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: 7817
June 8, 2018
To our shareholders:
Kyosuke Kimura
President
PARAMOUNT BED HOLDINGS CO., LTD.
2-14-5 Higashisuna, Koto-ku, Tokyo, JapanNOTICE OF THE 36TH ORDINARY GENERAL MEETING OF SHAREHOLDERS
You are cordially invited to attend the 36th Ordinary General Meeting of Shareholders of PARAMOUNT BED
HOLDINGS CO., LTD. (the “Company”), which will be held as described below.
If you are unable to attend the meeting in person, you may exercise your voting rights by postal mail orelectromagnetic means (such as the Internet). Please review the attached Reference Documents for the General
Meeting of Shareholders and exercise your voting rights as described in “Guide for exercise of voting rights, etc.”(in Japanese only) by 5:00 p.m., Wednesday, June 27, 2018 (Japan Standard Time).
1. Date and Time: Thursday, June 28, 2018 at 10:00 a.m. (Japan Standard Time)(Reception opens at 9:00 a.m.)
2. Venue:
Head Office, Bldg. 2, 4F
2-14-5 Higashisuna, Koto-ku, Tokyo, Japan
3. Purposes:
Items to be reported:
1. Business Report and Consolidated Financial Statements for the 36th term (from April 1, 2017 to March 31,2018), as well as the results of audit of the Consolidated Financial Statements by the Accounting Auditor
and the Audit and Supervisory Committee
2. Non-Consolidated Financial Statements for the 36th Term (from April 1, 2017 to March 31, 2018)
Items to be resolved:
Proposal 1:
Appropriation of Surplus
Proposal 2:
Election of Five (5) Directors (Excluding Directors Who Are Audit and Supervisory
Committee Members)
Proposal 3:
Election of Four (4) Directors Who Are Audit and Supervisory Committee Members
4. Other Items Relating to This Notice:(1) Approval will be assumed if you exercise your voting rights using the voting form without indicating
approval or disapproval for each proposal.
(2) Your vote via the Internet will take precedence if you exercise your voting rights both via the Internet andby returning the voting form by postal mail.
(3) Your final vote will take precedence if you exercise your voting rights via the Internet more than once.
(4) Among the documents that should be submitted with this Notice, based on laws and regulations and Article
15 of the Articles of Incorporation, the following items are on the Company’s website(http://www.paramountbed-hd.co.jp) so they are not listed in the documents attached to this Notice.
(i) Notes to the Consolidated Financial Statements(ii) Notes to the Non-Consolidated Financial Statements
Therefore, the documents attached to this Notice are a part of the Consolidated Financial Statements orNon-Consolidated Financial Statements that were audited by the Accounting Auditor and Audit andSupervisory Committee in preparing audit reports.
-In the event that amendments are made to the Reference Documents for the General Meeting of Shareholders, Business Report,
Non-Consolidated Financial Statements or Consolidated Financial Statements, the amended versions will be made available on theCompany website (http://www.paramountbed-hd.co.jp).

-1-Reference Documents for the General Meeting of Shareholders
Proposals and Reference Information
Proposal 1:
Appropriation of Surplus
The Company would like to appropriate surplus as described below.
Matters related to the year-end dividend:
While the Company attaches great importance to returning profits to shareholders in the way that reflects financial
results, it determines the dividend after a comprehensive consideration of the need for robust internal reserves tofurther strengthen the financial position and management foundation in order to actively invest for development ofbusinesses and to deal with rapid changes in the operating environment.
That being the case, the Company proposes to pay a year-end dividend for the 36th term as follows.
(1) Type of dividend property
Cash(2) Allocation of dividend property and total amount thereof
45 yen cash per common share
Total dividends: 1,339,386,660 yen
As 45 yen per share was paid as an interim dividend, the total dividend per share for the term will be 90 yen.
(3) Effective date of distribution of dividends of surplus
June 29, 2018-2-

Proposal 2:

Election of Five (5) Directors (Excluding Directors Who Are Audit and Supervisory
Committee Members)

At the time of the conclusion of this General Meeting, the terms of office of all seven (7) Directors (excludingDirectors who are Audit and Supervisory Committee Members; hereafter the same shall apply in this Proposal) will
expire. Therefore, the Company proposes the election of five (5) Directors.
Moreover, although this proposal has been considered by the Audit and Supervisory Committee, it has expressed its
opinion to the effect that it has no objections.
The candidates for Director are as follows:No.

Name(Date of birth)

Career summary, position, responsibilities and significant concurrent
positions outside the Company
Apr. 1979
Aug. 1979
Oct. 1982
Sept. 1987
Apr. 1991
Apr. 1997
Apr. 200912

Number of theCompany’s shares
ownedJoined Paramount Bed Co., LTD.
Member of the Board of Paramount Bed Co., LTD.
Member of the Board of the Company
Senior Managing Director of Paramount Bed Co., LTD.
Senior Executive Director of Paramount Bed Co., LTD.
Kyosuke Kimura
Executive Vice President of Paramount Bed Co., LTD.
911,375 shares(September 20, 1950)
President and Chief Executive Officer of Paramount BedCo., LTD. (present position)
Feb. 2011
President and Chief Executive Officer of the Company(present position)[Significant concurrent position outside the Company]
President and Chief Executive Officer of Paramount Bed Co., LTD.
[Reasons for nomination as candidate for Director]
Kyosuke Kimura has been a Director and Representative Director of the Company and the subsidiaries of the Group formany years and has engaged in the corporate management. The Company has selected him as a candidate again basedon his plentiful experience and achievements.
Feb. 1983
Joined Paramount Bed Co., LTD.
Sept. 1987
Member of the Board of Paramount Bed Co., LTD.
Nov. 1992
Auditor of the Company
Apr. 2000
Member of the Board, Director of Finance and System
Administration Division of Paramount Bed Co., LTD.
Michihide Kimura
Apr. 2009
Senior Executive Director of Paramount Bed Co., LTD.
911,116 shares(September 11, 1958)(present position)
Feb. 2011
Member of the Board of the Company
Oct. 2011
Senior Executive Director and Chief Financial Officer ofthe Company (present position)[Significant concurrent position outside the Company]
Senior Executive Director of Paramount Bed Co., LTD.
[Reasons for nomination as candidate for Director]
Michihide Kimura has been a Director of the Company and the subsidiaries of the Group for many years and has
engaged in the corporate management.
The Company has selected him as a candidate again based on his plentiful experience and achievements as the financial
officer of the Group.

-3-No.

Name(Date of birth)

Career summary, position, responsibilities and significant concurrent
positions outside the Company
Apr. 1980
Apr. 200934

Number of theCompany’s shares
ownedJoined Paramount Bed Co., LTD.
Corporate Officer, Director of Sales Division ofParamount Bed Co., LTD.
June 2010
Member of the Board, Director of Sales Division ofParamount Bed Co., LTD.
Oct. 2011
Member of the Board of the Company
June 2013
Senior Managing Director of the Company
June 2013
Senior Managing Director, Director of Sales Division ofIzumi Sato
5,927 shares
Paramount Bed Co., LTD.
(March 24, 1958)
Apr. 2015
Senior Managing Director, General Manager ofCorporate Planning Department of the Company
Apr. 2015
Senior Managing Director of Paramount Bed Co., LTD.
(present position)
Oct. 2015
Senior Managing Director of the Company (presentposition)[Significant concurrent position outside the Company]
Senior Managing Director of Paramount Bed Co., LTD.
[Reasons for nomination as candidate for Director]
Izumi Sato has been primarily responsible for the Sales and Corporate Planning Divisions, and from 2010 he has
worked as a Director of Paramount Bed Co., LTD., from 2011 he has worked as a Director of the Company and from2013 he has worked as Senior Managing Director. The Company has selected him as a candidate again based on his
plentiful experience and achievements in the Group.
Apr. 2008
Joined Paramount Bed Co., LTD.
June 2010
Corporate Officer, Deputy Director of Business Strategy
Planning Division of Paramount Bed Co., LTD.
Apr. 2011
Corporate Officer, Director of Global Business Divisionof Paramount Bed Co., LTD.
Oct. 2011
Corporate Officer of the Company*820,149 shares
Tomohiko Kimura
June 2014
Senior Corporate Officer of the Company (present(July 17, 1977)
position)
June 2015
Member of the Board of Paramount Bed Co., LTD.
Apr. 2016
Senior Managing Director of Paramount Bed Co., LTD.
(present position)[Significant concurrent position outside the Company]
Senior Managing Director of Paramount Bed Co., LTD.
[Reasons for nomination as candidate for Director]
Tomohiko Kimura has been primarily responsible for the Business Strategy Planning and Global Business Divisions andfrom 2010 he has worked as a Corporate Officer of Paramount Bed Co., LTD., from 2011 he has worked as a Corporate
Officer of the Company and from 2015 he has worked as a Director of Paramount Bed Co., LTD. The Company has
selected him as a candidate based on his plentiful experience and achievements in the Group.

-4-No.

Name(Date of birth)

Career summary, position, responsibilities and significant concurrent
positions outside the Company
Apr. 1977
June 2000
June 2002

5Notes:Number of theCompany’s shares
ownedJoined Paramount Bed Co., LTD.
Member of the Board of Paramount Bed Co., LTD.
Member of the Board, Director of Sales Division ofParamount Bed Co., LTD.
Apr. 2009
Member of the Board, Director of Technical Engineering
Division of Paramount Bed Co., LTD.
Ikuo Sakamoto
15,600 shares
Oct. 2011
Member of the Board of the Company (present position)(April 30, 1953)
Jan. 2014
Member of the Board, Senior Sales Director ofParamount Bed Co., LTD.
Apr. 2016
Member of the Board of Paramount Bed Co., LTD.
(present position)[Significant concurrent position outside the Company]
Member of the Board of Paramount Bed Co., LTD.
[Reasons for nomination as candidate for Director]
Ikuo Sakamoto has been primarily responsible for the Sales and Technical Engineering Divisions and from 2000 he has
worked as a Director of Paramount Bed Co., LTD. and from 2011 he has worked as a Director of the Company. The
Company has selected him as a candidate again based on his plentiful experience and achievements in the Group.
1. An asterisk (*) indicates a new candidate for Director.
2. There is no special interest between each of the candidates and the Company.

-5-Proposal 3:

Election of Four (4) Directors Who Are Audit and Supervisory Committee Members

At the time of the conclusion of this General Meeting, the terms of office of all three (3) Directors who are Audit
and Supervisory Committee Members will expire.
Therefore, the Company proposes the election of four (4) Directors who are Audit and Supervisory Committee
Members including one (1) additional Director who is Audit and Supervisory Committee Member to enhance theaudit system.
In addition, this proposal has obtained the consent of the Audit and Supervisory Committee.
Candidates for the role of Directors who are Audit and Supervisory Committee Members are as follows.
No.

Name(Date of birth)

Career summary, position, responsibilities and significant concurrent
positions outside the Company
Apr. 1980
Apr. 200912

Number of theCompany’s shares
ownedJoined Paramount Bed Co., LTD.
Corporate Officer, General Manager of General Affairs
Department of Paramount Bed Co., LTD.
Oct. 2011
Corporate Officer, General Manager of General Affairs
Department of the Company*June 2015
Member of the Board, General Manager of General
Yoshiharu Kitahara
3,780 shares
Affairs Department of the Company (present position)(March 6, 1957)
June 2015
Member of the Board, Director of Administration
Division of Paramount Bed Co., LTD. (present position)[Significant concurrent position outside the Company]
Member of the Board, Director of Administration Division of Paramount
Bed Co., LTD.
[Reasons for nomination as candidate for Director who is an Audit and Supervisory Committee Member]
Yoshiharu Kitahara has been primarily responsible for administrative divisions mainly in the General Affairs
Department and from 2015 he has worked as a Director of the Company and Paramount Bed Co., LTD. The Company
has selected him as a candidate for Director who is Audit and Supervisory Committee Member based on his plentiful
experience and achievements in the Group.
Mar. 1995
Completed The Legal Training and Research Institute ofJapan
Apr. 1995
Registered as an attorney-at-law
June 2007
Unaffiliated Auditor of Paramount Bed Co., LTD.
Yukari Oka- shares
Apr. 2011
Unaffiliated Auditor of the Company(April 26, 1963)
June 2015
Unaffiliated member of the Board of the Company
June 2016
Unaffiliated member of the Board of the Company(Audit and Supervisory Committee Member) (presentposition)[Reasons for nomination as candidate for Outside Director who is an Audit and Supervisory Committee Member]
Yukari Oka has built up specialized knowledge and high principles as a lawyer. The Company has selected her as acandidate for Outside Director who is an Audit and Supervisory Committee Member so she can use that judgment tostrengthen the Company’s compliance management and corporate governance structure. While Yukari Oka does nothave direct corporate management experience, for the above reasons the Company has determined that she canappropriately fulfill her duties as an Outside Director.

-6-No.

Name(Date of birth)

Career summary, position, responsibilities and significant concurrent
positions outside the Company
June 1973

34Notes:Number of theCompany’s shares
ownedJoined Nishikata Audit Corporation (Currently Deloitte
Touche Tohmatsu LLC)
Mar. 1976
Registered as a Certified Public Accountant
Nov. 1986
Partner, Nishikata Audit Corporation
July 1993
Senior Partner, Tohmatsu & Co. (Currently Deloitte
Masaki Sato- shares
Touche Tohmatsu LLC)
(September 17, 1947)
Dec. 2012
Left Deloitte Touche Tohmatsu LLC
June 2015
Unaffiliated Auditor of the Company
June 2016
Unaffiliated member of the Board of the Company(Audit and Supervisory Committee Member) (presentposition)[Reasons for nomination as candidate for Outside Director who is an Audit and Supervisory Committee Member]
Masaki Sato is a Certified Public Accountant and has high principles based on many years of experience in accounting
audits. The Company has selected him as a candidate for Outside Director who is an Audit and Supervisory Committee
Member so he can use those principles to strengthen the Company’s corporate governance organization. While Masaki
Sato does not have direct corporate management experience, for the above reasons the Company has determined that hecan appropriately fulfill his duties as an Outside Director.
Apr. 1980
Joined Ministry of International Trade and Industry(Currently, Ministry of Economy, Trade and Industry)
Aug. 2003
Director, Standards Development and Planning Division,
Industrial Science and Technology Policy andEnvironment Bureau, Ministry of Economy, Trade andIndustry
June 2004
Director, Small and Medium Enterprise Agency/Engineering Division, Ministry of Economy, Trade andIndustry
July 2008
Deputy Director-General, Manufacturing Industries
Bureau, Ministry of Economy, Trade and Industry*Apr. 2010Deputy Director-General, Manufacturing Industries- shares
Yoshikazu Goto
Bureau, Ministry of Economy, Trade and Industry(October 30, 1955)
Oct. 2012
Professor, Department of Materials Engineering, Schoolof Engineering, The University of Tokyo
June 2015
Unaffiliated member of the Board of the Company(present position)
Oct. 2017
Vice-President, General Director of Technical ResearchInstitute of Japan Society for the Promotion of Machine
Industry (present position)[Significant concurrent position outside the Company]
Vice-President, General Director of Technical Research Institute of Japan
Society for the Promotion of Machine Industry[Reasons for nomination as candidate for Outside Director who is an Audit and Supervisory Committee Member]
Yoshikazu Goto has spent many years primarily in the affairs of economic administration for industrial promotion
focused on companies’ manufacturing and has plentiful experience and broad insights regarding industrial-academic
collaboration and research. In order to have him to use his insights in the management of the Company and to further
strengthen the Company’s corporate governance structure, the Company has selected him as a candidate for Outside
Director who is an Audit and Supervisory Committee Member. While Yoshikazu Goto does not have direct corporate
management experience, for the above reasons the Company has determined that he can appropriately fulfill his duties
as an Outside Director.
1. An asterisk (*) indicates a new candidate for Director who is an Audit and Supervisory Committee Member.
2. There is no special interest between each of the candidates and the Company.
3. At the time of the conclusion of the ordinary general meeting of shareholders of Paramount Bed Co., LTD., scheduled tobe held on June 28, 2018, Yoshiharu Kitahara will retire as Director of the company as his term of office expires.
4. Yukari Oka, Masaki Sato, and Yoshikazu Goto are candidates for Outside Director.
5. Yukari Oka is currently an Outside Director of the Company and her tenure in office as an Outside Director at the timeof the conclusion of this General Meeting of Shareholders will be three (3) years (her tenure in office as an Outside
Director who is an Audit and Supervisory Committee Member will be two (2) years).

-7-6. Masaki Sato is currently an Outside Director of the Company and his tenure in office as an Outside Director who is anAudit and Supervisory Committee Member at the time of the conclusion of this General Meeting of Shareholders will betwo (2) years.
7. Yoshikazu Goto is currently an Outside Director of the Company and his tenure as Outside Director at the time of theconclusion of this General Meeting of Shareholders will be three (3) years.
8. The Company has concluded limited liability agreements with Yukari Oka, Masaki Sato, and Yoshikazu Goto who are
Outside Directors, as specified in Article 423, Paragraph 1 of the Companies Act, based on Article 427, Paragraph 1 ofthe Companies Act and in the Company’s Articles of Incorporation, limiting liability to the minimum liability amount as
specified in Article 425, Paragraph 1 of the Companies Act. If these three (3) candidates’ election is approved, theCompany intends to continue these agreements.
9. The Company has specified Yukari Oka, Masaki Sato, and Yoshikazu Goto as Independent Directors as specified by
Tokyo Stock Exchange, Inc. and has registered them with the same Exchange. If the reelection of these three (3)candidates is approved, the Company plans for their appointments as Independent Officers to continue.

-8-