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: 2815
June 8, 2017
To our shareholders:
Tomoki Tagawa
Representative Director and President
ARIAKE JAPAN Co., Ltd.
3-2-17 Ebisu-Minami, Shibuya-ku, Tokyo

Notice of the 39th Annual General Meeting of Shareholders
You are cordially invited to attend the 39th Annual General Meeting of Shareholders of ARIAKE JAPAN Co., Ltd.
(the “Company”). The meeting shall be held as mentioned below.
If you are unable to attend the meeting, you may exercise your voting rights in writing. Please review the attached
Reference Documents for the General Meeting of Shareholders, indicate “for” or “against” for each proposal on theenclosed voting form, and return it to us by postal mail so it will be received by us no later than 5:00 p.m. (JST) on
Thursday, June 22, 2017.
1. Date and Time: Friday, June 23, 2017, at 10:00 a.m. (JST)
2. Venue:
No. 2 Kyushu Plant of the Company
1572-21, Kouramen Aza Kourahama, Saza-cho, Kita-Matsuura-gun, Nagasaki
3. Purpose of the Meeting
Matters to be reported:
1. The Business Report and the Consolidated Financial Statements, and auditing results of the Consolidated
Financial Statements by Financial Auditors and Audit and Supervisory Committee for the 39th fiscal year
(From April 1, 2016 to March 31, 2017).
2. The Non-Consolidated Financial Statements for the 39th fiscal year (From April 1, 2016 to March 31,2017)
Matters to be resolved:
Proposal No. 1
Appropriation of Surplus
Proposal No. 2
Election of Five Directors (Excluding Directors Who Are Audit and Supervisory
Committee Members)
Proposal No. 3
Election of Three Directors Who Are Audit and Supervisory Committee Members
Proposal No. 4
Payment of Bonuses to Officers---

Please submit the enclosed voting form at the reception desk of the venue on the day of the meeting. Please note that unless thecircumstances are exceptional, non-shareholders such as proxies, people accompanying shareholders will not be permitted to attend
the General Meeting of Shareholders.
Any changes in the Reference Documents for the General Meeting of Shareholders and the Business Report, the Non-Consolidated
Financial Statements, or the Consolidated Financial Report will be posted on the Company’s website.
In compliance with laws and regulations, and Article 15 of Articles of Incorporation, the Company has posted the following items
from the attached documents on its website. The said items are not provided with this notice. Please note that the Consolidated
Financial Statements audited by Financial Auditors and Audit and Supervisory Committee and the Non-Consolidated Financial
Statements consist of the items that are enclosed with the Japanese version of this notice as well as the following items posted on
the Company’s website:(i) Notes to Consolidated Financial Statements(ii) Notes to Non-Consolidated Financial Statements
Company’s website: http://www.ariakejapan.com- 1 -Reference Documents for the General Meeting of Shareholders
Proposal No. 1

Appropriation of Surplus

The Company proposes the appropriation of surplus as follows:
Year-end dividends
The Company has given consideration to matters including the business performance of the fiscal year underreview and future business development, and it proposes to pay year-end dividends for the 39th fiscal year asfollows:(i) Type of dividend property
To be paid in cash.
(ii) Allotment of dividend property and their aggregate amountThe Company proposes to pay a dividend of ¥40 per common share of the Company.
In this event, the total dividends will be ¥1,272,921,200.
(iii) Effective date of dividend of surplus
The effective date of dividends will be June 26, 2017.

- 2 -Proposal No. 2

Election of Five Directors (Excluding Directors Who Are Audit and Supervisory CommitteeMembers)

The terms of office of all five Directors (excluding Directors who are Audit and Supervisory Committee Members)
will expire at the conclusion of this meeting. The Company, therefore, requests to elect five Directors (excluding
Directors who are Audit and Supervisory Committee Members).
In addition, the Audit and Supervisory Committee has neither made any comment nor raised any objection for this
proposal during and after its review.
The candidates for Director (excluding Directors who are Audit and Supervisory Committee Members) are as
follows:
CandidateNo.

Name(Date of birth)

Career summary, positions and responsibilities in the Company(Significant concurrent positions outside the Company)
Mar. 1976
June 1991

Reelection
1Tomoki Tagawa(January 28, 1954)

Joined Ariake Shokuhin Kako Co., Ltd.
Director and General Manager of Production
Department 2 of the Company
July 1993
Director and General Manager of Kyushu Plant
Technological Development Department
June 1999
Managing Director, General Manager ofKyushu Plant, and General Manager of Kyushu
Plant Technological Development Department
May 2002
Senior Managing Director, General Manager ofNo. 2 Kyushu Plant, General Manager ofTechnological Development Department, andGeneral Manager of General Affairs
Department
Mar. 2003
Director of F. P. Natural Ingredients S. A. S.
Jan. 2004
Director of Ariake Europe N. V. (currentposition)
Feb. 2004
Director and President of ARIAKE U. S. A.,
Inc.
June 2005
Executive Vice President of the Company
Jan. 2007
President of Qingdao Ariake Foodstuff Co.,Ltd.
May 2007
President of Taiwan Ariake Foods Co., Ltd.
(current position)
June 2007
Representative Director and President of theCompany (current position)
Jan. 2011
Director and President of F. P. Natural
Ingredients SAS (current position)
Nov. 2013
Director and President of Henningsen
Nederland B. V.
June 2016
Director of Henningsen Nederland B. V.
(current position)(Significant concurrent positions outside the Company)President of Taiwan Ariake Foods Co., Ltd.
Director and President of F. P. Natural Ingredients S. A. S.

Number of theCompany’s shares
owned- 3 -33,928 shares

CandidateNo.

Name(Date of birth)

Career summary, positions and responsibilities in the Company(Significant concurrent positions outside the Company)
Mar. 1977
June 1991

Reelection
2

Katsutoshi Iwaki(June 23, 1948)

Reelection
3

Naoki Shirakawa(February 28, 1957)

Joined Ariake Shokuhin Kako Co., Ltd.
Senior Managing Director and General
Manager of Internal Audit Office of theCompany
July 1999
Director and President of Ariake Shokuhin
Kako Hanbai Co., Ltd.
Apr. 2001
Joined the Company (Due to the merger anddissolution of Ariake Shokuhin Kako HanbaiCo., Ltd.)
June 2001
Director, General Manager of Administration
Department, and General Manager of Osaka
Branch of the Company
May 2002
Senior Managing Director
June 2003
President of Qingdao Ariake Foodstuff Co.,Ltd.
June 2005
Senior Managing Director and General
Manager of Sales Department of the Company
June 2008
Senior Managing Director and General
Manager of Internal Control OfficeFeb. 2010
President of Qingdao Ariake Foodstuff Co.,Ltd.
June 2014
Representative Director and Executive Vice
President, General Manager of Overseas
Affiliates-managed and Internal Control Officeof the Company (current position)
Mar. 2016
Director and President of PT. Ariake Europe
Indonesia (current position)(Significant concurrent positions outside the Company)
Director and President of PT. Ariake Europe Indonesia
Apr. 1981
Joined Ariake Shokuhin Kako Co., Ltd.
Apr. 1998
General Manager of Kyushu Plant Quality
Control Department of the Company
Mar. 1999
General Manager of Kyushu Plant Production
Department
June 1999
Director and General Manager of Kyushu Plant
Production Department
June 2001
Director and General Manager of No. 2 Kyushu
Plant Production Department
May 2006
Director and General Manager ofTechnological Development Department
June 2015
Managing Director and General Manager ofTechnological Development Department
Oct. 2015
Managing Director and General Manager of
Production Department (current position)

Number of theCompany’s shares
owned- 4 -90,095 shares

9,910 shares

Candidate
No.

Name(Date of birth)

Career summary, positions and responsibilities in the Company(Significant concurrent positions outside the Company)
Apr. 1988
Apr. 2001

4Reelection

Apr. 2006

Yoshikazu Uchida(April 19, 1960)

June 2007
Feb. 2011
June 2015
Feb. 1979
Apr. 2001
June 2007

Reelection
5Kouichi Matsumoto(March 30, 1958)

Jan. 2014Apr. 2015
Mar. 2016
Notes:

Joined Ariake Shokuhin Kako Hanbai Co., Ltd.
Joined the Company (Due to the merger anddissolution of Ariake Shokuhin Kako HanbaiCo., Ltd.)
General Manager of Tokyo Sales Department 1of the Company
Director and General Manager of Tokyo Sales
Department 1
Director and General Manager of Sales
Department
Managing Director and General Manager ofSales Department (current position)
Joined Ariake Shokuhin Kako Co., Ltd.
General Manager of Accounting Department ofthe Company
Director and General Manager of Accounting
Department and Administration Department(current position)
Audit & Supervisory Board Member of
Qingdao Ariake Foodstuff Co., Ltd. (currentposition)
Audit & Supervisory Board Member of Taiwan
Ariake Foods Co., Ltd. (current position)
Audit & Supervisory Board Member of PT.
Ariake Europe Indonesia (current position)

Number of theCompany’s shares
owned

1,512 shares

20,217 shares

1. Tomoki Tagawa concurrently serves as the Director and President of F. P. Natural Ingredients S. A. S., with whom theCompany has trade relations for transactions such as purchase of raw materials and merchandise, and loan of funds. Healso serves as President of Taiwan Ariake Foods Co., Ltd., with whom the Company has trade relations for transactions
such as purchase of raw materials and merchandise as well as sales of products and merchandise. He also serves as
Director of Ariake Europe N. V., with whom the Company has trade relations for transactions such as purchase of raw
materials and merchandise.
2. Katsutoshi Iwaki concurrently serves as Director and President of PT. Ariake Europe Indonesia.
3. There is no special interest between any other candidates and the Company.

- 5 -Proposal No. 3

Election of Three Directors Who Are Audit and Supervisory Committee Members

The terms of office of all three Directors who are Audit and Supervisory Committee Members will expire at theconclusion of this meeting. The Company, therefore, requests to elect three Directors who are Audit andSupervisory Committee Members.
In addition, the consent of the Audit and Supervisory Committee has been obtained for this proposal.
The candidates for Director who are Audit and Supervisory Committee Members are as follows:
Candidate
No.

Name(Date of Birth)

Reelection
1

Kenichi Isaka(February 17, 1931)

Reelection
2

Takeyoshi Ohno
(July 6, 1935)

Reelection
3

Notes:

Naoyoshi Takeshita(April 15, 1941)

Career summary, positions and responsibilities in the Company(Significant concurrent positions outside the Company)
Joined Nomura Securities Co., Ltd.
Director and Deputy President
Vice-President of Tokyo Stock Exchange, Inc.
Representative Director of HEIWA REALESTATE CO., LTD.
June 2003
Audit & Supervisory Board Member of theCompany
June 2015
Outside Director [Audit and Supervisory
Committee Member] (current position)
Apr. 1958
Joined The Mitsui Bank Limited (currently,Sumitomo Mitsui Banking Corporation)
June 1992
Representative Director and Senior Managing
Director
June 1996
Representative Director, President and CEO of
Sakura Institute of Research Inc. (currently,The Japan Research Institute, Limited)
Sept. 1999
Representative Director of Haru Consultants
Inc. (current position)
June 2003
Audit & Supervisory Board Member of theCompany
June 2015
Outside Director [Audit and Supervisory
Committee Member] (current position)(Significant concurrent positions outside the Company)
Representative Director of Haru Consultants Inc.
Apr. 1964
Joined The Sumitomo Bank Limited (currently,Sumitomo Mitsui Banking Corporation)
June 1989
DirectorApr. 1993
President & CEO of SB Investment
Management Co., Ltd.
Apr. 2001
Representative Director and Vice President ofRENOWN INCORPORATED
June 2006Audit & Supervisory Board Member of
FUJIMORI KOGYO CO., LTD.
June 2010
Audit & Supervisory Board Member of theCompany
June 2014
Outside Director of FUJIMORI KOGYO CO.,LTD. (current position)
June 2014
Outside Director of the Company
June 2015
Outside Director [Audit and Supervisory
Committee Member] (current position)

Number of theCompany’s shares
owned

Apr. 1953
Nov. 1983
July 1993
June 1999

0 shares0 shares

700 shares

1. There is no special interest between any of the candidates and the Company.
2. Kenichi Isaka, Takeyoshi Ohno and Naoyoshi Takeshita are candidates for outside Director.
3. The Company has nominated Kenichi Isaka as a candidate for outside Director because it was judged that his longexperience and extensive knowledge in handling matters related to finance and securities can be utilized to manage theCompany.
4. The Company has nominated Takeyoshi Ohno as a candidate for outside Director because it was judged that his longexperience and extensive knowledge in handling matters related to finance and economy can be utilized to manage theCompany.

- 6 -5. The Company has nominated Naoyoshi Takeshita as a candidate for outside Director because it was judged that his longexperience and extensive knowledge in handling matters related to finance and economy can be utilized to manage theCompany.
6. Kenichi Isaka, Takeyoshi Ohno and Naoyoshi Takeshita are currently outside Directors who are Audit and Supervisory
Committee Members of the Company, and their tenures as outside Directors will have been two years at the conclusionof this meeting. Please note that each of them has served in the past as an officer who is not a business executive (anAuditor) of the Company.
7. The Company has submitted notification to the Tokyo Stock Exchange that Kenichi Isaka, Takeyoshi Ohno andNaoyoshi Takeshita have been designated as independent officers pursuant to the regulations of the said Exchange, andthe Company plans for their appointment as independent officers to continue if they are reelected.
8. Pursuant to the provisions of Article 427, paragraph 1 of the Companies Act, the Company has entered into anagreement with Naoyoshi Takeshita to limit his liability for damages under Article 423, paragraph 1 of the Companies
Act, and if this proposal is approved, the Company plans to renew the agreement with him.
The maximum amount of the liability for damages under the agreement shall be the higher of ¥5 million, or theminimum liability amount as provided for in Article 425, paragraph 1 of the Companies Act.

- 7 -Proposal No. 4

Payment of Bonuses to Officers

Taking into account the factors such as the amounts paid in the past and the Company’s performance during thefiscal year under review, the Company proposes to pay bonuses totaling ¥51.84 million to the five Directors(excluding Directors who are Audit and Supervisory Committee Members) in office as of the end of the fiscal year
under review.
In addition, the Audit and Supervisory Committee has neither made any comment nor raised any objection for this
proposal during and after its review.

- 8 -