(Note) The following documents have been translated from the Japanese original for reference purposes
only. In the event of any discrepancy between this translation and the Japanese original, theoriginal shall prevail.

Securities Code 4228
May 30, 2019
To Our Shareholders
2-4-4 Nishitenma, Kita-ku, Osaka

Sekisui Plastics Co., Ltd.
Masato Kashiwabara
President and Representative
Director

Notice of the 75th Ordinary General Meeting of Shareholders

Dear Shareholders,

You are cordially invited to attend the 75th Ordinary General Meeting of Shareholders.
For shareholders who are unable to attend the meeting, it is possible to exercise
your voting right through mail or the Internet. Please review the attached Reference
Documents for the General Meeting of Shareholders and exercise your voting rightby 5:15 p.m. on Thursday, June 20, 2019.

1. Date and time:

10:00 a.m. on Friday, June 21, 2019

2. Place:

Manyo no Ma Room, 3rd Floor, ANA Crowne Plaza Osaka Hotel,
1-3-1 Dojimahama, Kita-ku, Osaka

3. Objectives of meeting:
Reporting matters: 1. Report on contents of the Business Report, Consolidated andNon-consolidated Financial Statements for the 75th Business Term(from April 1, 2018, to March 31, 2019)
2. Report on findings of audits from the accounting auditor and the
Audit & Supervisory Board on the Consolidated Financial Statements

Agenda to be resolved:
Proposal 1:

Appropriation of Surplus

Proposal 2:

Election of Nine (9) Directors

1

4. Instructions for exercising voting rights(1) For voting right exercise by mailPlease indicate your approval or disapproval of proposals on the enclosed Form of
Exercising the Voting Right, and return the form to us so that it will arrive by 5:15 p.m. on
Thursday, June 20, 2019.
(2) For voting right exercise through the Internet
Using a personal computer, smartphone or mobile phone, please access the Company’s
designated website for exercising the voting right ( https://evote.tr.mufg.jp/ ). Input the“Login ID” and “Temporary password” displayed on the enclosed Form of Exercising the
Voting Right and follow the screen instructions to indicate your approval or disapproval of
proposals. Please input your vote by 5:15 p.m. on Thursday, June 20, 2019.
If your right is exercised more than once through the Internet, the last exercise will only be
accepted as valid.
(3) In case of duplication of voting right exercise by mail and through the Internet
The exercise through the Internet will only be accepted as valid.

5. Matters Concerning Internet Disclosure
Pursuant to the relevant laws and regulations and the provision of Article 16 of theCompany’s Articles of Incorporation, the following matters among documents to be attached,
are posted on the Company’s website ( http://www.sekisuiplastics.co.jp/ ) and are notattached to this notice.
(i) “System to ensure appropriate business operations and summary of the operating statusof the relevant system” in the Business Report section(ii) “Consolidated statement of changes in net assets” in the Consolidated Financial
Statements section(iii) “Notes to consolidated financial statements” in the Consolidated Financial Statements
section(iv) “Statement of changes in net assets” in the Non-consolidated Financial Statements
section(v) “Notes to non-consolidated financial statements” in the Non-consolidated Financial
Statements section

6. Notification Method for Revisions of Matters Stated in the Reference
Documents for the General Meeting of Shareholders, etc.
Changes in the reference documents, business report or consolidated / non-consolidated
financial statements, if any, will be posted on the Company’s website located at( http://www.sekisuiplastics.co.jp/ ).
●For shareholders attending the meeting, please present the enclosed Form of
Exercising the Voting Right at the reception desk. We expect the reception desk to bevery busy when the meeting is about to start. We appreciate your early arrival. The
reception desk is presently scheduled to open at 9:00 a.m.

2

Reference Documents for the General Meeting of Shareholders
Proposals and References
Proposal 1:
Appropriation of Surplus
The Board of Directors proposes that the appropriation of surplus be resolved as follows.
The issue of the year-end dividend
The Company regards profit distribution to shareholders as an important managerial issue.
Our basic policy on profit distribution is to carry out stable payment of amounts that are inline with the trend of consolidated operating results while ensuring that sufficient retained
earnings are allocated to strengthen the operating structure and future business development.
For the dividend policy, the Company’s target for the consolidated dividend payout ratio is30-40%. After careful examination based on the aforementioned basic policy on profit
distribution, etc. and dividend policy, the Company had decided to pay year-end dividends forthe fiscal year under review of 17 yen per share.

(1) Type of asset distributed as dividend:Cash(2) Allocation of the asset distributed as dividend and the total amount thereof:
The proposed dividend amount: 17 yen per common share
The total dividend amount: 770,428,661 yen
Following the interim dividend of 13 yen per share paid on December 5, 2018, the annual
dividend for this term will amount to 30 yen per share, an increase of 3 yen per share from theprevious term.
(3) Effective date of distributing dividend from surplus:
June 24, 20193

Proposal 2:
Election of Nine (9) Directors
The term of office of all 9 directors (including 3 outside directors) expires at the conclusion ofthis Ordinary General Meeting of Shareholders. Accordingly, it is proposed that 9 directors,
including 3 outside directors, be elected.
The candidates for directors are as follows.
Candidates for Director
Candidate #

Name

1

Masato Kashiwabara

President and Representative Director
Chief Executive Officer

Reelection

2

Tetsuya Ikegaki

Director
Senior Managing Executive Officer

Reelection

3

Tetsuharu Hirota

Director
Managing Executive Officer

Reelection

4

Nobuyuki Tsujiwaki

Director
Managing Executive Officer

Reelection

5

Tetsuya Shiota

Director
Managing Executive Officer

Reelection

6

Katsumi Sasaki

Director
Managing Executive Officer

Reelection

7

Katsuya Amimoto

Outside Director

8

Hiroyuki Bamba

Outside Director

9

Morio Kubota

Outside Director

Current Position and Duties at the Company

4

Candidate forindependent
outside director
Candidate forindependent
outside director
Candidate forindependent
outside director

Reelection

Reelection

Reelection

Candidate#

Name(Date of Birth)

Brief History and Position and Duties at the Company(Significant Concurrent Positions outside the Company)

April
June
June
June

Number of sharesof the Company
held

1983:
2008:
2011:
2013:

Entered the Company
Director(Reelection)
Managing Director
MasatoExecutive Vice President andKashiwabara
Representative Director, Vice-chief
59 years old
Executive Officer(June 29, 1959)
148,7071
June
2014: President and Representative
Director, Chief Executive Officer(Attendance rate)(current position)
100% at meetings ofthe Board of(Significant concurrent positions
Directors
outside the Company)
Chairman of Japan Polystyrene
Foamed Sheet Industry Association
Reason for nomination as candidate for Director
Mr. Masato Kashiwabara has been properly supervising management as the President andRepresentative Director. At meetings of the Board of Directors, he provides sufficient and appropriate
explanations about important issues in management, thus improving the decision-making functions of
the Board of Directors. In addition, as Chief Executive Officer, he takes command of management andstrives to improve sustainable corporate value. Because of the above, the Company judges him to be an
appropriate person as a leader for realization of its long-term vision, and requests his continuous
election as Director.
Number of years in office since first appointment as Director
Mr. Masato Kashiwabara is currently a director of the Company. His term of office as director will
have been 11 years at the conclusion of this Ordinary General Meeting of Shareholders.
April
June
October

1980: Entered the Company
2009: Director(Reelection)
2009: General Manager of Planning Dept.,
Tetsuya
The 1st Business Headquarters
IkegakiJune
2013: Director, Managing Executive
61 years old
Officer(March13,
1958)
110,3112
Head of The 1st Business
Headquarters(Attendance rate)
100% at meetings ofJune
2017: Head of Administration Headquarters
the Board ofJune
2018: Director, Senior Managing Executive
Directors
Officer(current position)
Reason for nomination as candidate for Director
Mr. Tetsuya Ikegaki plays a role in management as Head of the Administration Headquarters, placing
him responsible for administration divisions including personnel affairs, finance and accounting andlegal affairs. Before then, he was engaged in finance and accounting and corporate planning divisions,business divisions and served as General Manager of business divisions and as a person in charge of theCompany’s core businesses, and he therefore has wide-ranging experience and abundant knowledge.
Because of the abundant experience he has cultivated so far, the Company judges him to be an
appropriate person for realizing sustainable improvement of corporate value, and requests his
continuous election as Director.
Number of years in office since first appointment as Director
Mr. Tetsuya Ikegaki is currently a director of the Company. His term of office as director will havebeen 10 years at the conclusion of this Ordinary General Meeting of Shareholders.

5Candidate#

Name(Date of Birth)

Brief History and Position and Duties at the Company(Significant Concurrent Positions outside the Company)

April
June
June

Number of sharesof the Company
held

1984: Entered the Company
2011: Director
2013: Resigned from post of Director
Executive Officer
September 2013: Deputy Head of The 2nd Business
Headquarters
General Manager of Global Division
Chief of Global Business Planning
Department(Reelection)
Deputy Head of The 3rd Business
Tetsuharu
Headquarters
HirotaApril
2014: Deputy Head of The 2nd Business
60 years old
Headquarters(January 24,
72,134
3
1959)
General Manager of Automotive
Components & Shipping Systems(Attendance rate)
Business Division
100% at meetings of
March
2015:
Deputy Head of The 2nd Businessthe Board of
Headquarters
Directors
June
2015: Managing Executive OfficerMay
2016: Head of The 2nd Business
Headquarters
June
2016: Director, Managing Executive
Officer
April
2019: Head of The 2nd Business
Headquarters, Supervising
Information System Department(current position)
Reason for nomination as candidate for Director
Mr. Tetsuharu Hirota currently plays a role in management as Head of The 2nd Business Headquarters,
placing him in control of new businesses and global business. Before then, he was engaged in businessdivisions and served as General Manager of business divisions, and he therefore has wide-ranging
experience and abundant knowledge. Because of the abundant experience he has cultivated so far, theCompany judges him to be an appropriate person for realizing sustainable improvement of corporate
value, and requests his continuous election as Director.
Number of years in office since first appointment as Director
Mr. Tetsuharu Hirota is currently a director of the Company. His term of office as director will havebeen 3 years at the conclusion of this Ordinary General Meeting of Shareholders.

6Candidate#

Name(Date of Birth)(Reelection)

NobuyukiTsujiwaki

4

56 years old(January 19,
1963)(Attendance rate)
100% at meetings ofthe Board of
Directors

Brief History and Position and Duties at the Company(Significant Concurrent Positions outside the Company)

April
June
June
April
June
June

1985: Entered the Company
2011: Director
2013: Resigned from post of Director
Executive Officer
2014: Head of Technology Headquarters
2015: Managing Executive Officer
2016: Director, Managing Executive
OfficerNumber of sharesof the Company
held72,255

April

2019: Head of Environment & Quality
Control Center(current position)
Reason for nomination as candidate for Director
Mr. Nobuyuki Tsujiwaki currently plays a role in management as Head of Environment & Quality
Control Center, placing him in control of the environment, safety and quality. Before then, he wasengaged in the technology development division, and served as General Manager of Central R&D
Laboratory, as Technical General Manager of business divisions, and as Head of Technology
Headquarters, and he therefore has wide-ranging experience and abundant knowledge. Because of theabundant experience he has cultivated so far, the Company judges him to be an appropriate person forrealizing sustainable improvement of corporate value, and requests his continuous election as Director.
Number of years in office since first appointment as Director
Mr. Nobuyuki Tsujiwaki is currently a director of the Company. His term of office as director will havebeen 3 years at the conclusion of this Ordinary General Meeting of Shareholders.
1983: Entered the Company
2015: Executive Officer
Tetsuya
ShiotaDeputy Head of The 1st Business
60 years old
Headquarters(May 26, 1959) June
36,911
5
2017: Head of The 1st Business
Headquarters(Attendance rate)
Director, Managing Executive
100% at meetings ofthe Board of
Officer
Directors(current position)
Reason for nomination as candidate for Director
Mr. Tetsuya Shiota currently plays a role in management as Head of The 1st Business Headquarters,
placing him in charge of the Company’s core businesses. Before then, he was engaged in businessdivisions, and served as president of significant subsidiaries, as General Manager of the businessdivisions, and as Deputy Head of The 1st Business Headquarters, and he therefore has wide-ranging
experience and abundant knowledge. Because of the abundant experience he has cultivated so far, theCompany judges him to be an appropriate person for realizing sustainable improvement of corporate
value, and requests his continuous election as Director.
Number of years in office since first appointment as Director
Mr. Tetsuya Shiota is currently a director of the Company. His term of office as director will have been
2 years at the conclusion of this Ordinary General Meeting of Shareholders.
(Reelection)

April
June

7

Candidate#

Name(Date of Birth)

Brief History and Position and Duties at the Company(Significant Concurrent Positions outside the Company)

April
June
June
(Reelection)

KatsumiSasaki59 years old(May 5, 1960)

6(Attendance rate after
he took office onJune 22, 2018)
100% at meetings ofthe Board of
Directors

April
February
June

1983: Entered the Company
2012: Director
2013: Resigned from post of Director
Executive Officer
General Manager of Planning Dept.,
The 2nd Business Headquarters
General Manager of Planning Dept.,
The 3rd Business Headquarters
2014: General Manager of Planning Dept.,
The 2nd Business Headquarters
2017: Head of Corporate Planning Center,
Strategic Management Headquarters
2017: Managing Executive Officer

June

Number of sharesof the Company
held62,731

2018: Director, Managing Executive
Officer
Head of Corporate Strategic
Headquarters(current position)
Reason for nomination as candidate for Director
Mr. Katsumi Sasaki currently plays a role in management as Head of Corporate Strategic Headquarters,
which is the core of the corporate planning division. Before then, he was engaged in the corporate
planning divisions, and served as president of significant subsidiaries, and as General Manager of the
Planning Dept. of the Business Headquarters, and he therefore has wide-ranging experience andabundant knowledge. Because of the abundant experience he has cultivated so far, the Company judges
him to be an appropriate person for realizing sustainable improvement of corporate value, and requests
his continuous election as Director.
Number of years in office since first appointment as Director
Mr. Katsumi Sasaki is currently a director of the Company. His term of office as director will have been
1 year at the conclusion of this Ordinary General Meeting of Shareholders.

8Candidate#

Name(Date of Birth)

Brief History and Position and Duties at the Company(Significant Concurrent Positions outside the Company)

Number of sharesof the Company
held

April

1970: Entered Fujita-gumi Corporation(currently Fujita Corporation)(Candidate for
April
2002: Executive Officer of Fujita
independent outside
Corporation
director)
June
2005:
Representative Director and President(Reelection)of Fujita Corporation
KatsuyaApril
2008: Resigned from post of President of
Amimoto16,660Fujita Corporation
72 years old
7(June 10, 1947) June
2008: Resigned from post of Representative
Director of Fujita Corporation(Attendance rate)
Part-time Adviser for Fujita
100% at meetings ofCorporation
the Board of
Directors(Resigned from post in June 2011)
June
2011: Director of the Company(current position)
Reason for nomination as candidate for Outside Director
Mr. Katsuya Amimoto has engaged in corporate management for many years, and his abundant
knowledge and experience will enable him to contribute to strengthening corporate governance by
providing advice on the Company’s business execution from an independent point of view. Therefore,
the Company requests his continuous election as outside director.
Number of years in office since first appointment as Outside Director
Mr. Katsuya Amimoto is currently an outside director of the Company. His term of office as outside
director will have been 8 years at the conclusion of this Ordinary General Meeting of Shareholders.
Other matters concerning the candidate for Outside Director(1) Mr. Katsuya Amimoto has been reported as an independent director to the Tokyo Stock Exchange.
The company plans that he will continue to be an independent director if his re-election isapproved.
(2) Mr. Katsuya Amimoto served as Representative Director of Fujita Corporation up until 2008.
Although the Sekisui Plastics Group conducts product related trade and other transactions with
Fujita Corporation, the amount of sales from the Sekisui Plastics Group was less than 0.02% of theCompany’s consolidated net sales in FY 2018. In addition, no order has been made from Fujita
Corporation in FY 2018. He also fulfills the “Criteria for Appointment and Independence ofOutside Directors and Outside Audit & Supervisory Board Members” prescribed by theCompany. Therefore, the Company judges that he has sufficient independence from theCompany.

9Candidate#

Name(Date of Birth)

Brief History and Position and Duties at the Company(Significant Concurrent Positions outside the Company)

April

Number of sharesof the Company
held

1976: Entered Sumitomo Rubber Industries,
Ltd.
March
2000: Director of Sumitomo Rubber
Industries, Ltd.
March
2003: Executive Officer of Sumitomo
Rubber Industries, Ltd.
July
2003: Resigned from post of Executive
Officer of Sumitomo Rubber
Industries, Ltd.
(Candidate for
President and Representative Director
independent outsideof SRI Sports Limited (currently
director)
Sumitomo Rubber Industries, Ltd.)(Reelection)
March
2011:
Chairman and Representative
Hiroyuki
Director of SRI Sports Limited
Bamba
March
2013: Resigned from post of Representative
65 years old
6,650
8
Director of SRI Sports Limited(January 27,
1954)
March
2015: Resigned from post of Chairman and
Director of SRI Sports Limited(Attendance rate)
Counselor to SRI Sports Limited
100% at meetings of(Resigned from post in December
the Board of
Directors
2017)
June
2015: Director of the Company
June
2017: Outside Director of Kobe Steel, Ltd.
January
2018: Advisor to Sumitomo Rubber
Industries, Ltd. (Resigned from postin February 2019)(current position)(Significant concurrent positions
outside the Company)
Outside Director of Kobe Steel, Ltd.
Reason for nomination as candidate for Outside Director
Mr. Hiroyuki Bamba has engaged in corporate management for many years, and his abundant
knowledge and experience will enable him to contribute to strengthening corporate governance by
providing advice on the Company’s business execution from an independent point of view. Therefore,
the Company requests his continuous election as outside director.
Number of years in office since first appointment as Outside Director
Mr. Hiroyuki Bamba is currently an outside director of the Company. His term of office as outside
director will have been 4 years at the conclusion of this Ordinary General Meeting of Shareholders.

10Other matters concerning the candidate for Outside Director(1) Mr. Hiroyuki Bamba has been reported as an independent director to the Tokyo Stock Exchange.
The company plans that he will continue to be an independent director if his re-election isapproved.
(2) Mr. Hiroyuki Bamba served as Representative Director of Sumitomo Rubber Industries, Ltd. up
until 2013. There are no business relationships between Sumitomo Rubber Industries, Ltd. and the
Sekisui Plastics Group. Although the Sekisui Plastics Group conducts product related trade andother transactions with Kobe Steel Group, the amount of sales from the Sekisui Plastics Group wasless than 0.01% of the Company’s consolidated net sales in FY 2018. In addition, no order has
been made from Kobe Steel Group in FY 2018. He also fulfills the “Criteria for Appointment andIndependence of Outside Directors and Outside Audit & Supervisory Board Members” prescribedby the Company. Therefore, the Company judges that he has sufficient independence from theCompany.
(3) In October 2017, it was found that Kobe Steel, Ltd., where Mr. Hiroyuki Bamba has served as
Outside Director, and its group companies had engaged in inappropriate conduct in falsifying or
fabricating inspection data for products, etc. falling short of public standards or customer
specifications, and shipping or delivering those products to customers as if they conformed to the
public standards or customer specifications with regard to the products and services delivered by
Kobe Steel Group. Although he was not aware of these facts until they came to light, he had
regularly made recommendations concerning the company’s ideal structure as a corporation andrecommendations from the perspective of promoting compliance on several occasions including at
the meetings of the Board of Directors of Kobe Steel, Ltd., and has drawn attention to thesematters. Since these facts came to light, he has expressed several opinions at the meetings of theBoard of Directors of Kobe Steel, Ltd. regarding the investigation into the causes of theinappropriate conduct, safety verification, and the adequateness and validity of investigation
methods. Furthermore, as a member of the Quality Governance Restructuring Deliberation
Committee, he contributed to the establishment of measures to prevent recurrence by proactively
expressing constructive opinions concerning measures for strengthening quality governance ofGroup companies, organizational reforms, awareness reforms, and use of external talents, as well
as reinforcement of the functions of overseas holding companies, based on his knowledge andexperience.

11

Candidate#

Name(Date of Birth)

Brief History and Position and Duties at the Company(Significant Concurrent Positions outside the Company)

Number of sharesof the Company
held

April
March

1977: Entered Okura & Co., Ltd.
1996: Director of ORBCOMM Japan
Planning Limited (currently(Candidate for
ORBCOMM Japan Limited)independent outside
August1998:
Resigned from Okura & Co., Ltd.
director)(Reelection)
June
2002: Representative Director,
MorioManaging Director of ORBCOMM
KubotaJapan Limited
66 years old
October
2007: Resigned from post of Managing(November 23,
364
9
Director of ORBCOMM Japan
1952)
Limited(Attendance rate after September 2017: Resigned from post of Representative
Director of ORBCOMM Japan
he took office onJune 22, 2018)
Limited100% at meetings ofOctober
2017:
Counselor of ORBCOMM Japanthe Board ofLimited (Resigned from post in
Directors
August 2018)
June
2018: Director of the Company(current position)
Reason for nomination as candidate for Outside Director
Mr. Morio Kubota has engaged in corporate management for many years, and his abundant knowledge
and experience will enable him to contribute to strengthening corporate governance by providing
advice on the Company’s business execution from an independent point of view. Therefore, theCompany requests his continuous election as outside director.
Number of years in office since first appointment as Outside Director
Mr. Morio Kubota is currently an outside director of the Company. His term of office as outside
director will have been 1 year at the conclusion of this Ordinary General Meeting of Shareholders.
Other matters concerning the candidate for Outside Director(1) Mr. Morio Kubota has been reported as an independent director to the Tokyo Stock Exchange. The
company plans that he will continue to be an independent director if his re-election is approved.
(2) Mr. Morio Kubota served as Representative Director of ORBCOMM Japan Limited up until 2017.
There are no business relationships between ORBCOMM Japan Limited and the Sekisui Plastics
Group. He also fulfills the “Criteria for Appointment and Independence of Outside Directors andOutside Audit & Supervisory Board Members” prescribed by the Company. Therefore, theCompany judges that he has sufficient independence from the Company.
Notes

1. There are no special interests existing between each of the candidates and the Company.
2.

In accordance with the Company’s Articles of Incorporation, the Company concluded a limited liability agreementwith Mr. Katsuya Amimoto, Mr. Hiroyuki Bamba and Mr. Morio Kubota to limit the liability provided in Article
423, paragraph (1) of the Companies Act. If their re-election is approved, the Company intends to continue thelimited liability agreement with them. The following is an outline of the content of the limited liability agreement.
A director (excluding Executive Director, etc.), with the limited liability agreement made, shall be liable fordamages compensation up to the minimum liability amount as defined in Article 425, paragraph (1) of theCompanies Act, provided that his/her duties are performed in good faith and without gross negligence.

(Reference)
Please refer to “Criteria for Appointment and Independence of Outside Directors andOutside Audit & Supervisory Board Members” prescribed by the Company, which is postedon the website of the Company.
( http://www.sekisuiplastics.co.jp/ir/governance/pdf/policy.pdf )12