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.

To our shareholders:

Securities Code: 9052
May 31, 2024
Kazuhiro Uekado,
President and Representative Director
Sanyo Electric Railway Co., Ltd.
1-1 Oyashikidori 3-chome, Nagata-ku, Kobe

Notice of the 135th Annual General Meeting of Shareholders
It is my pleasure to inform you that the 135th Annual General Meeting of Shareholders of Sanyo Electric RailwayCo., Ltd. (hereinafter the “Company”) will be held as described below.
When convening this general meeting, the Company takes measures for providing information that constitutes thecontent of reference documents for the general meeting of shareholders, etc. (items subject to measures for electronicprovision) in electronic format, and posts this information as “Notice of the 135th Annual General Meeting ofShareholders” on each of the following websites. Please access the websites by using the internet addresses shown
below to review the information.

The Company’s website:
https://www.sanyo-railway.co.jp/company/soukai.html (in Japanese)
Website hosting informational materials for the General Meeting of Shareholders:
https://d.sokai.jp/9052/teiji/ (in Japanese)
Tokyo Stock Exchange website (Listed Company Search):https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show (in Japanese)* Access the above website and enter “Sanyo Electric Railway” for the issue name (company name), or “9052”(half-width characters) for the securities code, and click “Search,” and then click “Basic information” and select“Documents for public inspection/PR information.”
If you are unable to attend the meeting on that day, you can exercise your voting rights in writing or through theInternet, etc. Please read the attached Reference Documents for the General Meeting of Shareholders and exercise
your voting rights by 5:30 p.m. on Thursday, June 20, 2024.

1. Date and Time: Friday, June 21, 2024, at 10:00 a.m. (JST)(Reception opens at 9:00 a.m.)
2. Venue:
Kobe Shimbun Matsukata Hall, 4F, Kobe Information Culture Building
5-7 Higashi-kawasaki-cho 1-chome, Chuo-ku, Kobe
3. Purpose of the Meeting
Matters to be reported
1. The Business Report, Consolidated Financial Statements, and Non-consolidated Financial Statements for
the Company’s 135th Fiscal Year (April 1, 2023 to March 31, 2024)
2. The audit results of the Consolidated Financial Statements by the Financial Auditor and the Audit &Supervisory Board-1-

Matters to be resolved
Proposal No. 1:
Dividend of Surplus
Proposal No. 2:
Election of Four Audit & Supervisory Board Members◎ If attending the meeting, please submit the enclosed voting form to the reception desk at the venue upon your arrival.
◎ If revisions to the items subject to measures for electronic provision arise, a notice of the revisions and the details of the matters
before and after the revisions will be posted on each of the aforementioned websites.

-2-Reference Documents for the General Meeting of Shareholders
Proposals and Reference Information
Proposal No. 1:

Dividend of Surplus

The Company proposes to pay a year-end dividend as follows based on comprehensive consideration of factors suchas maintenance of stable dividend payments that are secured with a stable management base, financial position, thelevel of profits and the dividend payout ratio.
Year-end dividend(1) Allotment of dividend property to shareholders and the aggregate amount of this allotment¥15 per common share of the Company Total payment: ¥333,734,040
The annual dividend will be ¥30 per share, including the interim dividend of ¥15.
(2) Effective date of dividend of surplus
June 24, 2024

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Proposal No. 2:
Election of Four Audit & Supervisory Board Members
As the terms of all four Audit & Supervisory Board Members, Takashi Imae, Akihiko Kanatani, Kazuhiko Nakao,and Jiroh Kagawa will expire at the conclusion of this General Meeting of Shareholders, the Company proposes theelection of four Audit & Supervisory Board Members to fill their vacancies.
Note that the consent of the Audit & Supervisory Board has been obtained for this proposal.
The candidates are as follows:
CandidateNo.

Name(Date of birth)

Career summary and position in the Company, and significant
concurrent positions outside the Company
Apr. 1984
June 2009
Mar. 2011

July 2014
12

Takashi Imae
(May 18, 1961)
Reappointed
Male

July 2016
June 2020

Joined the Company
Director and General Manager of Automotive
Sales Division
Director
President and Representative Director of SanyoBus Co., Ltd.
President and Representative Director of Maiko
Hotel Co., Ltd.
General Manager of Audit Office of theCompanyAudit & Supervisory Board Member (full-time,current position)

Number of theCompany’s shares
owned

7,900

(Reasons for election)
Mr. Imae, who currently holds a position as Audit & Supervisory Board Member, possesses abundant experience andknowledge required of a Member of the Audit and Supervisory Board. The Company has renominated him as a candidate
for Audit & Supervisory Board Member because he can be expected to use this experience and knowledge in the audit ofthe Company.
Apr. 1984
Joined the Company
June 2015
Director
Deputy General Manager of Railway Business
Division, and Manager of Safety Promotion andPlanning Department
Apr. 2020
Executive Officer
9,100
June 2020
General Manager of Audit Office
June 2022
Audit & Supervisory Board Member (full-time,Akihiko Kanatanicurrent position)(January 21, 1961)
ReappointedMale(Reasons for election)
Mr. Kanatani, who currently holds a position as Audit & Supervisory Board Member, possesses abundant experience andknowledge required of a Member of the Audit and Supervisory Board. The Company has renominated him as a candidatefor Audit & Supervisory Board Member because he can be expected to use this experience and knowledge in the audit ofthe Company.

-4-CandidateNo.

Name(Date of birth)

Career summary and position in the Company, and significant
concurrent positions outside the Company
Apr. 1976
June 2009
June 2011
June 201334

Jiroh Kagawa(January 3, 1953)
Reappointed
Male
OutsideIndependent Officer

June 2018
June 2022

Joined The Kansai Electric Power Company,
Incorporated
Managing Director
Executive Vice President and Representative
Director
Representative Director and Executive Vice
President
Chairperson, Representative Director ofKanden Realty & Development Co., Ltd.
Audit & Supervisory Board Member of theCompany (current position)

Number of theCompany’s shares
owned0(Reasons for election)
Mr. Kagawa, who currently holds a position as outside Audit & Supervisory Board Member, possesses broad
experience related to corporate management, abundant knowledge acquired through the practice of real estate business,etc., as well as abundant experience and knowledge required of a Member of the Audit and Supervisory Board. The
Company has renominated him as a candidate for outside Audit & Supervisory Board Member to harness his experienceand knowledge in the audit of the Company.
Apr. 1985
Joined Taiyo Kobe Bank, Limited (currentSumitomo Mitsui Banking Corporation)
Apr. 2017Managing Executive Officer
June 2020
President and Representative Director ofSMBC Consulting Co., Ltd.
June 2022
President and Representative Director of Kobe
Tochi Tatemono Co., Ltd. (current position)
0
Significant concurrent positions outside the Company
Atsushi Takada
President and Representative Director of Kobe Tochi Tatemono(July 5, 1961)
Co., Ltd.
New election
MaleOutside
Independent Officer

Notes:(Reasons for election)
Mr. Takada possesses broad experience related to corporate management, abundant knowledge acquired through thepractice of real estate business, etc., as well as insight into finance, etc. The Company has nominated him as a newcandidate for outside Audit & Supervisory Board Member to harness his experience and knowledge in the audit of theCompany.
1. Atsushi Takada is a new candidate for Audit & Supervisory Board Member.
2. There are no special interests between any of the candidates for Audit & Supervisory Board Member and the Company.
3. Jiroh Kagawa and Atsushi Takada are candidates for outside Audit & Supervisory Board Member.
4. At the conclusion of this General Meeting of Shareholders, Mr. Kagawa will have served as an outside Audit &Supervisory Board Member for two years.
5. In accordance with Article 427, paragraph (1) of the Companies Act, the Company has entered into an agreement with
Mr. Kagawa under which his liability for damages pursuant to Article 423, paragraph (1) of the same act is limited tothe amount provided for by laws and regulations, and will continue to honor this contract if the reappointment of Jiroh
Kagawa is approved.
Furthermore, if the election of Mr. Takada is approved, the Company plans to enter into a similar limited liability
agreement with Mr. Takada.
6. The Company has entered into a directors and officers liability insurance contract with an insurance company, as set
forth in Article 430-3, paragraph (1) of the Companies Act. Insured parties under this contract include Directors, Audit& Supervisory Board Members, and Executive Officers of the Company, as well as Directors and Audit & Supervisory
Board Members of all subsidiaries of the Company. The insurance premium associated with this contract is paidentirely by the Company. The contract covers losses that may arise from an insured party’s assumption of liability
incurred as a result of his or her performance of duties, or receipt of claims pertaining to the pursuit of such liability.
The Company intends to renew the contract under the same terms after the present term of the insurance expires. The
contract also contains certain exceptions, excluding from coverage liability arising from acts that deliberately

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7.

contravene laws or regulations. Each candidate reelected or appointed will be an insured party under the insurance
contract.
The Company has designated Mr. Kagawa as an independent officer as prescribed by the Tokyo Stock Exchange, andhas registered this information with the exchange. Furthermore, Mr. Takada fulfills the criteria for an independentofficer as prescribed by the Tokyo Stock Exchange, and the Company intends to register him as an independent officer
with the exchange.

-6-(Reference) If Proposal No. 2 is approved and passed without alteration, the skill matrix of the Company’s
Directors and Audit & Supervisory Board Members will be as follows:
HumanLegal, risk
resources,Corporate Finance and management labor relations
Sustainability Transportation Real estate Distribution
management accounting and internalandaudit
organizational
strategy

NameGender

Kazuhiro Uekado

Male●Masahiro Ito

Male

●

Shinichi Yoneda

Male●

Ryuji Masuda

Male●Fumiteru
Kawakubo

Male●

Makoto Nagao

Male

●

Yoko SatoFemale

Masao Shin

Male●

●

Takashi Imae
Audit &Supervi Akihiko Kanatani
sory
Board Jiroh Kagawa
MemberAtsushi Takada

Male●

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Male●

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Male●

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Male●

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Director●

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Note: Director Takashi Nakano will resign at the conclusion of this General Meeting of Shareholders.

END-7-