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 6, 2024
To our shareholders:Naoki Shirakawa
Representative Director and President
ARIAKE JAPAN Co., Ltd.
3-2-17 Ebisu-Minami, Shibuya-ku, Tokyo

Notice of the 46th Annual General Meeting of Shareholders
You are cordially invited to attend the 46th Annual General Meeting of Shareholders of ARIAKE JAPAN Co., Ltd.
(the “Company”). The meeting shall be held as mentioned below.
In convening this General Meeting of Shareholders, the Company has taken measures for providing information that
constitutes the content of reference documents for the general meeting of shareholders, etc. (items for which measuresfor providing information in electronic format are to be taken) in electronic format, and has posted the information
on each of the following websites. Please access any of the websites to view the information.
The Company’s website:
URL: https://www.ariakejapan.com/ja/ir.html (in Japanese)(From the above website, select “IR News,” and then “General Shareholders’ Meeting.”)
Website for posted informational materials for the general meeting of shareholders:
URL: https://d.sokai.jp/2815/teiji/ (in Japanese)
In addition to posting items subject to measures for electronic provision on the website above, the Company also
posts this information on the website of the Tokyo Stock Exchange (TSE).
TSE website (Listed Company Search):
URL: https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show (in Japanese)(Access the TSE website by using the internet address shown above, enter “ARIAKE” in “Issue name (company
name)” or the Company’s securities code “2815” in “Code,” and click “Search.” Then, click “Basic information”
and select “Documents for public inspection/PR information.” Under “Filed information available for public
inspection,” click “Click here for access” under “[Notice of General Shareholders Meeting /Informational Materials
for a General Shareholders Meeting].”)If you are unable to attend the meeting, you may exercise your voting rights via the internet, etc. or in writing (viapostal mail). Please review the Reference Documents for the General Meeting of Shareholders, and exercise yourvoting rights no later than 5:00 p.m. (JST) on Thursday, June 20, 2024. If you exercise your voting rights via theinternet, etc., please access the Company’s designated website for exercising voting rights (in Japanese) (URL:
https://evote.tr.mufg.jp), use the Voting Rights Exercise Code and Password displayed on the voting form sent out
with this notice, and follow the on-screen guidance to indicate whether you are “for” or “against” each proposal by
the above deadline for exercising voting rights. When exercising your voting rights via the internet, etc., please check“Guidance for Exercising Voting Rights via the Internet, Etc.” (in Japanese only). Upon exercise of your voting rights
in writing, please review the Reference Documents for the General Meeting of Shareholders, indicate “for” or“against” for each proposal on the voting form sent with this notice, and return it to us by postal mail so it will bereceived by us no later than 5:00 p.m. (JST) on Thursday, June 20, 2024.

-1-1. Date and Time: Friday, June 21, 2024, 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 46th fiscal year
(From April 1, 2023, to March 31, 2024)
2. The Non-Consolidated Financial Statements for the 46th fiscal year (From April 1, 2023, to March 31, 2024)
Matters to be resolved:
Proposal No. 1
Appropriation of Surplus
Proposal No. 2
Election of Six Directors (Excluding Directors Who Are Audit and Supervisory
Committee Members)
Proposal No. 3
Election of One Director Who Is an Audit and Supervisory Committee Member
Proposal No. 4
Payment of Bonuses to Officers
Proposal No. 5
Payment of Retirement Benefits for Retiring Directors
4. Matters prescribed for convocation(1) If you exercise your voting rights in writing (via postal mail) and have indicated neither “for” nor “against”
a proposal on the voting form, it will be treated as an indication “for” the proposal.
(2) If you exercise your voting rights via the internet multiple times, the last vote will be treated as valid.
(3) If you exercise your voting rights both via the internet and in writing (via postal mail), regardless of whenthe votes are received, the vote via the internet will be treated as valid.
(4) If your voting rights are to be exercised by proxy, one other shareholder with voting rights may attend theGeneral Meeting of Shareholders in person as your proxy. However, the proxy must present a document
evidencing the authority of proxy.

- Please submit the voting form at the reception desk of the venue on the day of the meeting.
- If revisions to the items subject to measures for electronic provision arise, a notice of the revisions and the details of the items before
and after the revisions will be posted on the aforementioned websites and the TSE website.
- Paper-based documents stating items subject to measures for electronic provision are sent to shareholders who have requested thedelivery of paper-based documents, however those documents do not include the following items in accordance with the provisionsof laws and regulations and Article 15 of the Company’s Articles of Incorporation.
(i) “System to ensure properness of business and status of operation of the system” in the Business Report(ii) “Consolidated Statement of Changes in Equity” and “Notes to Consolidated Financial Documents”(iii) “Non-Consolidated Statement of Changes in Equity” and “Notes to Non-Consolidated Financial Documents”
Accordingly, the Business Report, Consolidated Financial Statements, and Non-consolidated Financial Statements included in these
paper-based documents comprise a part of the documents audited by the Financial Auditor in preparing the financial audit report andthe Audit and Supervisory Committee in preparing the audit report.
Note that, for this general meeting of shareholders, paper-based documents stating items subject to measures for electronic provision,
excluding the above items, are delivered to all shareholders regardless of whether they have made a request for delivery of such
documents.
Thank you for your understanding.

-2-

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 under review
and future business development, and it proposes to pay year-end dividends for the 46th fiscal year as follows:(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 ¥90 per common share of the Company.
In this event, the total dividends will be ¥2,866,403,610.
(iii) Effective date of dividend of surplus
The effective date of dividends will be June 24, 2024.

-3-

Proposal No. 2

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

The terms of office of all seven current Directors (excluding Directors who are Audit and Supervisory Committee
Members; applicable to the rest of this proposal) will expire at the conclusion of this meeting. Therefore, theCompany proposes the reelection of six Directors.
As for this proposal, the Audit and Supervisory Committee has judged that all the candidates for Director are eligible.
The candidates for Director are as follows:
Candidate
No.

Name

Positions in the Company

1

Naoki Shirakawa

Representative Director and President

Reelection

2

Katsutoshi Iwaki

Representative Director and Executive Vice President

Reelection

3

Masahiko Kameoka

4

Kouichi Matsumoto

5

Kouji Iwaki

6

Takahiko Sasaki

Senior Managing Director and General Manager of Sales
Department
Director and General Manager of Accounting Department andAdministration Department
Director and General Manager of Sales Department

Reelection
Reelection
Reelection
Reelection
OutsideIndependent

Reelection: Candidate for Director to be reelected
Outside: Candidate for Outside Director
Independent: Candidate for Independent Director-4-Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company(Significant concurrent positions outside the Company)
Apr. 1981
Apr. 1998

1

Number of theCompany’s shares
ownedJoined Ariake Shokuhin Kako Co., Ltd.
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 of Technological
Development Department
Reelection
June 2015
Managing Director and General Manager of
9,910 sharesTechnological Development Department
Naoki Shirakawa(February 28, 1957)
Oct. 2015
Managing Director and General Manager of
Production Department
Apr. 2021
Representative Director and President of theCompany (current position)
Oct. 2023
Director and President of PT. Ariake Europe
Indonesia (current position)
Oct. 2023
President of Taiwan Ariake Foods Co., Ltd.
(current position)(Significant concurrent positions outside the Company)
Director and President of PT. Ariake Europe Indonesia
President of Taiwan Ariake Foods Co., Ltd.
<Reasons for nomination as candidate for Director>
As Representative Director of the Company, he has worked to improve corporate value and has been responsible for the
production division and the technological development division of the Company over a long period of time and has
been promoting efforts for creating new value making use of the technologies of the Group, improvement of
productivity, and safety and security. Therefore, the Company judges that he conforms to the selection policy of theCompany and nominated him for another term as a candidate for Director.

-5-Candidate
No.

Name
(Date of birth)

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

2

Number of theCompany’s shares
ownedJoined 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 Hanbai
Co., Ltd.)
June 2001
Director, General Manager of Administration
Department, and General Manager of Osaka
BranchReelection
May 2002
Senior Managing Director
80,095 shares
June 2003
President of Qingdao Ariake Foodstuff Co.,
Katsutoshi Iwaki
Ltd.
(June 23, 1948)
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 Internal Control
Office of the Company (current position)
Mar. 2016
Director and President of PT. Ariake Europe
Indonesia
Apr. 2019
Director of Henningsen Nederland B. V.
<Reasons for nomination as candidate for Director>
As Representative Director of the Company, he has been promoting corporate management and striving to enhance
corporate value, playing an important role making use of his wide-ranging knowledge about management. Therefore,
the Company judges that he conforms to the selection policy of the Company and nominated him for another term as a
candidate for Director.

-6-

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company(Significant concurrent positions outside the Company)
Apr. 1980

3

Number of theCompany’s shares
ownedJoined ITOCHU Corporation, and assigned to
Machinery Team, China Office
Apr. 2008
General Manager of Food Products Marketing& Distribution Department
Apr. 2011
Chief Operating Officer of Food Products
Marketing & Distribution Division
Apr. 2012
Executive Officer and Chief Operating Officer
of Food Products Marketing & Distribution
Division
Apr. 2013
Executive Officer, Executive Vice President ofFood Company, and Chief Operating Officer ofFood Products Marketing & Distribution
Division
Apr. 2014
Executive Officer, Executive Vice President ofFood Company, and General Manager of China
Business Development Department
Apr. 2015
Seconded to NIPPON ACCESS, INC.
Reelection
Senior Managing Executive Officer and300 shares
Masahiko Kameoka
Executive Manager of East Japan Business(January 1, 1958)
Division
June 2015
Director and Senior Managing Executive
Officer, Executive Manager of East Japan
Business Division, and General Manager ofKanto Business Area
Apr. 2016
Director and Senior Managing Executive
Officer, Executive Manager of East Japan
Business Division, and General Manager ofKanto Business Area
Apr. 2017
Director and Senior Managing Executive
Officer, and Executive Manager of East Japan
Business Division
Apr. 2021
Director and Senior Managing Executive
Officer, and Executive Manager of NationWide Business Division
June 2023
Joined the Company
Senior Managing Director (current position)<Reasons for nomination as candidate for Director>
He has many years of sales experience in the food industry and expert knowledge, and based on his experience andperformance record to date he is a suitable appointee for promoting the Company’s medium- to long-term management
plan going forward. Therefore, the Company judges that he conforms to the selection policy of the Company andnominated him as a candidate for Director.

-7-

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company(Significant concurrent positions outside the Company)
Feb. 1979
Apr. 2001

4

5

Number of theCompany’s shares
ownedJoined Ariake Shokuhin Kako Co., Ltd.
General Manager of Accounting Department of
the Company
June 2007
Director and General Manager of Accounting
Department and Administration Department(current position)
Reelection
Jan. 2014
Audit & Supervisory Board Member of
20,217 shares
Qingdao Ariake Foodstuff Co., Ltd. (current
Kouichi Matsumoto
position)(March 30, 1958)
Apr. 2015
Audit & Supervisory Board Member of Taiwan
Ariake Foods Co., Ltd. (current position)
Mar. 2016
Audit & Supervisory Board Member of PT.
Ariake Europe Indonesia (current position)
Nov. 2021
Audit & Supervisory Board Member of Rizhao
Ariake Foodstuff Co., Ltd. (current position)<Reasons for nomination as candidate for Director>
As Director of the Company, he has experience, track record, and insight in financial and business management, and issuitable for reinforcement of global management of the Company. Therefore, the Company judges that he conforms to
the selection policy of the Company and nominated him for another term as a candidate for Director.
Feb. 1998
Joined Ariake Shokuhin Kako Hanbai Co., Ltd.
Apr. 2001
Joined the Company (Due to the merger anddissolution of Ariake Shokuhin Kako Hanbai
Co., Ltd.)
July 2013
General Manager of Tokyo Sales Department 2
June 2015
Executive Officer and General Manager ofReelection
Tokyo Sales Department 2
482 shares
Sept. 2016
Executive Officer and General Manager ofKouji Iwaki
Osaka Branch(February 18, 1965)
Apr. 2018
Executive Officer and General Manager ofGeneral Affairs Department
June 2018
Director and General Manager of General
Affairs Department
Oct. 2021
Director and General Manager of Sales
Department (current position)<Reasons for nomination as candidate for Director>
His long-term experience and track record in charge of the sales division make him the right person to promote themedium- to long-term management plan. Therefore, the Company judges that he conforms to the selection policy of theCompany and nominated him for another term as a candidate for Director.

-8-

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company(Significant concurrent positions outside the Company)
Apr. 1983

6

Notes:

1.

2.
3.
4.

Number of theCompany’s shares
ownedJoined Nitto Electric Industrial Co., Ltd.
(currently Nitto Denko Corporation), andserved at Overseas Business Division
Aug. 1986
Product Manager of New York of Nitto Denko
America, Inc.
May 1991
Semiconductor Business Division of Nitto
Denko Corporation
Apr. 1996
Joined Senshoku Keizai Shimbun Co., Ltd.,Manager in charge of New Business
Reelection
Development
OutsideAug. 1999
Senior Consultant of Sanwa Research Institute
Independent
Corp. (currently Mitsubishi UFJ Research and0 shares
Consulting Co., Ltd.)
Takahiko Sasaki
July 2015
Principal of Mitsubishi UFJ Research and(June 13, 1959)
Consulting Co., Ltd.
July 2019
Established Sasaki Business & Lifestyle
Consulting Co., Ltd., and serves as Principal(current position)
June 2023
Outside Director of the Company (current
position)(Significant concurrent positions outside the Company)
Visiting Researcher of Institute for Transnational Human
Resource Management, Waseda University<Reasons for nomination as candidate for Outside Director and outline of expected roles, etc.>
His wide-ranging knowledge as a management consultant makes him a suitable appointee for strengthening the fields oforganization building and human resource development from a human capital perspective. Therefore, the Company
judges that he conforms to the selection policy of the Company and nominated him as a candidate for Outside Director.
In the previous fiscal year, the Company entered into a consulting contract for human resource training services with
Sasaki Business & Lifestyle Consulting Co., Ltd., where Takahiko Sasaki serves as principal. However, Mr. Sasaki isconsidered to satisfy the criteria for the independence of Outside Directors as stipulated by the Company as the amountof remuneration was immaterial. Moreover, at present there is no particular interest relationship between him and theCompany because the aforementioned consulting contract has ended.
Takahiko Sasaki is a candidate for Outside Director.
Takahiko Sasaki satisfies the requirements for an independent officer pursuant to the regulations of the Tokyo Stock
Exchange and will be appointed as an independent officer if he is elected.
The Company has entered into a directors and officers liability insurance policy as provided for in Article 430-3, paragraph(1) of the Companies Act with an insurance company. The scope of the insured under the insurance policy is Directors of
the Company, and insurance premiums are not borne by the insured. The insurance policy provides compensation for
liability damages of the insured.

-9-

Proposal No. 3

Election of One Director Who Is an Audit and Supervisory Committee Member

Out of four Directors who are Audit and Supervisory Committee Members, the term of office of one Director (Seishi
Hoshino) will expire at the conclusion of this meeting. Therefore, the Company proposes the election of one Director
who is an Audit and Supervisory Committee Member.
In addition, the consent of the Audit and Supervisory Committee has been obtained for this proposal.
The candidate for Director who is Audit and Supervisory Committee Member is as follows:
Reelection: Candidate for Director to be reelected
Outside: Candidate for Outside Director
Independent: Independent officer under the provisions of the stock exchange
Name(Date of birth)

Career summary, positions and responsibilities in the Company(Significant concurrent positions outside the Company)
Oct. 2000

Number of theCompany’s shares
ownedJoined Chuo Aoyama Audit Corporation (Misuzu Audit
Corporation)
Apr. 2004
Passed the third round of Certified Public Accountant
Examination
July 2007
Joined Kumamoto Audit Corporation
Reelection
July 2007
Established Hoshino Certified Public Accountant Office andOutsideserves as Director (current position)
Independent
0 shares
July 2008
Consultant to the Company on internal control operations
Seishi Hoshino(current position)(July 23, 1972)
July 2010
Appointed as a partner of Kumamoto Audit Corporation
July 2020
Managing Partner of Kumamoto Audit Corporation (current
position)
June 2022
Outside Director [Audit and Supervisory Committee
Member] of the Company (current position)<Reasons for nomination as candidate for Outside Director and outline of expected roles, etc.>
Seishi Hoshino is a certified public accountant with extensive knowledge and experience in the fields of finance and accounting, andis familiar with the Companies Act and the Financial Instruments and Exchange Act. Therefore, the Company nominated him as a
candidate for appointment as a person necessary for appropriate corporate auditing.
Notes: 1. There is a consulting agreement entered into between Hoshino Certified Public Accountant Office, where Seishi Hoshino
serves as Director, and the Company regarding internal control operations. However, Mr. Hoshino is considered to satisfy
the criteria for the independence of Outside Directors as stipulated by the Company as the amount of remuneration isimmaterial.
2. Seishi Hoshino is a candidate for Outside Director.
3. Seishi Hoshino satisfies the requirements for an independent officer pursuant to the regulations of the Tokyo Stock
Exchange and will be appointed as an independent officer if he is elected.
4. If this proposal is approved, the Company plans to enter into an agreement with Seishi Hoshino to limit his liability fordamages under Article 423, paragraph (1) of the Companies Act, pursuant to Article 427, paragraph (1) of the same Act.
The maximum amount of the liability for damages under the agreement shall be the higher of ¥5 million, or the minimum
liability amount as provided for in Article 425, paragraph (1) of the Companies Act.

- 10 -

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 the fiscal
year under review, the Company proposes to pay bonuses totaling ¥61.2 million to the seven Directors (excluding
the three Outside Directors who are Audit and Supervisory Committee Members and one Outside Director) in office
as of the end of the fiscal year under review.
This amount is broken down into ¥54.2 million for six Directors excluding Directors who are Audit and Supervisory
Committee Members and ¥7.0 million for one Full-time Director who is an Audit and Supervisory Committee
Member.
The Company proposes that the determination of the amount paid to each Director (excluding Directors who are
Audit and Supervisory Committee Members) be delegated to the Board of Directors.
In addition, the policy for determining the details of remuneration, etc. for individual Directors of the Company isdescribed on page 25 of the Business Report (in Japanese only).
The Company has deemed this proposal as appropriate as it was decided by the Board of Directors while giving
general consideration to company performance, the results of the departments of which each Director is in charge,
etc. In addition, the Audit and Supervisory Committee has neither made any comment nor raised any objection during
and after its review.

- 11 -

Proposal No. 5

Payment of Retirement Benefits for Retiring Directors

To reward Tomoki Tagawa, who will retire upon expiry of his term of office at the conclusion of this meeting, andMorihiro Kimura, who will resign as Full-time Director who is an Audit and Supervisory Committee Member, fortheir services during their terms of office, the Company proposes to pay retirement benefits in accordance with thestandards prescribed by the Company to them.
The Company proposes that the determination of the exact amount, the timing and means of payment of the retirement
benefit to be delegated to the Board of Directors.
The policy for determining the details of remuneration, etc. for individual Directors of the Company is described on
page 25 of the Business Report (Japanese only).

- 12 -

[Reference] Skills Matrix of Directors of the Company
If Proposal No. 2 and Proposal No. 3 are approved and adopted at this meeting, the composition of Directors andtheir expertise will be as follows:
Manufac-Name ofDirector

Positions in the
Company

Corporate

turing/management Technology

Sales andmarketingGlobalFinance/Accounting

R&D

1

2

3

4
5

6

7

8

9

Naoki
Shirakawa
Katsutoshi
Iwaki
MasahikoKameoka
KouichiMatsumoto
Kouji
Iwaki
Takeyoshi
Ohno

Toru
NishikiSeishi
HoshinoTakahiko
Sasaki

Representative
Directorand President
Representative
Directorand Executive Vice
President〇〇〇

Senior Managing
Director〇〇

Director〇

Director

〇

〇

〇

〇

〇

〇

〇

〇

〇

〇

〇

〇

〇

〇

〇

- 13 -

IT/DX〇

Outside Director
Audit and Supervisory
Committee Member
Independent Director
Director
Outside Director
Independent Director/Legal affairs

Personnel/Labor affairs〇〇

Outside Director
Audit and Supervisory
Committee Member
Independent Director
Outside Director
Audit and Supervisory
Committee Member
Independent Director

Riskmanagement〇〇〇