Note: This document has been translated from a part of the Japanese original for reference purposes only. In the event ofany 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 arisingfrom the translation.

(Stock Exchange Code 4633)
March 8, 2023
To Shareholders with Voting Rights:
Yoshiaki Ueno
Representative Director, President &CEO

SAKATA INX CORPORATION
1-23-37 Edobori, Nishi-ku, Osaka

NOTICE OF THE 145TH
ANNUAL GENERAL MEETING OF SHAREHOLDERS
Dear Shareholders:
We would like to express our appreciation for your continued support and patronage.
We are pleased to announce the 145th Annual General Meeting of Shareholders of SAKATA INXCORPORATION (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
information that constitutes the content of reference documents for the general meeting of shareholders,etc. (items for which the measures for providing information in electronic format will be taken) inelectronic format, and posts this information on each website below. Please access either of the websites
by using the corresponding internet address shown below to review the information.
The Company’s website:
https://www.inx.co.jp/ir/investor/meeting.html (in Japanese only)
Website where information materials for the general meeting of shareholders are posted:
https://d.sokai.jp/4633/teiji/ (in Japanese only)
Tokyo Stock Exchange, Inc. (TSE) website (Listed Company Search):https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show (in Japanese only)(Access the TSE website “Listed Company Search” using the above internet address, enter theCompany’s name “SAKATA INX CORPORATION” in “Issue name (company name)” or its securities
code “4633” in “Code,” and click “Search.” Then, click “Basic information” and select “Documentsfor public inspection/PR information.” Under “Filed information available for public inspection,”
review the information by selecting the button under the “Notice of General Shareholders
Meeting/Informational Materials for a General Shareholders Meeting.”)
If you will not be attending the meeting in person, you can exercise your voting rights via the Internet,
etc. or in writing (by mail). Please review the Reference Documents for the General Meeting of
Shareholders, and exercise your voting rights by 5:30 p.m. on Tuesday, March 28, 2023, Japan time.
(The Voting Rights Exercise Form and the Reference Documents are available in Japanese only.)-1-1. Date and Time:

Wednesday, March 29, 2023 at 10:00 a.m. (JST)(Registration will begin at 9:00 a.m.)

2. Place:

SAKATA INX CORPORATION Osaka Head Office
1-23-37 Edobori, Nishi-ku, Osaka

3. Meeting Agenda:
Matters to be reported:
1. The Business Report, Consolidated Financial Statements for the Company’s
145th Fiscal Year (January 1, 2022 - December 31, 2022) and results of audits
by the Accounting Auditor and the Audit & Supervisory Board of theConsolidated Financial Statements
2. Non-consolidated Financial Statements for the Company’s 145th Fiscal Year
(January 1, 2022 - December 31, 2022)
Proposals to be resolved:
Proposal 1:
Distribution of Surplus
Proposal 2:
Election of 8 Directors
Proposal 3:
Election of 2 Audit & Supervisory Board Members
Proposal 4:
Election of 1 Substitute Audit & Supervisory Board Member
4. Other matters concerning the meeting:(1) In the case where you choose to exercise your voting rights in writing (by mail), if there is no
indication of your vote for or against a proposal on the voting form, it will be treated as a vote“for” the proposal.
(2) If you exercise your voting rights via the Internet, etc. multiple times, the vote exercised last will
be recorded as the effective vote.
(3) If you exercise your voting rights both via the Internet, etc. and in writing (by mail), your exercise
of voting rights via the Internet, etc., will be treated as valid, regardless of the date of arrival.
(4) If you exercise your voting rights by proxy, you may designate one other shareholder holding
voting rights of the Company to attend the meeting. Please note, however, that it is necessary tosubmit a document proving the authority of proxy.
(5) If you wish to make a diverse exercise of your voting rights, please notify the Company in writingof your intention of making a diverse exercise of your voting rights and the reasons therefor by
three days prior to the Annual General Meeting of Shareholders.






When attending the meeting, please submit the enclosed Voting Rights Exercise Form at the reception desk.
If revisions to the items subject to measures for electronic provision arise, a notice of the revisions and the details of theitems before and after the revisions will be posted on each aforementioned website.
Paper-based documents stating items subject to measures for electronic provision have been sent to shareholders who
have requested the delivery of paper-based documents, however those documents do not include the following items inaccordance with the provisions of laws and regulations and Article 16, paragraph 2 of the Company’s Articles ofIncorporation.
(i) Notes to Consolidated Financial Statements(ii) Notes to Non-consolidated Financial Statements
For this reason, the Consolidated Financial Statements and Non-Consolidated Financial Statements stated in the
aforementioned documents constitute one part of the scope of audits by the Accounting Auditor and Audit & Supervisory
Board for preparing their respective audit reports.
Please note that souvenirs will not be provided to the attendees at the meeting.

-2-

Reference Documents for the General Meeting of Shareholders
Proposals and References
Proposal 1:
Distribution of Surplus
The Company proposes the distribution of surplus as follows:
1.

Year-end dividend
The Company’s basic policy is to distribute dividends in a stable and continuous manner upon
comprehensively taking into account matters including internal reserves for strengthening thecorporate structure and future business development.
Based on this policy, the Company proposes a year-end dividend for this fiscal year as follows:(1) Type of dividend property:
Cash(2) Allotment of dividend property and its total amount
15 yen per share of the Company’s common stock (total dividend of 750,432,300 yen).
As a result, combined with the interim dividend of 15 yen per share paid on September 2, 2022,
the annual dividend will be 30 yen per share.
(3) Effective date of the distribution of dividends of surplus:
March 30, 2023

2.

Other matters regarding the distribution of surplus
In conjunction with the retirement of treasury stock, a portion of the general reserve will be drawn
down and will be transferred to retained earnings brought forward, as follows.
(1) Item and amount of surplus to be decreased:
General reserve:
5,600,000,000 yen(2) Item and amount of surplus to be increased:
Retained earnings brought forward: 5,600,000,000 yen-3-Proposal 2:

Election of 8 Directors

At the conclusion of this meeting, the terms of office of all 8 Directors will expire. The Company
proposes the election of 8 Directors while considering diversity.
The details of the candidates for Director are as follows:

No.

Name

Gender1

Yoshiaki Ueno

Reelection

Male

2

Hitoshi Nakamura

Reelection

Male

3

Toshihiko Fukunaga

Reelection

Male

4

Hiroshi Morita

Newelection

Male

5

Minoru TateiriNewelectionMale

6

Yoshio Sato

7

Yukiko Tsujimoto

8

Kazuko Otsuki

Positions, responsibilities, etc. in the Company

Representative Director, President & CEO
Supervising Corporate R&D
Director, Senior Managing Executive Officer
In charge of Information Media BusinessIn charge of Business Solution Div., Sales
Administration Div., Customer RelationshipManagement Div.
Supervising SAKATA SANGYO, LIMITED and
SAKATA LABOSTATION CO., LTD.
Director, Senior Managing Executive Officer
In charge of Corporate Planning Div., Information
Systems Div. and Finance & Accounting Div.
Managing Executive Officer
In charge of Digital & Specialty Products Div.
Senior Executive Officer
In charge of Environment & Quality Div.
General Manager, Production Management Div.

New election
OutsideMale Outside Audit & Supervisory Board Member
Independent
Reelection
OutsideFemale Outside Director
Independent
New election—
OutsideFemaleIndependent-4-

Attendanc
e at Boardof
Directors
meetings
for thefiscal year
under
review100%(18/18)100%(18/18)100%(18/18)——88.9%(16/18)100%(13/13)

—

No.

Name
(Date of birth)

Career summary, positions, responsibilities and significant
concurrent positions
April 1985

Joined the Company

June 2007

General Manager, 2nd R&D Dept.,
Corporate R&D Div.

Number of theCompany’s
shares held:

October 2008 General Manager, 3rd R&D Dept., Corporate
R&D Div.
June 2014
Yoshiaki Ueno
(December 22, 1961)(Male)
1

Director, Commissioned as General
Manager, Corporate R&D Div.

June 2015

In charge of Purchasing Div.

July 2016

In charge of Purchasing Div. and Marketing& New Business Development Div.

March 2018

Executive Officer, In charge of Purchasing
Div. and Marketing & New Business
Development Div.

July 2018

In charge of Purchasing Div.

March 2019

Managing Executive Officer

March 2021

Representative Director (current position),
President & CEO (current position)

33,942January 2022 Supervising Corporate R&D (current
position)
Reason for appointment as candidate for Director
Yoshiaki Ueno has held many important positions in the research and development division. In his current
position as Representative Director, President & CEO, he has led the Group with strong leadership as amanagement executive, and has played an appropriate role in promoting the Group’s sustainable growth andimprovement of corporate value over the medium to long term. The Company believes that he is qualified tocontinue making important management decisions and supervising the execution of business for the Company
based on his abundant experience and extensive knowledge and insight.

-5-

No.

Name
(Date of birth)

Career summary, positions, responsibilities and significant
concurrent positions
April 1981

Joined the Company

June 2009

General Manager, Newspaper Ink Div.

Number of theCompany’s
shares held:

January 2010 Concurrently, General Manager, Offset Ink
Div.

Hitoshi Nakamura(November 1, 1957)(Male)

June 2012

Associate Director

June 2013

Director, In charge of Offset Ink Div.,
Commissioned as General Manager,
Newspaper Ink Div.

June 2014

Director, In charge of Newspaper Ink Div.,
Commissioned as General Manager, Offset
Ink Div.

March 2016

Managing Director, In charge of Newspaper
Ink Div.

September
2016

In charge of Newspaper Ink Div. and Offset
Ink Div.

June 2017

In charge of Printing Solution Div.,
Newspaper Ink Div. and Offset Ink Div.

March 2018

Director (current position), Managing
Executive Officer

March 2019

In charge of Newspaper Ink Div., Offset Ink
Div., Printing Solution Div. and Sales
Administration Div.

2

41,991January 2020 In charge of Information Media Business(current position), In charge of Printing
Solution Div. and Sales Administration Div.
March 2020

Senior Managing Executive Officer (current
position)January 2021 In charge of Sales Administration Div.
(current position)
January 2022 Supervising SAKATA SANGYO, LIMITEDand SAKATA LABOSTATION CO., LTD.
(current position)
June 2022

In charge of Business Solution Div. (current
position)January 2023 In charge of Customer RelationshipManagement Div. (current position)
Reason for appointment as candidate for Director
Hitoshi Nakamura has held many important positions in the newspaper ink division and the offset ink division.
As an incumbent Director, Senior Managing Executive Officer, he has played an appropriate role in promoting
the Group’s sustainable growth and improvement of corporate value over the medium to long term. The
Company believes that he is qualified to continue making important management decisions and supervising theexecution of business for the Company based on his abundant experience and extensive knowledge and insight.

-6-

No.

Name
(Date of birth)

Career summary, positions, responsibilities and significant
concurrent positions
April 1983

Joined the Company

March 2008

General Manager, International Operations
Dept.

June 2014

Associate Director

July 2015

General Manager, Finance & Accounting
Div.

March 2016

Director (current position)

Number of theCompany’s
shares held:

In charge of Information Systems Div. andInternational Operations Dept. andCommissioned as General Manager, Finance& Accounting Div.

Toshihiko Fukunaga(March 26, 1961)

March 2017

In charge of Information Systems Div.,
Finance & Accounting Div. and International
Operations Dept.

March 2018

Executive Officer, In charge of Information
Systems Div., Finance & Accounting Div.
and International Operations Dept.

(Male)
3

28,253October 2018 In charge of Corporate Planning Div.,
Information Systems Div. and Finance &Accounting Div.
March 2019

Senior Executive Officer, In charge ofCorporate Planning Div., Information
Systems Div., Finance & Accounting Div.
and Public & Investor Relations Div.

March 2020

In charge of Corporate Planning Div.,
Information Systems Div. and Finance &Accounting Div. (current position)

March 2021

Managing Executive Officer

January 2023 Senior Managing Executive Officer (current
position)
Reason for appointment as candidate for Director
Toshihiko Fukunaga has served many important positions in the finance and accounting division and theinternational operations division. As an incumbent Director, Senior Managing Executive Officer, he has played
an appropriate role in promoting the Group’s sustainable growth and improvement of corporate value over the
medium to long term. The Company believes that he is qualified to continue making important management
decisions and supervising the execution of business for the Company based on his abundant experience andextensive knowledge and insight.

-7-

No.

Name
(Date of birth)

Career summary, positions, responsibilities and significant
concurrent positions
April 1984*
Hiroshi Morita(August 7, 1961)(Male)

Number of theCompany’s
shares held:

Joined the Company

June 2006

Branch Manager, Shikoku Branch Office

June 2013

General Manager, Tokyo 1st Sales &Marketing Dept., Offset Ink Div.
concurrently, General Manager, Tokyo 2nd
Sales & Marketing Dept., Offset Ink Div.

October 2015 General Manager, Offset Ink Div., General
Manager, Tokyo 1st Sales & Marketing
Dept., Offset Ink Div., concurrently, General
Manager, Tokyo 2nd Sales & Marketing
Dept., Offset Ink Div.
March 2016

Associate Director, General Manager, Digital& Specialty Products Div.

July 2016

Associate Director, General Manager, Digital& Specialty Products Div.

March 2017

Director, Commissioned as General
Manager, Digital & Specialty Products Div.

4

March 2018

Director, Executive Officer

March 2019

Senior Executive Officer

20,714January 2022 Managing Executive Officer (current
position)January 2023 In charge of Digital & Specialty Products
Div. (current position)
Reason for appointment as candidate for Director
Hiroshi Morita has held many important positions in the offset ink division and digital and specialty products
division. As an incumbent Managing Executive Officer, he has played an appropriate role in promoting theGroup’s sustainable growth and improvement of corporate value over the medium to long term. The Company
believes that he is qualified to make important management decisions and supervising the execution ofbusiness for the Company based on his abundant experience and extensive knowledge and insight.

-8-

No.

Name
(Date of birth)

Career summary, positions, responsibilities and significant
concurrent positions
April 1989

Number of theCompany’s
shares held:

Joined the Company

January 1996 Assigned to International Administration
Dept., based in Chicago
January 1999 Assigned to International Operations Dept.,
based in Dunkirk*
Minoru Tateiri(March 2, 1967)(Male)
5

October 2005 Manager, Tokyo Engineering Group,Technical Service & Development Dept.,
Graphic Arts Div.
March 2009

Assigned to International Operations Dept.,
based in Maoming

February
2015

General Manager, Production Management
Dept., Production Technology Div.

March 2020

Executive Officer

March 2021

General Manager, Production Technology
Div.

13,798January 2023 Senior Executive Officer (current position),
In charge of Environment & Quality Div.
(current position), General Manager,
Production Management Div. (current
position)
Reason for appointment as candidate for Director
Minoru Tateiri has held many important positions in the production technology division. As an Executive
Officer, he has played an appropriate role in promoting the Group’s sustainable growth and improvement ofcorporate value over the medium to long term. The Company believes that he is qualified to make importantmanagement decisions and supervising the execution of business for the Company based on his abundant
experience and extensive knowledge and insight.

-9-

No.

6

Name
(Date of birth)

Career summary, positions, responsibilities and significant
concurrent positions
April 1973

Joined Sumitomo Life Insurance Company

July 2000

Director (Head Office), General Manager,
General Corporate Headquarters, Sumitomo
Life Insurance Company

April 2002

Managing Director, Managing Executive
Officer, Sumitomo Life Insurance Company

July 2007

Director, President & Chief Executive
Officer, Sumitomo Life Insurance Company

July 2011

Representative Director, President & CEO,
Sumitomo Life Insurance Company

April 2014

Chairman of the Board, Sumitomo Life
Insurance Company

June 2014*
Yoshio Sato
(August 25, 1949)

Outside Audit & Supervisory Board Member,
Panasonic Corporation (currently PanasonicHoldings Corporation)

June 2014

Outside Audit & Supervisory Board Member(current position)(Male)

July 2015

Chairman of the Board, CEO, Sumitomo
Life Insurance Company

June 2018

Outside Director, Rengo Co., Ltd. (current
position)

April 2021

Director, Sumitomo Life Insurance Company

July 2021

Senior Corporate Advisor, Sumitomo Life
Insurance Company (current position)

June 2022

Outside Director, Toyo Securities Co., Ltd.
(current position)

Number of theCompany’s
shares held:

0(Significant concurrent positions)
Senior Corporate Advisor, Sumitomo Life Insurance
Company
Outside Director, Rengo Co., Ltd.
Outside Director, Toyo Securities Co., Ltd.
Reason for appointment as candidate for Outside Director and expected roles
Yoshio Sato has engaged in management for many years, including serving as President and Representative
Director of Sumitomo Life Insurance Company. He has also engaged in auditing work as an Outside Audit &Supervisory Board Member, and has acquired abundant experience and extensive insight as a manager. The
Company believes that he will be able to provide opinions and suggestions that would benefit the Company’s
management and perform his management supervisory function from an independent and fair standpoint basedon his abundant experience and extensive insight.
Yoshio Sato is an incumbent Outside Audit & Supervisory Board Member of the Company, and he will have
served for 8 years and 9 months at the conclusion of this meeting since taking office.

- 10 -

No.

Name(Date of birth)

Career summary, positions, responsibilities and significant
concurrent positions
April 1986

Joined Procter & Gamble Far East Inc.
(currently Procter & Gamble Japan K.K.)

March 2006

Director, Procter & Gamble Japan K.K.

April 2008

Director, P&G Japan K.K.

June 2012

Resigned as Director, Procter & Gamble
Japan K.K.

July 2012

Communications Director, Public Relations
Division, Procter & Gamble Japan K.K.

April 2014

Resigned as Director, P&G Japan K.K.

*
Yukiko Tsujimoto(February 10, 1964)

June 2014

Retired from Procter & Gamble Japan K.K.

November
2014

Representative Director, shapes Co., Ltd.
(current position)(Female)June 2020

Outside Director, DUSKIN CO., LTD.
(current position)

March 2022

Outside Director, the Company (current
position)

April 2022

Advisor to the City of Kobe (Member,
Personnel Committee in Charge of
Recruitment and Training) (current position)

7

Number of theCompany’s
shares held:

0(Significant concurrent positions)Representative Director, shapes Co., Ltd.
Outside Director, DUSKIN CO., LTD.
Reason for appointment as candidate for Outside Director and expected roles
In her current position as Representative Director of shapes Co., Ltd. and in past positions as Director ofProcter & Gamble Japan and Director of The P&G Japan Limited, Yukiko Tsujimoto has acquired abundant
experience and deep insight into corporate management. She has also accumulated extensive experience in her
current position at Procter & Gamble Japan K.K. in charge of supervising the Brand Marketing and Public
Relations and External Affairs Divisions. The Company believes that she will be able to continue to provide
opinions and suggestions that would benefit the Company’s management and perform her management
supervisory function from an independent and fair standpoint based on her abundant experience and extensive
insight. Yukiko Tsujimoto is an incumbent Outside Director of the Company, and she will have served for 1
year at the conclusion of this meeting since taking office.
October 1996 Joined Tohmatsu & Co. (current Deloitte
Touche Tohmatsu LLC)*
Kazuko Otsuki(August 7, 1972)(Female)8

May 2000

Registered as a certified public accountant

December
2015

Retired from Deloitte Touche Tohmatsu LLC

January 2016 Certified Public Accountant, Imaoka CPA
and Tax Accountant Office (current position)
September
2021

0

Auditor, Osaka Research Institute ofIndustrial Science and Technology (current
position)(Significant concurrent positions)Certified Public Accountant, Imaoka CPA and Tax Accountant
OfficeReason for appointment as candidate for Outside Director and expected roles
Although Kazuko Otsuki has never been involved in corporate management except as outside director andoutside Audit & Supervisory Board member, she previously belonged to Deloitte Touche Tohmatsu LLC andcurrently belongs to Imaoka CPA and Tax Accountant Office. She has been involved in auditing work forcompanies in a variety of industries, is well-versed in finances and accounting and a CPA, and has acquired
abundant experience and deep insight. The Company believes that she will be able to provide opinions andsuggestions that would benefit the Company’s management and perform her management supervisory function
from an independent and fair standpoint based on her abundant experience and extensive insight.

Notes:

1. An asterisk (*) indicates a new candidate for Director.
2. There are no special interests between the candidates and the Company.

- 11 -

3. Yoshio Sato, Yukiko Tsujimoto, and Kazuko Otsuki are candidates for Outside Director.
4. To attract competent personnel as outside directors, the Company has stipulated in its Articles of Incorporationthat it may conclude agreements to limit their liability for damages to the Company within the range of laws andregulations. The Company has signed a liability limitation agreement with Yukiko Tsujimoto, who is an incumbent
Outside Directors of the Company. If her reelection is approved, the Company plans to renew said agreement withher. The Company has also concluded a limited liability contract with Yoshio Sato, an incumbent Outside Audit &Supervisory Board Member of the Company. If his appointment as an Outside Director of the Company isapproved, the Company plans to renew said agreement with him. Furthermore, if the election of Kazuko Otsuki ascandidate for Outside Director is approved, the Company plans to sign a limited liability agreement with her also.
The maximum amount of liability for damages under the liability limitation agreement is the amount specified bylaws and regulations.
5. Yukiko Tsujimoto is an incumbent Outside Director of the Company, and the Company has submitted notification
to Tokyo Stock Exchange, Inc. that she has been designated as an independent officer as provided for by the
aforementioned exchange. If her reelection is approved, she will continue to serve as an independent officer as
provided for by the aforementioned exchange. Yoshio Sato is an incumbent Outside Audit & Supervisory Board
Member of the Company, and the Company has submitted notification to Tokyo Stock Exchange, Inc. that he has
been designated as independent officer as provided for by the aforementioned exchange. If his election as an
Outside Director is approved, the Company will submit notification to the effect that he is an independent officer
in the role of Outside Director. Furthermore, if the election of Kazuko Otsuki is approved, she will become an
independent officer as provided for by the Tokyo Stock Exchange, Inc.
6. The Company has entered into a contract of directors and officers liability insurance with an insurance company.
This insurance contract covers damages arising from liability borne by the insured persons in the course of
execution of their duties or claims pertaining to the pursuit of such liability. However, certain exemptions exist,
including damages arising from actions taken with the recognition that such actions constitute violations of laws
and regulations, which are not covered.
If the election of each candidate is approved, the Company plans to include each of them as insured persons in theinsurance contract and renew the said contract with the same contents during their term of office.
7. Kazuko Otsuki’s name in her family registration is Kazuko Imaoka.

- 12 -

Proposal 3:

Election of 2 Audit & Supervisory Board Members

At the conclusion of this meeting, Audit & Supervisory Board Member Izumi Tejima will be leaving
office, and the term of office of Audit & Supervisory Board Member of Yoshio Sato will expire.
Therefore, the Company proposes the election of 2 Audit & Supervisory Board Members.
The details of the candidates for Audit & Supervisory Board Member are as follows.
Furthermore, this proposal has received the consent of the Audit & Supervisory Board.
No.

Name
(Date of birth)

Career summary, positions and significant concurrent
positions
April 1985

Number of theCompany’s
shares held:

Joined the Company

October 2011 General Manager, Tokyo Sales & Marketing
Dept., Gravure Packaging Ink Div.
*
Haruhiko Matsuo(March 11, 1961)

March 2017

General Manager, Packaging Ink Div.,
concurrently, General Manager, Tokyo Sales& Marketing Dept., Packaging Ink Div.

March 2018

Assigned to International Operations Dept.,
based in Shanghai (current position),concurrently, Chairman, SAKATA INXSHANGHAI CO., LTD.

March 2019

Executive Officer

December
2022

Resigned as Executive Officer(Male)
1

4,475

Reason for appointment as candidate for Audit & Supervisory Board Member
Haruhiko Matsuo has held many important positions in the gravure packaging ink division and the packaging
ink division. As an incumbent Director, Senior Managing Executive Officer, he has been involved in overallmanagement and has played an appropriate role in promoting the Group’s sustainable growth and improvementof corporate value over the medium to long term. We believe that he will be able to utilize his abundant
experience and extensive knowledge in the Company’s auditing operations.
*
Masami Iwasaki(July 12, 1959)
2(Male)

April 1990

Admitted to the bar (Osaka Bar Association)

April 1995

Opened Iwasaki Masami Law Office
Attorney, Iwasaki Masami Law Office(current position)

0(Significant concurrent positions)
Attorney, Iwasaki Masami Law Office

Reason for appointment as candidate for Outside Audit & Supervisory Board Member
Although Masami Iwasaki has never been involved in corporate management except as outside director andoutside Audit & Supervisory Board member, as an attorney he is well-versed in corporate legal affairs andpossesses expert knowledge and broad experience. We believe that he will be able to utilize his abundant
experience and extensive knowledge in the Company’s auditing operations.
Notes:

1. An asterisk (*) indicates a new candidate for Audit & Supervisory Board Member.
2. There are no special interests between the candidates and the Company.
3. Masami Iwasaki is a candidate for Outside Audit & Supervisory Board Member.
4. To attract competent personnel as outside Audit & Supervisory Board Members, the Company has stipulated in its
Articles of Incorporation that it may conclude agreements to limit their liability for damages to the Company
within the range of laws and regulations. If the election of Masami Iwasaki as an Outside Audit & Supervisory
Board Member candidate is approved, the Company plans to sign a limited liability agreement with him.
The maximum amount of liability for damages under the liability limitation agreement is the amount specified bylaws and regulations.
5. Furthermore, if the election of Masami Iwasaki is approved, he will become an independent officer as provided
for by the Tokyo Stock Exchange, Inc.
6. The Company has entered into a contract of directors and officers liability insurance with an insurance company.
This insurance contract covers damages arising from liability borne by the insured persons in the course of
execution of their duties or claims pertaining to the pursuit of such liability. However, certain exemptions exist,
including damages arising from actions taken with the recognition that such actions constitute violations of laws
and regulations, which are not covered.
If the election of both candidates is approved, the Company plans to include them as insured persons in theinsurance contract and renew the said contract with the same contents during their term of office.

- 13 -

[Reference] Skills Matrix of Directors and Audit & Supervisory Board Members
The skills matrix of Directors and Audit & Supervisory Board Members will be as follows if Proposal
2 and Proposal 3 are approved as originally proposed.
Expertise and experience
Corporate
manage- Financement
andBusiness accounting
strategy

Position

Name

Representative
Director,
President &CEOYoshiaki
Ueno●

Director,
SeniorManaging
Executive
Officer

HitoshiNakamura●

Director,
SeniorManaging
Executive
Officer

Toshihiko
Fukunaga●

Director,
Managing
Executive
Officer

HiroshiMorita●●Director,
SeniorExecutive
Officer

MinoruTateiri●●

OutsideDirector

Yoshio Sato●

OutsideDirector

YukikoTsujimoto●OutsideDirector

KazukoOtsuki●

Audit &
Supervisory
Board
MemberMasahiro
FuchinoAudit &
Supervisory
Board
MemberHaruhikoMatsuoOutside Audit& Supervisory
Board
MemberHiroyukiSugimoto

Outside Audit& Supervisory
Board
Member

Masami
IwasakiGlobal●Research,
production
Sales and
andmarketingdevelopment
●

●

●

●

●

●

●

●

●

●

●

●

●

●

●

●

●

●

●

●

●
●

●

●

●

●

●

●

ESG

●

●
●

Human
resourcesdevelopment

●

●

●

Legal
affairs,
risk andcompliance●- 14 -

●

●

●

●

●

●

●

●

●

●

Proposal 4:

Election of 1 Substitute Audit & Supervisory Board Member

To prepare for circumstances in which the number of Audit & Supervisory Board Members falls below
the number required by laws and regulations, the Company proposes to elect 1 substitute Audit &Supervisory Board Member.
The details of the candidate for substitute Audit & Supervisory Board Member are as follows.
Furthermore, this proposal has received the consent of the Audit & Supervisory Board.
Name(Date of birth)

Career summary, positions and significant concurrent positions

Number of theCompany’s shares
held:

December 2010 Admitted to the bar (Osaka Bar Association)
Koji Kubota(September 26, 1983)(Male)

January 2011

Joined TAKEBAYASHI / HATA / NAKAGAWA /FUKUSHIMA LAW OFFICE

January 2021

Partner Attorney, TAKEBAYASHI / HATA /NAKAGAWA / FUKUSHIMA LAW OFFICE(current position)

0(Significant concurrent positions)
Partner Attorney, TAKEBAYASHI / HATA / NAKAGAWA /FUKUSHIMA LAW OFFICE

Reasons for appointment as candidate for substitute Outside Audit & Supervisory Board Member
Although Koji Kubota has never been involved in corporate management except as outside director and outside Audit &Supervisory Board member, considering his expert knowledge and experience as an attorney and sufficient insight incorporate auditing operations, the Company believes that he is qualified to serve as an outside Audit & Supervisory Board
Member and proposes his election.
Notes:

1. There are no special interests between the candidate and the Company.
2. Koji Kubota is a candidate for substitute Outside Audit & Supervisory Board Member.
3. To attract competent personnel as outside Audit & Supervisory Board Members, the Company has stipulated in its
Articles of Incorporation that it may conclude agreements to limit their liability for damages to the Company
within the range of laws and regulations. If the election of Koji Kubota as substitute Outside Audit & Supervisory
Board Member candidate is approved and he is appointed as an Outside Audit & Supervisory Board Member, theCompany plans to sign a limited liability agreement with him, and the maximum amount of liability for damages
under the liability limitation agreement is the amount specified by laws and regulations.
4. The Company has entered into a contract of directors and officers liability insurance with an insurance company.
This insurance contract covers damages arising from liability borne by the insured persons in the course of
execution of their duties or claims pertaining to the pursuit of such liability. However, certain exemptions exist,
including damages arising from actions taken with the recognition that such actions constitute violations of laws
and regulations, which are not covered.
If Koji Kubota is elected as a substitute Outside Audit & Supervisory Board Member and assumes office as an
Outside Audit & Supervisory Board Member, he will be included as an insured person in the insurance agreement.
5. If Koji Kubota is elected as a substitute Outside Audit & Supervisory Board Member and assumes office as an
Outside Audit & Supervisory Board Member, he will become an independent officer as provided for by the Tokyo
Stock Exchange, Inc.

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