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: 7817
June 7, 2024
To our shareholders
Tomohiko Kimura
President and Chief Executive Officer
PARAMOUNT BED HOLDINGS CO., LTD.
2-14-5 Higashisuna, Koto-ku, Tokyo, JapanNOTICE OF THE 42ND ORDINARY GENERAL MEETING OF SHAREHOLDERS
The 42nd Ordinary General Meeting of Shareholders of PARAMOUNT BED HOLDINGS CO., LTD. (the“Company”) will be held as described below.
In convening this Shareholders’ General Meeting, the information that constitutes the content of reference documents
for the Shareholders’ General Meeting, etc. (matters subject to measures for electronic provision) is provided
electronically and is posted on the following websites online which shareholders may access to verify information.
The Company’s website posting the Notice of Ordinary General Meetings of Shareholders
https://www.paramountbed-hd.co.jp/ir/event/meeting (in Japanese)
Listed Company Search (Tokyo Stock Exchange)
https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show (in Japanese)(Access the TSE website, enter and search for “Paramount Bed” in “Issue name (company name)” or our securities
code (7817) in “Code” and click “Basic information,” then “Documents for public inspection/PR information,” then“Notice of General Shareholders Meeting /Informational Materials for a General Shareholders Meeting” to check.)Soukai Portal (Tokyo Securities Transfer Agent)
https://www.soukai-portal.net (in Japanese)(Scan the QR code on the enclosed Voting Form or enter your ID and default password.)* QR Code is a registered trademark of Denso Wave Inc.

Instead of attending the meeting in person, you may exercise your voting rights online or in writing (through themail). Please review the attached Reference Documents for the General Meeting of Shareholders and exercise yourvoting rights as described in the Guide for Exercise of Voting Rights (pages 3 to 4, in Japanese only) by 5:00 p.m.,
Wednesday, June 26, 2024 (Japan Standard Time).
1. Date and Time: Thursday, June 27, 2024 at 10:00 a.m.
(Reception opens at 9:00 a.m.)
2. Venue:
Head Office, Bldg. 2, 4F
2-14-5 Higashisuna, Koto-ku, Tokyo, Japan
3. Purposes:
Items to be reported:
1. Business Report and Consolidated Financial Statements for the 42nd term (from April 1, 2023 to March 31,2024), as well as the results of audit of the Consolidated Financial Statements by the Accounting Auditor
and the Audit and Supervisory Committee
2. Non-Consolidated Financial Statements for the 42nd term (from April 1, 2023 to March 31, 2024)
Items to be resolved:
Proposal 1:
Election of Five (5) Board Members (Excluding Board Members Who Are Audit andSupervisory Committee Members)
Proposal 2:
Election of Four (4) Board Members Who Are Audit and Supervisory Committee
Members-1-

4. Guide for Exercise of Voting Rights
Please refer to the Guide for Exercise of Voting Rights on page 3 (in Japanese only).
(1) Approval will be assumed if you exercise your voting rights using the voting form without indicating approval or disapproval foreach proposal.
(2) Your vote via the Internet will take precedence if you exercise your voting rights both via the Internet and by returning the voting
form by postal mail.
(3) Your final vote will take precedence if you exercise your voting rights via the Internet more than once.
(4) Information contained in the Reference Documents for the General Meeting of Shareholders (matters subject to measures forelectronic provision) shall be made available for verification on the websites on the previous page and shall, in general, be sent asa physical copy only to those shareholders who have requested as such; however, for this General Meeting of Shareholders, allshareholders shall be sent a physical copy of the matters subject to measures for electronic provision, regardless of whether a request
for these documents was made.
Please note that the following matters subject to measures for electronic provision are posted on the websites listed on the previous
page in accordance with the law and with Article 14 of the Articles of Incorporation of the Company, and as such are not includedin the physical document sent to shareholders.
(i) “System for Ensuring Appropriate Business Operations” and “Overview of the Status of the System for Ensuring Appropriate
Business Operations” in the Business Report(ii) Notes to the Consolidated Financial Statements(iii) “Balance Sheet,” “Profit and Loss Statement,” and “Statement of Changes in Shareholders’ Equity” in the Non-Consolidated
Financial Statements(iv) Auditing Report on Non-Consolidated Financial Statements
The Business Report, Consolidated Financial Statements and Non-Consolidated Financial Statements listed in this document arepart of the documents audited by the Accounting Auditor and Audit and Supervisory Committee in creating audit reports.
(5) Websites listed on the previous page may be temporarily inaccessible due to scheduled maintenance or other reasons.
If you are unable to view the site, try another website or wait a while before attempting to access the site again.
(6) In the event of any revisions to the matters subject to measures for electronic provision, the revised information will be posted on
its respective website.

-2-

Reference Documents for the General Meeting of Shareholders
Proposals and Reference Information
Proposal 1:

Election of Five (5) Board Members (Excluding Board Members Who Are Audit andSupervisory Committee Members)

At the time of the conclusion of this General Meeting, the terms of office of all five (5) Board Members (excluding
Board Members who are Audit and Supervisory Committee Members; hereafter the same shall apply in this Proposal)
will expire. Therefore, the Company proposes the election of five (5) Board Members.
Moreover, although this proposal has been considered by the Audit and Supervisory Committee, it has expressed its
opinion to the effect that it has no objections.
The candidates for Board Member are as follows:No.
Name
Position and responsibilities, etc. in the Company
1
Kyosuke Kimura
Chairperson
2
Tomohiko Kimura
President and Chief Executive Officer
3
Yosuke Kimura
Senior Managing Director
4
Toshiyuki Hatta
Board Member
5
Masaki Kobayashi
Board Member
Reelection: Candidate for Board Member to be reelected
New election: Candidate for Board Member to be newly elected
Outside: Candidate for Outside Board Member
Independent: Candidate for Independent Director as stipulated by the Tokyo Stock Exchange-3-

Reelection
Reelection
Reelection
Reelection
Reelection

No.

Name
(Date of birth)

Career summary, position, and responsibilities in the Company
Apr. 1979
Aug. 1979
Oct. 1982
Sept. 1987
Apr. 1991
Apr. 1997
Apr. 2009

1

2

Number of theCompany’s shares
ownedJoined Paramount Bed Co., LTD.
Member of the Board of Paramount Bed Co., LTD.
Member of the Board of the Company
Senior Managing Director of Paramount Bed Co., LTD.
Kyosuke Kimura
Senior Executive Director of Paramount Bed Co., LTD.
(September 20, 1950)
Executive Vice President of Paramount Bed Co., LTD.
President and Chief Executive Officer of Paramount Bed
Reelection
Co., LTD.
1,818,263 sharesFeb. 2011
President and Chief Executive Officer of the Company
Attendance at theApr. 2020
Chairperson of the Company (present position)
Board of Directors
Apr.
2020
Chairperson of Paramount Bed Co., LTD. (present
meetings:
position)
Attended 9 of 9
June
2021
OutsideMember of the Board of YUASA TRADING
meetings
CO., LTD. (present position)[Significant concurrent position outside the Company]
Chairperson of Paramount Bed Co., LTD.
Outside Member of the Board of YUASA TRADING CO., LTD.
[Reasons for nomination as candidate for Board Member]
Kyosuke Kimura has been a Board Member and Representative Director of the Company and the subsidiaries of theGroup for many years and has engaged in the corporate management. The Company has selected him as a candidate
again based on his plentiful experience and achievements.
Apr. 2008
Joined Paramount Bed Co., LTD.
June 2010
Corporate Officer, Deputy Director of Business Strategy
Planning Division of Paramount Bed Co., LTD.
Apr. 2011
Corporate Officer, Director of Global Business Divisionof Paramount Bed Co., LTD.
Oct. 2011
Corporate Officer of the Company
June 2014
Senior Corporate Officer of the Company
Tomohiko Kimura
June 2015
Member of the Board of Paramount Bed Co., LTD.
(July 17, 1977)
Apr. 2016
Senior Managing Director of Paramount Bed Co., LTD.
Reelection
June 2018
Senior Managing Director of the Company
June 2019
Senior Executive Director of the Company
1,769,248 shares
Attendance at theJune 2019
Senior Executive Director of Paramount Bed Co., LTD.
Board of Directors
Apr. 2020
President and Chief Executive Officer of the Company
meetings:(present position)
Attended 9 of 9
Apr. 2020
President and Chief Executive Officer of Paramount Bed
meetings
Co., LTD.
Apr. 2024
Representative Board Member, President and Chief
Executive Officer of Paramount Bed Co., LTD. (present
position)[Significant concurrent position outside the Company]
Representative Board Member, President and Chief Executive Officer ofParamount Bed Co., LTD.
[Reasons for nomination as candidate for Board Member]
Tomohiko Kimura has been primarily responsible for the Business Strategy Planning and Global Business Divisions. He
has worked as Senior Managing Director of Paramount Bed Co., LTD. from 2016, and has worked as Senior Managing
Director of the Company from 2018, as Senior Executive Director from 2019, and as President and Chief Executive
Officer from April 2020. The Company has selected him as a candidate again based on his plentiful experience andachievements in the Group.

-4-

No.

Name
(Date of birth)

Career summary, position, and responsibilities in the Company
Apr. 2013
June 2015

3

Number of theCompany’s shares
ownedJoined Paramount Bed Co., LTD.
Corporate Officer, Deputy Director of TechnicalEngineering Division of Paramount Bed Co., LTD.
Apr. 2017
Corporate Officer, Director of Technical Engineering
Division of Paramount Bed Co., LTD.
June 2017
Member of the Board, Director of Technical Engineering
Division of Paramount Bed Co., LTD.
Apr. 2018
Member of the Board, Executive Director of Financeand System Administration Division of Paramount Bed
Yosuke KimuraCo., LTD.
(October 10, 1980)
June 2019
Corporate Officer, General Manager of Finance
Department and Information System Department of theReelection
Company752,045 shares
June 2020
Member of the Board, General Manager of FinanceAttendance at the
Department and Information System Department of theBoard of Directors
Company
meetings:
July 2022
Member of the Board of the Company
Attended 9 of 9June 2023
Senior Managing Director of the Company (present
meetings
position)
Apr. 2024
Board Member, Senior Corporate Managing Officer andExecutive Director of Finance and System
Administration Division of Paramount Bed Co., LTD.
(present position)[Significant concurrent position outside the Company]
Board Member, Senior Corporate Managing Officer andExecutive Director of Finance and System Administration Division of
Paramount Bed Co., LTD.
[Reasons for nomination as candidate for Board Member]
Yosuke Kimura has been primarily responsible for the Technical Engineering and Finance and System Administration
Divisions. He has worked as Corporate Officer and a Board Member of Paramount Bed Co., LTD. from 2015 and 2017,
respectively, and has worked as Corporate Officer and a Board Member of the Company from 2019 and 2020,
respectively. The Company has selected him as a candidate again based on his experience and achievements in theGroup.

-5-

No.

Name
(Date of birth)

Career summary, position, and responsibilities in the Company
Apr. 1984
June 2011

4

5

Number of theCompany’s shares
ownedJoined Paramount Bed Co., LTD.
Corporate Officer, General Manager of Human Resource
Department and Public and Investor Relations
Department of Paramount Bed Co., LTD.
Oct. 2011
Corporate Officer, General Manager of Human Resource
Department and Public and Investor Relations
Department of the Company
June 2018
Corporate Officer, General Manager of General Affairs
Department and Human Resource Department of the
Toshiyuki Hatta
Company(December 21, 1961)
June 2018
Corporate Officer, Executive Director of Administration
Division of Paramount Bed Co., LTD.
Reelection
June 2019
Member of the Board, General Manager of General
Affairs Department and Human Resource Department of
12,062 shares
Attendance at the
the Company
Board of Directors
June 2019
Member of the Board, Executive Director of
meetings:
Administration Division of Paramount Bed Co., LTD.
Attended 9 of 9
July 2020
Member of the Board, General Manager of General
meetings
Affairs Department of the Company
July 2022
Member of the Board of the Company (present position)
Apr. 2024
Board Member, Senior Corporate Managing Officer andExecutive Director of Administration Division of
Paramount Bed Co., LTD. (present position)[Significant concurrent position outside the Company]
Board Member, Senior Corporate Managing Officer andExecutive Director of Administration Division of Paramount Bed Co.,LTD.
[Reasons for nomination as candidate for Board Member]
Toshiyuki Hatta has been primarily responsible for the Human Resource and Public and Investor Relations
Departments. He has worked as Corporate Officer of the Company and Paramount Bed Co., LTD. from 2011, and has
worked as a Board Member from 2019. The Company has selected him as a candidate again based on his plentiful
experience and achievements in the Group.
Apr. 1995
Joined Paramount Bed Co., LTD.
Dec. 2012
President, Paramount Bed (Thailand) Co., Ltd.
Apr. 2017
Director, Paramount Bed (China) Co., Ltd.
Jan. 2018
Paramount Bed (China) Co., Ltd.
GeneralManager of Sales of Shanghai Representative
Masaki Kobayashi
Office(August 4, 1972)
June 2021
Corporate Officer, Deputy Director of Corporate
Strategy
Division of Paramount Bed Co., LTD.
Reelection
June 2022
Corporate Officer of the Company
8,572 shares
Attendance at theJune 2022
Member of the Board, Director of Corporate Strategy
Board of Directors
Division of Paramount Bed Co., LTD.
meetings:
June 2023
Member of the Board of the Company (present position)
Attended 8 of 8
Apr. 2024
Board Member, Senior Corporate Managing Officer andmeetings
Director of Corporate Strategy Division of Paramount
Bed Co., LTD. (present position)[Significant concurrent position outside the Company]
Board Member, Senior Corporate Managing Officer andDirector of Corporate Strategy Division of Paramount Bed Co., LTD.
[Reasons for nomination as candidate for Board Member]
Masaki Kobayashi has been primarily responsible for the Sales, Global Business, and Corporate Planning Divisions, hasserved as President of an overseas subsidiary since 2012, Corporate Officer of Paramount Bed Co., LTD. since 2021,
Corporate Officer of the Company and Director of Paramount Bed Co., LTD. since 2022, and since 2023, has worked asa Board Member of the Company. The Company has selected him as a candidate again based on his plentiful experienceand achievements in the Group.

-6-

Notes:1. There is no special interest between each of the candidates and the Company.
2. The attendance of Masaki Kobayashi, who assumed office on June 29, 2023, represents the number of Board of Directors
meetings held after his assumption of office.
3. The Company has entered into a directors and officers liability insurance policy based on Article 430-3, Paragraph 1 of
the Companies Act with an insurance company. The policy covers a certain amount of losses in cases where an insured
bears expenses of litigation arising from the performance of duties as a director or officer and pays an amount of
indemnification or settlement money to a third party or company.
The insureds in the directors and officers liability insurance policy are Board Members, Auditors, and Corporate Officersof the Company and its subsidiaries, and the premiums for all insureds are fully borne by the Company. If the election ofeach candidate is approved, each of them will continue to be included in the policy as an insured. The Company plans torenew the policy with the same details during their terms of office.

-7-

Proposal 2:

Election of Four (4) Board Members Who Are Audit and Supervisory Committee Members

At the time of the conclusion of this General Meeting, the terms of office of all four (4) Board Members who are
Audit and Supervisory Committee Members will expire. Therefore, the Company requests the election of four (4)Board Members who are Audit and Supervisory Committee Members.
In addition, this proposal has obtained the consent of the Audit and Supervisory Committee.
Candidates for the role of Board Members who are Audit and Supervisory Committee Members are as follows.
No.

Name

Position and responsibilities, etc. in the Company
Member of the Board (Full-time Audit and Supervisory
Committee Member)1

Kenji Ouchi

2

Yukari Oka

Outside Board Member (Audit and Supervisory Committee
Member)3

Yoshikazu Goto

Outside Board Member (Audit and Supervisory Committee
Member)4

Kazuo Takahashi

Outside Board Member (Audit and Supervisory Committee
Member)Reelection: Candidate for Board Member to be reelected
New election: Candidate for Board Member to be newly elected
Outside: Candidate for Outside Board Member
Independent: Candidate for Independent Director as stipulated by the Tokyo Stock Exchange-8-

Reelection
Reelection
OutsideIndependent
Reelection
OutsideIndependent
Reelection
OutsideIndependent

No.

Name
(Date of birth)

Career summary, position, and responsibilities in the Company
Apr. 1982
Apr. 2009

1

2

Number of theCompany’s shares
ownedJoined Paramount Bed Co., LTD.
Corporate Officer, Executive Director of Finance andKenji Ouchi
SystemAdministration Division of Paramount Bed Co.,
(January 12, 1959)
LTD.
Oct. 2011
Corporate Officer, General Manager of FinanceReelection
Department of the Company
13,021 shares
June 2019
Corporate Advisor of the Company
Attendance at theBoard of Directors
June 2022
Member of the Board of the Company (Full-time Audit
meetings:
and Supervisory Committee Member) (present position)
Attended 9 of 9June 2022
Auditor of Paramount Bed Co., LTD. (present position)
meetings[Significant concurrent position outside the Company]
Auditor of Paramount Bed Co., LTD.
[Reasons for nomination as candidate for Board Member who is an Audit and Supervisory Committee Member]
Kenji Ouchi has been primarily responsible for administrative divisions mainly in the Corporate Strategy and Finance
Departments. He has worked as a Corporate Officer of the Company from 2011, as well as an Auditor of subsidiaries of
the Company, and since 2022, has worked as a Full-time Audit and Supervisory Committee Member of the Company
and an Auditor of Paramount Bed Co., LTD. The Company has selected him as a candidate again based on his plentiful
experience and achievements in the Group.
Mar. 1995
Completed The Legal Training and Research Institute of
Yukari Oka
Japan(April 26, 1963)
Apr. 1995
Registered as an attorney-at-law
Reelection
June 2007
Unaffiliated Auditor of Paramount Bed Co., LTD.
OutsideApr. 2011
Unaffiliated Auditor of the Company
Independent
June 2015
Outside Board Member of the Company
22,304 shares
June 2016
Outside Board Member of the Company (Audit andAttendance at theSupervisory Committee Member) (present position)
Board of Directors[Significant concurrent position outside the Company]
meetings:–
Attended 9 of 9
meetings[Reasons for nomination as candidate for Outside Board Member who is an Audit and Supervisory Committee Member
and outline of expected roles]
Yukari Oka has built up specialized knowledge and high principles as a lawyer. The Company has selected her as a
candidate again so she can use that judgment to strengthen the Company’s compliance management and corporate
governance structure. While she does not have direct corporate management experience, for the above reasons theCompany has determined that she can appropriately fulfill her duties as an Outside Board Member.

-9-

No.

Name
(Date of birth)

Career summary, position, and responsibilities in the Company
Apr. 1980

3

Number of theCompany’s shares
ownedJoined Ministry of International Trade and Industry(Currently, Ministry of Economy, Trade and Industry)
Aug. 2003
Director, Standards Development and Planning Division,
Industrial Science and Technology Policy andEnvironment Bureau, Ministry of Economy, Trade andIndustry
June 2004
Director, Small and Medium Enterprise Agency/
Engineering Division, Ministry of Economy, Trade andIndustry
July 2008
Deputy Director-General, Manufacturing Industries
Yoshikazu Goto
Bureau, Ministry of Economy, Trade and Industry(October 30, 1955)
Apr. 2010
Deputy Director-General, Manufacturing Industries
Bureau, Ministry of Economy, Trade and Industry
Reelection
Oct. 2012
Professor, Department of Materials Engineering, School
Outsideof Engineering, The University of Tokyo
Independent
400 shares
June 2015
Outside Board Member of the Company
Oct. 2017
Vice-President, General Director of Technical Research
Attendance at theInstitute of Japan Society for the Promotion of Machine
Board of Directors
Industry (present position)
meetings:
June 2018
Outside Board Member of the Company (Audit andAttended 9 of 9
Supervisory Committee Member) (present position)
meetings
Mar. 2022
External Director of Sodick Co., Ltd. (present position)
June 2022
Representative Director, The Japanese Society for
Wellbeing Science and Assistive Technology (present
position)[Significant concurrent position outside the Company]
Vice-President, General Director of Technical Research Institute of Japan
Society for the Promotion of Machine Industry
External Director of Sodick Co., Ltd.
Representative Director, The Japanese Society for Wellbeing Science andAssistive Technology[Reasons for nomination as candidate for Outside Board Member who is an Audit and Supervisory Committee Member
and outline of expected roles]
Yoshikazu Goto has spent many years primarily in the affairs of economic administration for industrial promotion
focused on companies’ manufacturing and has plentiful experience and broad insights regarding industrial-academic
collaboration and research. In order to have him use his insights in the management of the Company and to further
strengthen the Company’s corporate governance structure, the Company has selected him as a candidate again. While hedoes not have direct corporate management experience, for the above reasons the Company has determined that he canappropriately fulfill his duties as an Outside Board Member.

- 10 -

Name(Date of birth)

No.

Career summary, position, and responsibilities in the Company
Apr. 1982
Apr. 2007

4

Notes:

1.
2.
3.
4.

5.

6.

7.

8.

Number of theCompany’s shares
ownedJoined Daiwa Securities Co. Ltd.
Executive Officer, Daiwa Securities SMBC Co., Ltd.
(currently Daiwa Securities Co. Ltd.)
Apr. 2010
Executive Managing Director, Daiwa Securities CapitalMarkets Co., Ltd. (currently Daiwa Securities Co. Ltd.)
Apr. 2012
Executive Managing Director, Member of the Board,
Daiwa Securities Co. Ltd.
Apr. 2013
Senior Executive Managing Director, Member of the
Kazuo Takahashi
Board, Daiwa Securities Co. Ltd.
(January 8, 1960)
Apr. 2017
Deputy President, Daiwa Securities Group Inc.
Deputy President, Member of the Board, Daiwa
Reelection
Securities Co. Ltd.
OutsideJune
2017
Member of the Board and Deputy President, Daiwa
Independent
200 shares
Securities Group Inc.
Attendance at theJune 2020
Deputy President, Daiwa Securities Group Inc.
Board of Directors
Apr. 2022
Advisor, Daiwa Securities Co. Ltd.
meetings:
Mar. 2023
Retired as Advisor at Daiwa Securities Co. Ltd.
Attended 7 of 8June 2023
External Director, Makino Milling Machine Co., Ltd.
meetings(present position)
June 2023
Outside Board Member of the Company (Audit andSupervisory Committee Member) (present position)
Sept. 2023
Outside Director, Ai Holdings Corporation (present
position)[Significant concurrent position outside the Company]
External Director, Makino Milling Machine Co., Ltd.
Outside Director, Ai Holdings Corporation[Reasons for nomination as candidate for Outside Board Member who is an Audit and Supervisory Committee Member
and outline of expected roles]
Kazuo Takahashi has extensive experience in the corporate sector at financial institutions as well as extensive
experience and deep insight as a manager, which we believe will serve the management of the Company well andfurther strengthen our corporate governance system. For these reasons, the Company has nominated him again as an
Outside Board Member who is an Audit and Supervisory Committee Member.
There is no special interest between each of the candidates and the Company.
Yukari Oka, Yoshikazu Goto, and Kazuo Takahashi are candidates for Outside Board Member.
The attendance of Kazuo Takahashi, who assumed office on June 29, 2023, represents the number of Board of Directors
meetings held after his assumption of office.
Yukari Oka is currently an Outside Board Member of the Company and her tenure in office as an Outside Board Member
at the time of the conclusion of this General Meeting of Shareholders will be nine (9) years (her tenure in office as an
Outside Board Member who is an Audit and Supervisory Committee Member will be eight (8) years).
Yoshikazu Goto is currently an Outside Board Member of the Company and his tenure in office as an Outside Board
Member at the time of the conclusion of this General Meeting of Shareholders will be nine (9) years (his tenure in office
as an Outside Board Member who is an Audit and Supervisory Committee Member will be six (6) years).
Kazuo Takahashi is currently an Outside Board Member of the Company and his tenure in office as an Outside Board
Member who is an Audit and Supervisory Committee Member at the time of the conclusion of this General Meeting of
Shareholders will be one (1) year.
The Company has concluded limited liability agreements with Yukari Oka, Yoshikazu Goto, and Kazuo Takahashi who
are Outside Board Members, as specified in Article 423, Paragraph 1 of the Companies Act, based on Article 427,
Paragraph 1 of the Companies Act and in the Company’s Articles of Incorporation, limiting liability to the minimum
liability amount as specified in Article 425, Paragraph 1 of the Companies Act. If these three (3) candidates’ reelection isapproved, the Company intends to continue these agreements.
The Company has entered into a directors and officers liability insurance policy based on Article 430-3, Paragraph 1 of
the Companies Act with an insurance company. The policy covers a certain amount of losses in cases where an insured
bears expenses of litigation arising from the performance of duties as a director or officer and pays an amount of
indemnification or settlement money to a third party or company.
The insureds in the directors and officers liability insurance policy are Board Members, Auditors, and Corporate Officersof the Company and its subsidiaries, and the premiums for all insureds are fully borne by the Company. If the election of- 11 -

each candidate is approved, each of them will continue to be included in the policy as an insured. The Company plans torenew the policy with the same details during their terms of office.
9. The Company has specified Yukari Oka, Yoshikazu Goto, and Kazuo Takahashi as Independent Officers as specified by
Tokyo Stock Exchange, Inc. and has registered them with the same Exchange. If the reelection of these three (3) candidates
is approved, the Company plans for their appointments as Independent Officers to continue.

- 12 -

[Reference]
List of Board Members if Proposals 1 and 2 are Approved and Their Skill Matrix
A list of members of the Board and the Audit and Supervisory Committee if Proposals 1 and 2 are approved andadopted and their expertise are as follows.
The areas of expertise that are particularly expected based on Board Member candidates’ experience to date aremarked with ●. Note that the matrix does not show all insights or every type of experience they may have.
Corporate

Name

Position in the Company

management,

Finance,businessaccounting

strategy

Kyosuke
KimuraTomohiko
KimuraYosukeKimuraToshiyuki
Hatta
Masaki
Kobayashi

Chairperson●

President and Chief Executive
Officer●

Production,technology,
quality

Human
Legal affairs,

resources,

compliancelabor, talentdevelopment●●●

Senior Managing Director●

Board Member
Board Member

Board Member(Full-time Audit and Supervisory
Committee Member)
Outside Board Member
Yukari Oka (Audit and Supervisory Committee
Member)Outside Board Member
Yoshikazu(Audit and Supervisory Committee
Goto
Member)Outside Board Member
Kazuo(Audit and Supervisory Committee
Takahashi Member)

●
●

●

●

●

●

●

- 13 -

●

●
●

Kenji
Ouchi

Global●