Note: This document has been translated from the Japanese original for reference purposes only. In the eventof any discrepancy between this translated document and the Japanese original, the original shallprevail. The Company assumes no responsibility for this translation or for direct, indirect or any otherforms of damages arising from the translation.

(Securities code: 4651)
June 7, 2022
To Shareholders with Voting Rights:
Hiroshi Munemasa
President and CEO
SANIX INCORPORATED
2-1-23, Hakataeki Higashi,
Hakata-ku, Fukuoka, Japan

Notice of the 44th Annual General Meeting of Shareholders
You are cordially notified of the 44th Annual General Meeting of Shareholders (the“Meeting”) of SANIX INCORPORATED (the “Company”), which will be held for the
purposes described below.
In order to prevent the risk of the spread of the novel corona virus, you are kindly
requested to refrain from visiting the venue, if possible, and exercise your voting rights inwriting using the enclosed Voting Rights Exercise Form or via the Internet. Please review theattached Reference Documents for the General Meeting of Shareholders and exercise yourvoting rights by 5:30 p.m., Tuesday, June 28, 2022 (JST).
[Exercise of voting rights in writing]
Please indicate your approval or disapproval of the proposals on the enclosed Voting Rights
Exercise Form and return it so that it is received by the deadline stated above.
[Exercise of voting rights via the Internet]
Please review the “Guide to Exercising Voting Rights via the Internet” (on page 6 of theJapanese version of this document), access the voting rights exercise website(https://soukai.mizuho-tb.co.jp/) (in Japanese) designated by the Company, follow the
onscreen instructions, and enter your approval or disapproval of the proposals.
1. Date and time:
2. Venue:

3. Meeting Agenda:
Matters to be reported:

Wednesday, June 29, 2022 at 10:00 a.m. (JST)(Doors will open at 9:00 a.m.)
Banquet hall “Tsukushi,” Main Building 3F,
Hotel Nikko Fukuoka, located at
2-18-25, Hakata Eki-mae, Hakata-ku, Fukuoka, Japan(No souvenirs will be distributed to those who attend themeeting in person. We would appreciate your understanding.)
1.

2.
Matters to be resolved:
Proposal 1:
Proposal 2:

Business Report and Consolidated Financial Statements
for the 44th Fiscal Year (April 1, 2021 to March 31,2022), and results of audits of Consolidated Financial
Statements by the Accounting Auditor and the Audit andSupervisory Committee
Non-consolidated Financial Statements for the 44th
Fiscal Year (April 1, 2021 to March 31, 2022)

Partial Amendments to the Articles of Incorporation
Election of 9 Directors (Excluding Directors Who Are

1Audit and Supervisory Committee Members)~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
 If you attend the Meeting, please submit the enclosed Voting Rights Exercise Form at thereception. Please also bring this Notice with you to save resources.
 Of the documents that should be provided along with this Notice, “Systems to Ensure theAppropriateness of Operations and the Operational Status of Such Systems” of theBusiness Report, “Consolidated Statements of Changes in Net Assets” and “Notes to theConsolidated Financial Statements” of the Consolidated Financial Statements, as well as“Non-consolidated Statements of Changes in Net Assets” and “Notes to the Nonconsolidated Financial Statements” of the Non-consolidated Financial Statements areposted on the Company’s website (https://sanix.jp) pursuant to the provisions of laws andregulations and Article 14 of the Company’s Articles of Incorporation, and therefore are
not included in the attachment to this Notice. The above-mentioned “Systems to Ensure
the Appropriateness of Operations and the Operational Status of Such Systems” is a partof the Business Report audited by the Audit and Supervisory Committee in preparing its
audit report. The above-mentioned “Consolidated Statements of Changes in Net Assets”
and “Notes to the Consolidated Financial Statements” as well as “Non-consolidated
Statements of Changes in Net Assets” and “Notes to the Non-consolidated Financial
Statements” are parts of the Consolidated Financial Statements and Non-consolidated
Financial Statements audited by the Audit and Supervisory Committee and the
Accounting Auditor in preparing their audit reports and accounting audit reports.
 Please note that any revisions to the Business Report, Consolidated Financial Statements,
Non-consolidated Financial Statements and Reference Documents for the General
Meeting of Shareholders will be posted on the Company’s website (https://sanix.jp).

2Reference Documents for the General Meeting of Shareholders
Proposals and References
Proposal 1:
Partial Amendments to the Articles of Incorporation
1. Reasons for amendments
The amended provisions stipulated in the proviso of Article 1 of the supplementary provisions of
the “Act Partially Amending the Companies Act” (Act No. 70 of 2019) will be enforced on
September 1, 2022. Accordingly, in order to prepare for the introduction of the system forelectronic provision of reference documents for general meetings of shareholders, the Articles ofIncorporation of the Company shall be amended as follows.

(1) As it is obligatory to stipulate in the Articles of Incorporation that measures for electronic
provision will be taken for reference documents for general meetings of shareholders,
amended Article 14 (Measures for Electronic Provision, etc.), Paragraph 1 will be newly
established.
(2) Of the matters for which measures for electronic provision will be taken for the information
contained in the reference documents for general meetings of shareholders, the Company
may limit the scope of matters to be included in the paper copy to be sent to shareholders
who have requested it within the scope specified by the Ordinance of the Ministry ofJustice. Accordingly, Article 14 (Measures for Electronic Provision, etc.), Paragraph 2 will
be newly established.
(3) Once the system for electronic provision of documents for general meetings of shareholders
is introduced, the provisions of Article 14 of the current Articles of Incorporation (Internet
Disclosure and Deemed Provision of Reference Documents for the General Meeting of
Shareholders, etc.) will become unnecessary and will therefore be deleted.
(4) Supplementary provisions related to the effectiveness of the above establishment anddeletion of provisions shall be established.
Moreover, these supplementary provisions will be deleted after a fixed date.
2. Details of amendments
The details of the amendments are as follows.
(Amended parts are underlined.)
Proposed Amendments
Chapter 3 General Meeting of Shareholders

Current Articles of Incorporation
Chapter 3 General Meeting of Shareholders(Deleted)(Internet Disclosure and Deemed Provision ofReference Documents for the General Meetingof Shareholders, etc.)
Article 14. The Company may, whenconvening a general meeting of shareholders,deem that it has provided information toshareholders pertaining to matters to be
described or indicated in the reference
documents for the general meeting ofshareholders, business report, nonconsolidated financial statements, andconsolidated financial statements, bydisclosing such information through theinternet in accordance with the provisions
provided in the Ordinance of the Ministry ofJustice.

3Current Articles of Incorporation(Newly established)

Proposed Amendments(Measures for Electronic Provision, etc.)
Article 14. The Company shall, whenconvening a general meeting of shareholders,provide information contained in the reference
documents for the general meeting ofshareholders, etc. electronically.
2. Among the matters to be provided
electronically, the Company may choose not toinclude all or part of the matters stipulated in
the Ordinance of the Ministry of Justice in thepaper copy to be sent to shareholders who
have requested it by the record date for voting
rights.
Supplementary Provisions(Transitional Measures related to theElectronic Provision of Materials for General
Meetings of Shareholders)
Article 1. The deletion of Article 14 (Internet
Disclosure and Deemed Provision ofReference Documents for the General Meetingof Shareholders, etc.) of the Articles ofIncorporation and the establishment of Article
14 (Measures for Electronic Provision, etc.)
shall come into effect on September 1, 2022.
2. Notwithstanding the provisions of thepreceding paragraph, Article 14 of the current
Articles of Incorporation (Internet Disclosure
and Deemed Provision of Reference
Documents for the General Meeting of
Shareholders, etc.) shall remain in force withrespect to a general meeting of shareholders tobe held on a date before February 28, 2023.
3. The provisions of this article shall bedeleted after March 1, 2023 or the lapse of
three months from the date of the general
meeting of shareholders set forth in thepreceding paragraph, whichever is later.

(Newly established)

4Proposal 2:

Election of 9 Directors (Excluding Directors Who Are Audit and Supervisory Committee
Members)

The terms of office of all Directors (excluding Directors who are Audit and Supervisory Committee
Members; hereinafter the same shall apply in this proposal) will expire at the close of this Meeting.
Accordingly, the Company proposes the election of 9 Directors, including 1 new candidate, in order tofurther strengthen the management system.
The Audit and Supervisory Committee has determined that each candidate in this proposal is appropriate
to be a Director of the Company.
The candidates for Directors are as follows:
No.

Current positions and responsibilities
at the Company

Name

1 Hiroshi Munemasa

Reappointed

2 Takeshi Inada

Reappointed

3 Michimasa Masuda

Reappointed

4 Kenji Kaneko

Reappointed

5 Koichi Mizukawa

Reappointed

6 Kazuyuki Tabata

Reappointed

7 Hideki Takei

Reappointed

8 Tetsuo Takaki

Reappointed

Director, in charge of construction work

9 Motoi Inoue

Newly appointed

General Manager assigned to head office

President and CEO
Director, Management Corporate Officer,
General Manager of SE/HS/ES BusinessControl Division
Director, Management Corporate Officer,
General Manager of Energy Business
Development Department
Director, Management Corporate Officer,
Deputy General Manager of SE/HS/ES
Business Control Division and General
Manager of Corporate Sales Department
Director, Management Corporate Officer,
Deputy General Manager of SE/HS/ES
Business Control Division and General
Manager of SE Business Division
Director, Management Corporate Officer,
General Manager of HS Business Division
Director, Management Corporate Officer,
General Manager of Environmental
Resources Development Division andResource Recycling Business Department

5

Attendance atBoard of Directors
meetings
16/16 times(100%)

16/16 times(100%)
16/16 times(100%)
16/16 times(100%)
16/16 times(100%)
16/16 times(100%)
16/16 times(100%)
16/16 times(100%)-

 Summary of opinions of the Audit and Supervisory Committee
The Audit and Supervisory Committee took into consideration the Company's specific management
strategies, surrounding environment, and other factors, and carefully examined whether each candidate
for Director has the necessary knowledge, experience, and ability to fulfill his roles andresponsibilities, whether each candidate conforms to the nomination policy for candidates for Director,
and whether the Board of Directors will function adequately. Moreover, the Committee discussed thework experience of each candidate for Director, and persons who are able to fulfill the roles expectedof the Board of Directors, such as striving to enhance corporate value through making decisions on
medium- to long-term management policy and supervising overall management, have been selected.
The Committee has therefore determined that the candidates for Directors proposed in this proposal
are appropriate.

6

No.

Name
(Date of birth)

Career summary, positions, responsibilities
and significant concurrent positions
January 2003
June 2007
June 2013
January 2017

Number ofshares of theCompany held

Joined the Company
Director, assigned to the Executive Office, incharge of special assignments
Director, Executive Vice President andCorporate Officer
President and CEO (to the present)[Significant concurrent positions]
6,508,966
President and Representative Director, BUYON INC.
shares
Chairman and Representative Director, Munemasa Syuzo
Co., Ltd.
Hiroshi Munemasa 
Representative Director, SANIX SPORTS(July 17, 1975)
FOUNDATION
1
Chairman and Representative Director, SANIX ENERGY[Reappointed]
INCORPORATEDChairman and Representative Director, SE WINGSCORPORATED[Reasons for nomination as a candidate for Director]
Since assuming office as the President and CEO in 2017, Mr. Hiroshi Munemasa has taken charge ofmanagement and demonstrated strong leadership, putting in the foreground the Group's corporate
philosophy of “A comfortable environment for the next generation” and corporate vision of “Become the
top company in the environment and energy field.” He also has a track record of accelerating aggressive
business development, among other achievements, and possesses considerable knowledge on andabundant experience in management. The Company believes that he is a person that is able to continue tomake appropriate decisions on the management of the entire Group and contribute to the enhancement ofcorporate value as a Director, and thus nominated him again as a candidate for Director.

7

No.

Name
(Date of birth)

Career summary, positions, responsibilities
and significant concurrent positions
August 1998
April 2009

Number ofshares of theCompany held

Joined the Company
General Manager of Kansai Area Division,
HS Business Division
June 2013
Management Corporate Officer, General
Manager of Kansai Area Division, HS
Business Division
April 2014
Management Corporate Officer, General
Manager of Kansai Area Division, WestJapan SE Business Division and General
Manager of Kansai Area Division, HS
Business Division
6,473
April 2015
Management Corporate Officer, GeneralsharesManager of North Kanto Area Division, East
Japan SE Business DivisionDecember 2016 Management Corporate Officer, Deputy
TakeshiInada
2General Manager of East Japan SE Business(March 4, 1979)
Division
April 2017Management Corporate Officer, General[Reappointed]
Manager of SE/HS/ES Business Control
Division
June 2017
Director, Management Corporate Officer,
General Manager of SE/HS/ES BusinessControl Division (to the present)[Reasons for nomination as a candidate for Director]
Since assuming office as Director, Mr. Takeshi Inada has demonstrated strong leadership through his
supervision of the SE/HS/ES business divisions and has been working on planning and strengthening
sales strategies. He possesses a wealth of experience and a high level of insight into the Group’s businessactivities. The Company believes that he is a person that is able to continue to contribute to sustainablegrowth of the Group and enhancement of its corporate value over the medium to long term, and thus
nominated him again as a candidate for Director.

8

No.

Name
(Date of birth)

Career summary, positions, responsibilities
and significant concurrent positions
April 2001
July 2010
June 20123

Michimasa Masuda(August 16, 1977)[Reappointed]

Joined the Company
General Manager of Accounting Department
Director, General Manager of Accounting
Department
June 2015
Director, Management Corporate Officer,
General Manager of Accounting Department
and in charge of IT promotion
April 2017
Director, Management Corporate Officer,
Deputy General Manager of Administration
Division and General Manager of
Accounting Department
April 2019
Director, Management Corporate Officer,
Deputy General Manager of Administration
Division and General Manager of
Accounting Department and Energy
Business Development Department
November 2019 Director, Management Corporate Officer,
Deputy General Manager of Administration
Division and General Manager of Energy
Business Development Department
June 2021
Director, Management Corporate Officer,
General Manager of Energy Business
Development Department (to the present)

Number ofshares of theCompany held

48,037
shares[Significant concurrent position]
President and Representative Director, SANIXSUNLIGHT ELECTRIC INC.
[Reasons for nomination as a candidate for Director]
Since assuming office as Director, Mr. Michimasa Masuda has been responsible for thefinance/accounting division and the formulation of the Company’s financial strategies, as well as theformulation and promotion of strategies for the entire Group. He assumed the office of General Manager
of Energy Business Development Department in 2019, and has been developing and promoting a wide
range of energy-related businesses in collaboration with other companies while utilizing the foundationof the new electric power business division. The Company believes that he is a person that is able tocontinue to contribute to sustainable growth of the Group and enhancement of its corporate value overthe medium to long term, and thus nominated him again as a candidate for Director.

9

No.

Name
(Date of birth)

Career summary, positions, responsibilities
and significant concurrent positions

Number ofshares of theCompany held

Joined NISHI-NIPPON SOGO BANK, LTD.
(currently THE NISHI-NIPPON CITY
BANK, LTD.)
June 2005
Executive Officer, General Manager of
Hakata Branch and Fukuoka-Chuo Block
October 2006
Executive Officer, General Manager of
Chikugo Area Division
March 2008
Seconded to the Company, Advisor
June 2008
Management Director, in charge of businessstrategy, the Company
October 2008
Management Director, in charge of businessstrategy and General Manager ofEnvironmental Resources Development
36,784
DivisionsharesJune 2010
Management Director, General Manager ofSpecial Sales Department, HS Business
Division
Kenji Kaneko
September 2011 Management Director, in charge of
4(October 2, 1951)
Administration Division
April
2017
Director, Management Corporate Officer,[Reappointed]
Deputy General Manager of SE/HS/ES
Business Control Division and General
Manager of Special Sales Department
April 2021
Director, Management Corporate Officer,
Deputy General Manager of SE/HS/ES
Business Control Division and General
Manager of Corporate Sales Department (tothe present)[Reasons for nomination as a candidate for Director]
Mr. Kenji Kaneko has a high level of experience in management strategy and finance cultivated atfinancial institutions. In addition, since joining the Company in 2008, he has played a central role in the
management of the Company as a Director, and possesses experience, achievements, and insight related
to the overall business. Having been responsible for the sales division since 2017, he has been making
efforts to strengthen relationships with business partners and driving the sales performance of theCompany. The Company believes that he is able to continue to contribute to further expansion of thebusiness of the Company, and thus nominated him again as a candidate for Director.
April 1970

10

No.

Name
(Date of birth)

Career summary, positions, responsibilities
and significant concurrent positions

Number ofshares of theCompany held

April 1996
June 2013

Joined the Company
General Manager of Sales Promotion
Department and Administration Department,
HS Business Division
November 2013 Assigned to Head Office, seconded toAdministration Department, SANIXENGINEERING INC.
April 2014
Corporate Officer, General Manager of
Administration Department, West Japan SE
Business Division, the Company
October 2016
Corporate Officer, Deputy General Manager
9,889
of West Japan SE Business Division andsharesGeneral Manager of Administration
Department
5
April 2017Management Corporate Officer, Deputy
Koichi Mizukawa
General Manager of SE/HS/ES Business(July 15, 1973)
Control Division and General Manager of SE
Business Division[Reappointed]
June 2017
Director, Management Corporate Officer,
Deputy General Manager of SE/HS/ES
Business Control Division and General
Manager of SE Business Division (to thepresent)[Reasons for nomination as a candidate for Director]
Since joining the Company, Mr. Koichi Mizukawa has served primarily in the sales administration
division. Having been responsible for sales promotion and administration in the HS and SE businessdivisions, he possesses a wealth of experience, achievements, and insight. The Company believes that heis able to continue to work to further strengthen the administration and operation of the sales strategies of
the Company, and thus nominated him again as a candidate for Director.
November 2000 Joined the Company
October 2015
General Manager of Shikoku Area Division,West Japan SE Business Division andGeneral Manager of Shikoku Area Division,
HS Business Division
January 2016
General Manager of Sales Promotion
Department, HS Business Division
6,039
May 2016
Management Corporate Officer, GeneralsharesManager of HS Business Division
June 2017
Director, Management Corporate Officer,
Kazuyuki Tabata
6
General Manager of HS Business Division(April 5, 1973)(to the present)[Reappointed][Reasons for nomination as a candidate for Director]
Since joining the Company, Mr. Kazuyuki Tabata has served primarily in the sales division. Having been
responsible for promoting sales in and supervising the HS business division, he possesses a wealth ofexperience, achievements, and insight related to sales activities. The Company believes that he is able tocontinue to utilize his knowledge and experience to contribute to further expansion of the business of theCompany, and thus nominated him again as a candidate for Director.

11

No.

Name
(Date of birth)

Career summary, positions, responsibilities
and significant concurrent positions

Number ofshares of theCompany held

August 1999
Joined the Company
December 2009 General Manager of Administration
Department, Environmental Resources
Development Division
April 2016
Corporate Officer, General Manager ofEnvironmental Resources Development
Division and Administration Department
June 2016
Management Corporate Officer, General
Manager of Environmental Resources
Development Division
June 2017
Director, Management Corporate Officer,
General Manager of Environmental
Resources Development Division and
Administration Department
October 2017
Director, Management Corporate Officer,
9,669
General Manager of Environmental
sharesResources Development Division
May 2019
Director, Management Corporate Officer,
GeneralManager of Environmental
Hideki Takei
7
Resources
Development Division,(July 21, 1970)
Operation/Safety Department and Organic
Wastewater Business Department[Reappointed]
April 2021
Director, Management Corporate Officer,
General Manager of Environmental
Resources Development Division andOrganic Wastewater Business Department
April 2022
Director, Management Corporate Officer,
General Manager of Environmental
Resources Development Division andResource Recycling Business Department (tothe present)[Reasons for nomination as a candidate for Director]
Since joining the Company, Mr. Hideki Takei has been responsible for managing and supervising
primarily the environmental resources development division and possesses a high level of expertise anda wide range of knowledge in the resource circulation business. The Company believes that he is able tocontinue to contribute to further expansion of the business of the Company, by utilizing his knowledge
and experience to strive for promoting sales and strengthening management systems, and thus nominatedhim again as a candidate for Director.

12

No.

8

Name
(Date of birth)

Career summary, positions, responsibilities
and significant concurrent positions

Tetsuo Takaki(July 15, 1950)

April 1974
Joined OBAYASHI CORPORATION
September 1979 Joined Takaki Komuten Co., Ltd., Director
August 2003
Joined Joe Corporation Takaki, Director
July 2006
Joined the Company, Advisor, HS Business
DivisionJanuary 2007
Advisor of Engineering Department
January 2012
Transferred to SANIX ENGINEERING
INC., Director
November 2017 Transferred to the Company, Advisor ofEngineering Department
June 2020
Director, in charge of construction work
(to the present)

Number ofshares of theCompany held

3,656
shares[Reappointed][Reasons for nomination as a candidate for Director]
Mr. Tetsuo Takaki possesses a wealth of experience and a high level of insight cultivated as a director of
construction companies. Since assuming the office of Director of the Company, he has made appropriate
proposals and advice for promoting and strengthening the construction management systems andcompliance through the execution of construction work. The Company believes that he is able tocontribute to strengthening the business management responsibility systems in the construction businessof the Company, and thus nominated him again as a candidate for Director.
April 1989
Joined THE NISHI-NIPPON BANK, LTD.
(currently THE NISHI-NIPPON CITY
BANK, LTD.)
April 2020
General Manager of Nishishinmachi Branchand Fukuoka West Block
April 2022
Joined the Company, General Manager
assigned to Head Office (to the present)0
shares9Motoi Inoue(January 1, 1967)[Newly appointed][Reasons for nomination as a candidate for Director]
Mr. Motoi Inoue has a wealth of experience in the sales division of a financial institution, and hepossesses a high level of knowledge concerning finance. The Company believes that he is a person thatis able to contribute to sustainable growth of the Company and enhancement of its corporate value overthe medium to long term by utilizing this experience and knowledge in the management of the Company,
and thus nominated him as a candidate for Director.
Notes:
1. There are no special interests between any of the candidates and the Company.
2. The number of shares of the Company’s common stock held by the candidates for reappointment include
the number of equity shares held under the name of the Officers’ Shareholding Association.
3. The Company has entered into a directors and officers liability insurance (D&O Insurance) contract
provided for in Article 430-3, Paragraph 1 of the Companies Act that insures each candidate for Director
with an insurance company. The insurance contract covers any damages that may result from the insured
Directors being liable for the performance of their duties or being subject to a claim for the pursuit of suchliability. However, there are certain exemptions; for example, damages caused as a result of any conduct
committed while knowing that the conduct is in violation of laws and regulations shall not be covered. The
insurance premiums are partially paid by the Company and each Director. If the election of the candidates
is approved, the insurance contract will be renewed during their term of office.

13