
leadership in promoting business structural reforms as Director and Executive Officer. The Company has determined that heis qualified to contribute to the improvement of corporate value and therefore proposes to elect him as Director.

-7-

No.

Name
(Date of birth)

Past experience, positions, responsibilities,
and significant concurrent positions

Joined Canon Inc.
Seconded to New York Headquarters of Canon U.S.A., Inc.
Unit Executive of Human Resources Unit of Human
Resources Management & Organization Headquarters ofCanon Inc.
April 2012
Executive Officer and Group Executive of Human
Resources Management & Organization Headquarters ofMarch 2013
Canon Inc.
Director and Group Executive of Human Resources
March 2014
Management & Organization Headquarters of Canon Inc.
Director and Group Executive of Planning Headquarters ofCanon Inc.
March 2015
Audit & Supervisory Board Member (full-time) of Canon
Kazuto Ono
Inc.
(July 20, 1957)
5,470
November 2019
Senior Managing Director of Japan Audit & Supervisory
Reappointment
Board Members Association
February 2022
Joined the Company, Advisor
April 2022
Executive Officer of the Company
In charge of Personnel System Reform
In charge of Compliance of the Company
June 2022
Director and Executive Officer of the Company(current position)
July 2022
In charge of Internal Control and CSR of the Company(current position)
December 2022
In charge of Legal Affairs of the Company (current
position)
April 2024
In charge of Human Resources and General Administrationof the Company (current position)[Reason for selection of the candidate for Director]
Mr. Ono Kazuto has ample experience and achievements in reforming personnel systems through his many years of
involvement in human resources and general administration in his previous employment. In addition, he served in important
positions of the Japan Audit & Supervisory Board Members Association, and has excellent insight regarding compliance. As
Director and Executive Officer, he is currently committed to formulating measures for personnel system reform, etc. and As
Director and Executive Officer, he is currently committed to promoting operations related to human resources and generaladministration including formulating measures for personnel system reform and to promoting compliance. The Company
has determined that he is qualified to contribute to the improvement of corporate value and therefore continues to propose toelect him as Director.
April 1980
July 1987
April 2003

5

Number of sharesof the Company
held

-8-

No.

Name
(Date of birth)

Past experience, positions, responsibilities,
and significant concurrent positions

Joined the Company
Chairman and President of CMK ELECTRONICS (WUXI)CO.,LTD.
September 2017
General Manager of Operations Head Office of theCompany
April 2021
Executive Officer of the Company(current position)
Satoru Takahashi
General Manager of Production Division of the Company
1,695(March 18, 1966)
October 2022
General Manager of Thailand 3rd Factory Establishment
Office(current position)
New appointment
CMK CORPORATION (THAILAND)CO., LTD.
Managing Director
April 2023
CMK CORPORATION (THAILAND)CO., LTD.
Chairman(current position)
April 2024
In charge of Production of the Company (current position)[Significant concurrent positions]
CMK CORPORATION (THAILAND)CO., LTD. Chairman[Reason for selection of the candidate for Director]
Mr. Satoru Takahashi has ample experience and achievements through his practical work, mainly through his involvementin the engineering and manufacturing divisions including overseas plants since joining the Company. He currently serves as
Executive Officer, making efforts to improve the profitability of the Company’s overseas affiliate CMK CORPORATION(THAILAND) CO., LTD. The Company has determined that he is qualified to contribute to the improvement of corporate
value and therefore continues to propose to elect him as Director.
April 1992
Registered as an attorney (Tokyo Bar Association)
December 1998 Registered as an attorney in the New York State
June 2000
Joined Asahi & Koma Law Office (current Nishimura & Asahi)
January 2003
Partner, Asahi & Koma Law Office
June 2007
Joined the foreign law joint enterprise Jones Day
Partner, Jones Day
May 2015
External Audit & Supervisory Board Member, Dexerials
Corporation
January 2016
Founded Ota & Sato
Partner, Ota & Sato
June 2018
Outside Director of the Company (current position)
Rika Sato
Outside Director, Dexerials Corporation (current position)(August 15, 1962) June 2019
July 2019
Founded Sato & Partners
0
Representative, Sato & Partners (current position)
Reappointment
OutsideNovember 2019 Examiner for the Bar Examination and Examiner for the
Independent
Preliminary Bar Examination (in charge of Code of Civil
Procedure)
June 2021
Outside Director, Audit and Supervisory Committee Memberof Dexerials Corporation (current position)
June 2022
External Director of NIHON PLAST CO., LTD.
(current position)[Significant concurrent positions]Representative, Sato & Partners
Outside Director, Audit and Supervisory Committee Member of Dexerials
Corporation
External Director of NIHON PLAST CO., LTD.
[Reason for selection of the candidate for Outside Director and outline of expected role]
Ms. Rika Sato has provided appropriate advice to the Company’s management and supervision from her independent position
by providing useful advice on management based on her specialist knowledge and experience as a lawyer and madeappropriate remarks in the Board of Directors. Although she has never been involved in the management of a company otherthan as an Outside Director, the Company has determined that she can appropriately perform her duties as an Outside Director
for the aforementioned reasons, and the Company expects her to contribute to the improvement of objectivity andtransparency of the Nomination and Remuneration Advisory Committee, with the aim of continuously improving the Group’s
corporate value, and therefore continues to propose to elect her as Director.
April 1984
December 2011

6

7

Number of sharesof the Company
held

-9-

No.

Name
(Date of birth)

Past experience, positions, responsibilities,
and significant concurrent positions

Number of sharesof the Company
heldApril 1978

8

9

Joined ROKU-ROKU SANGYO, LTD (current ROKU-ROKU
SMART TECHNOLOGY CO., LTD.)
June 2003
Director and Executive Officer of ROKU-ROKU SANGYO,
LTD
0
June 2009
Director and Executive Managing Officer of ROKU-ROKU
Mitsuru Kaitoh
SANGYO, LTD(November 17, 1953)
June 2010
Vice President of ROKU-ROKU SANGYO, LTD
June 2016
President of ROKU-ROKU SANGYO, LTD
Reappointment
June
2020
Outside Director of the Company (current position)
OutsideJune
2023
Representative Director and Chairman of ROKU-ROKU
Independent
SMART TECHNOLOGY CO., LTD. (current position)[Significant concurrent positions]Representative Director and Chairman of ROKU-ROKU SMART TECHNOLOGYCO., LTD.
Director of Japan Society for the Promotion of Machine Industry[Reason for selection of the candidate for Outside Director and outline of expected role]
Mr. Mitsuru Kaitoh has been providing useful advice on the Company’s management, and supervision from an independent
standpoint, by utilizing his ample experience and wide-ranging knowledge through his many years of work experience inthe manufacturing industry and as a Representative Director, and by making comments as appropriate at meetings of theBoard of Directors. He is expected to provide advice from a management perspective and contribute to the improvementof objectivity and transparency of the Nomination and Remuneration Advisory Committee, with the aim of continuously
improving the Group’s corporate value, and therefore continues to propose to elect him as Director.
He is the Representative Director and Chairman of ROKU-ROKU SMART TECHNOLOGY CO., LTD. have a business
relationship for equipment and parts, etc., but the amount of transaction is minimal, less than 0.1% of net sales of bothcompanies, and therefore it is not a significant business relationship.
April 1979
Joined Toray Industries, Inc.
June 2002
General Manager, Electronics and Information Materials Sales
Division of Toray Industries, Inc.
June 2006
Advisor, Head of the Electronics and Information Materials
Research Center of Toray Industries, Inc.
Shoshiro Taneichi
May 2009
Advisor, in charge of the Electronics and Information Materials(July 29, 1953)
Division (Technology and Production) of Toray Industries, Inc.
0
June 2011
Executive Director, in charge of the Environment and Amenity
Reappointment
Products
Division(Technology
andProduction),
GeneralOutsideManager, Shiga Plant of Toray Industries, Inc.
Independent
June 2012
Executive Director, General Manager, Shiga Plant of Toray
Industries, Inc.
June 2016
Corporate Auditor of Toray Industries, Inc.
June 2020
Executive Director of Toray Industries, Inc., Chairman ofGreenerity GmbH
June 2023
Outside Director of the Company (current position)[Reason for selection of the candidate for Outside Director and outline of expected role]
Mr. Shoshiro Taneichi possesses extensive experience in key management positions at his previous position, including
experience as an auditor, and is expected to contribute to improving the corporate value of the Company by providing
effective advice on the management of the Company and supervision from an independent standpoint, and therefore theCompany proposes his election as candidate for Outside Director.
Mr. Shoshiro Taneichi has been providing useful advice on the Company’s management, and supervision from an
independent standpoint, by utilizing his extensive experience in key management positions at his previous position,
including experience as an auditor and by making comments as appropriate at meetings of the Board of Directors. He is
expected to provide advice from a management perspective and contribute to the improvement of objectivity andtransparency of the Nomination and Remuneration Advisory Committee, with the aim of continuously improving theGroup’s corporate value, and therefore continues to propose to elect him as Director.

(Notes) 1. There are no special interests between each candidate for Director and the Company.
2. Ms. Rika Sato, Mr. Mitsuru Kaitoh, and Mr. Shoshiro Taneichi are candidates for Outside Director. The terms of office of
Ms. Rika Sato and Mr. Mitsuru Kaitoh as Outside Director will be five (6) years and three (4) years and (1)year, respectively,
at the conclusion of this Annual General Meeting of Shareholders.

- 10 -

3. The Company has submitted notification that Ms. Rika Sato and Mr. Mitsuru Kaitoh and Mr. Shoshiro Taneichi have been
designated as Independent Directors/Auditors as stipulated by the Tokyo Stock Exchange. If Ms. Rika Sato and Mr. Mitsuru
Kaitoh and Mr. Shoshiro Taneichi are re-elected as Outside Directors, the Company intends to submit notification
concerning their continuing appointment as Independent Directors.
4. Pursuant to Article 427, Paragraph 1 of the Companies Act, the Company has concluded a liability limitation agreementwith Ms. Rika Sato, and Mr. Mitsuru Kaitoh and Mr. Shoshiro Taneichi to limit the liability under Article 423, Paragraph
1 of the Companies Act. The maximum amount of liability pursuant to the agreement is the amount stipulated by laws andregulations. If the reelection of Ms. Rika Sato and Mr. Mitsuru Kaitoh and Mr. Shoshiro Taneichi is approved, the Company
plans to continue the same agreement with them.
5. The Company has entered into a directors and officers liability insurance agreement with an insurance company as provided
for in Article 430-3, Paragraph 1 of the Companies Act, and plans to continue and renew the said agreement with similar
content. The said insurance covers damages that may arise from the insured parties assuming responsibility. All candidates
for Director will be insured under the said insurance agreement if they are elected as Director.

- 11 -

Proposal 3:

Election of One (1) Substitute Corporate Auditor

In order to fill a deficiency in the number of Corporate Auditors stipulated under laws and regulations, theelection of one (1) Substitute Corporate Auditor is proposed. The effective period of the term of office of the
Substitute Corporate Auditor is from the conclusion of this General Meeting to the time of the next Annual
General Meeting of Shareholders.
The candidate for Substitute Corporate Auditor is as follows.
The Board of Corporate Auditors has previously given its approval to this proposal.
Name(Date of birth)

Past experience, positions,and significant concurrent positions
October 2002
April 2011
September 2014

June 2015
March 2019
Yukako Oshimi(August 11, 1976)

June 2019
December 2020
November 2021
January 2022

Registered as an attorney (Dai-Ichi Tokyo Bar Association)
Joined Nagashima Ohno & Tsunematsu
Seconded to Ricoh Company, Ltd.
Joined Shibata, Suzuki & Nakada
Partner, Shibata, Suzuki & Nakada(current position)
Outside Corporate Auditor of JP-Holdings Inc.
Outside Corporate Auditor of FUJI SOFT INCORPORATED(current position)
Outside Corporate Auditor of KUREHA CORPORATION
Outside Corporate Auditor of the Company

Number ofshares of theCompany held

0Supervisory Director of ORIX JREIT Inc. (current position)
Outside Audit & Supervisory Board Member of Prored Partners
Co., Ltd.

January 2024

Outside Director, Audit and Supervisory Committee Memberof Prored Partners Co., Ltd. (current position)[Significant concurrent positions]
Partner, Shibata, Suzuki & Nakada
Outside Corporate Auditor of FUJI SOFT INCORPORATEDSupervisory Director of ORIX JREIT Inc.
Outside Director, Audit and Supervisory Committee of Prored Partners Co., Ltd.

[Reason for selection of the candidate for Substitute Outside Corporate Auditor]
The Company proposes election of Ms. Yukako Oshimi in order to utilize her professional knowledge and experience as an
attorney as well as strengthen the auditing system of the Company from her objective standpoint. While she has not had
previous involvement with corporate management except for being an Outside Officer, it has been determined that she canappropriately carry out her duties as Outside Corporate Auditor for the above reasons.
(Notes) 1. There are no special interests between each candidate for Substitute Corporate Auditor and the Company.
2. The Company elects Ms. Yukako Oshimi as Substitute Outside Corporate Auditor. She meets the requirements for
Independent Director/Auditor stipulated by the Tokyo Stock Exchange.
3. Pursuant to the provisions of Article 427, Paragraph 1 of the Companies Act, the Company has concluded a liability
limitation agreement with Outside Corporate Auditors to limit the liability under Article 423, Paragraph 1 of the Companies
Act. If she assumes the office of Outside Corporate Auditor, the Company plans to conclude the agreement with her. The
maximum amount of liability pursuant to the agreement is the amount stipulated by laws and regulations.
4. The Company has entered into a directors and officers liability insurance agreement with an insurance company as provided
for in Article 430-3, Paragraph 1 of the Companies Act, and plans to continue and renew the said agreement with similar
content. The said insurance covers damages that may arise from the insured parties assuming responsibility. Candidate for
substitute Corporate Auditor will be insured under the said insurance agreement if they are elected as substitute Corporate
Auditor.

- 12 -

(Reference) Skill Matrix of the Board of Directors after the General Meeting of Shareholders
If the Proposal 2 is approved and adopted as originally proposed at this General Meeting of Shareholders,the composition of Directors and Corporate Auditors, and the particularly expected roles, expertise andbackground of each person will be as shown below.
Name

Director

Corporate
Auditor

Isao
Osawa
YoshiakiIshizaka
Kunihiko
Tedo
Yoshihisa
Yamaguchi
KazutoOno
SatoruTakahashi
Rika
Sato
Mitsuru
KaitohShoshiro
TaneichiAkihiroOkabe
Masaki
AshibeKiyotaka
Yokokoji

Corporate
management

Finance /Accounting●

Manufacturing/ Technology /Development

Sales /
Marketing●●●Globalexperience

Law

Personnel andlabor / Human
resourcesdevelopment

Gender

●

Male

●

Male

●

●

●

Male

●

●

●

Male

●

●

●

●

●

●

●

●

●

●

●

Female

●

Male

●
●

Male

●

Male
Male

●

●

●

(Note) The above list does not represent all the knowledge and experience of each person.

- 13 -

Male
Male

●
●

●

●

Male