Ticker symbol 8830
June 7, 2011

Sumitomo Realty & Development Co., Ltd.
2-4-1 Nishi-Shinjuku, Shinjuku-ku, Tokyo
Ken’ichi Onodera
Representative Director and President
To Our Shareholders:

NOTICE OF CONVOCATION OF THE
78th78th ORDINARY GENERAL MEETING OF SHAREHOLDERSSHAREHOLDERS

We wish to extend our heartfelt condolences to all those affected by Great East Japan
Earthquake. We sincerely hope for the speediest possible recovery to everyone in theregions affected by the disaster.
You are hereby notified that the 78th Ordinary General Meeting of Shareholders will
be held as stated below. Your attendance is respectfully requested.
In the event that you are unable to attend, you can exercise your voting rights with theappropriate form. You are requested to review the attached reference documents andindicate your approval or disapproval on the enclosed Form for the Exercise of Voting
Rights and return it to the Company by 5:40 p.m. on Tuesday June 28, 2011.
Particulars
1. Date and Time: 10:00 a.m. on Wednesday, June 29, 2011
2. Place: Sumitomo Hall, Shinjuku Sumitomo Building B1
2-6-1, Nishi-Shinjuku, Shinjuku-ku, Tokyo
3. Purpose of the Meeting:
Matters to be reported:
１. Business Report, Consolidated Financial Statements and Audit Report for
Consolidated Financial Statements by Accounting Auditor and the Board ofCorporate Auditors for the 78th fiscal year (from April 1, 2010 to March 31, 2011)
２. Financial Statements for the 78th fiscal year (from April 1, 2010 to March 31,2011)
Matters to be resolved:

1Agenda 1. Appropriation of Retained Earnings
Agenda 2. Election of 9 Directors
Agenda 3. Election of 1 Corporate Auditor
If attending the meeting in person, you are kindly requested to submit the enclosed
Form for the Exercise of Voting Rights to a receptionist.
Any modification on this notice of the 78th ordinary general meeting of shareholders
and/or accompanying reference documents for this ordinary general meeting will be
notified by mail or posted on the Company website.
(http://www.sumitomo-rd.co.jp/).

2

REFERENCE DOCUMENTS
FOR GENERAL MEETING OF SHAREHOLDERS
Agenda and References
Agenda 1. Appropriation of Retained Earnings
The Company’s basic policy of profit distribution ensures continuance of stabledividends first and the repletion of retained earnings required for the long-termand stable growth of business.
For this fiscal year, the Company had an increase in its revenues, business andordinary profit, but at the same time a decrease in its net profit. Since we wish toattach importance to the continuation of stable dividends, we would like to proposethat the year-end cash dividends for the 78th fiscal year be 10 yen per share, whichis equal to the amount of those paid in the previous fiscal year.
Accordingly, as with the previous fiscal year, the total dividends for this fiscal year,
including the interim dividends of 10 yen per share, will be 20 yen per share.
Matters concerning yearyear-end dividends(1) Type of dividends
Cash(2) Matters concerning allocation of dividends to shareholders and the aggregate
amountDividends of 10 yen per share of common stock of the Company
The aggregate amount: 4,741,723,890 yen(3) The effective date of the appropriation of retained earnings
June 30, 2011

Agenda 2. Election
Election of 9 Directors
The term of office of all nine Directors will expire upon the conclusion of thisshareholders’ meeting. Therefore we kindly ask you to vote for the appointment of 9Directors.
List of candidates for Directors:

3

Nominee

Name

Career Summaries, positions and duties at

Number ofNo.

(Date ofthe Company and representation with othercompanyBirth)companies

shares
held

1

Junji
April 1 April 1954
Takashima(April 11,1930)

Entered Sumitomo Coal

23,234Mining Co., Ltd.
September 1971 Entered the Company
June 1979

Director

June 1983

Managing Director

June 1985

Senior Managing Director

June 1986

Representative Director(present)

2June 1991

Executive Vice President

June 1994

President

June 2007

Chairman (present)

Ken’ichiApril 1970

Entered the Company

OnoderaAugust 1991

General Manager of Master(February

Leasing Department,4, 1947)

Building Development

19,000

Division
June 1995

General Manager of
Building Development
Department, BuildingDevelopment Division

June 1998

Director

June 2001

Managing Director

April 2004

Director,
Senior Executive Officer,
Head of Urban Property
Management Division

May 2005

Head of Urban Property
Development Division

June 2005

Representative Director(present)

June 2007

President (present)4

3NobuakiApril 1981

Entered the Company

Takemura

April 2000

General Manager of(February

Administration &13, 1959)

Accounting Department,

14,000Residential Business
Division
June 2000

General Manager of
Accounting Department,
Finance & Accounting
Division

April 2004

Executive Officer

April 2007

Managing ExecutiveOfficer, Deputy Head ofPlanning & Financing
Division

April 2008

General Manager ofManagement Planning
Department

June 2008

DirectorOctober 2008

Head of Finance Division(present)

June 2010

Representative Director(present)

April 2011

Senior Managing Executive
Officer (present)

4KoujunApril 1984

Entered the Company

NishimaApril 2000

General Manager of(March 6,4,000

Administration &Accounting Department,1961)

Building Development
Division
April 2004

Executive Officer, General
Manager of Urban
Property Development
Department, Urban
Property Development

5Division
April 2007

Managing Executive
Officer, Deputy Head of
Urban Property
Development Division

April 2009

Head of Residential
Business Division

June 2009

Director

September 2009 Head of Building
Development
Division(present)
June 2010

Representative Director(present)

April 2011

Senior Managing Executive
Officer (present)

5MasatoApril 1983

Entered the Company

Kobayashi

April 2000

General Manager of(June 14,Planning & Research1960)

Department, Building

5,000

Development Division
April 2004

Executive Officer, General
Manager of Tokyo Site
Acquisition Department,
Urban Property
Development Division

April 2007

Managing Executive Officer,
Deputy Head of Urban
Property Development
Division

April 2009

Head of Site Acquisition
Division

June 2009

DirectorJune 2010

Representative Director(present)

August 2010

Head of Residential
Business Division (present)

6April 2011

Senior Managing Executive
Officer (present)

6Yoshinobu

April 1981

Entered the Company

Sakamoto

August 2000

General Manager of(November

Administration and4, 1958)

Planning Department,

8,000

Housing Business Division
No.2
April 2004

Executive Officer, Deputy
Head of Housing Business
Division

April 2007

Managing Executive Officer

April 2009

Head of Information System
Division (present)

April 2011

Senior Managing Executive
Officer (present)

7

Masayuki

April 1983

Entered the Company

IwamotoJune 2001

General Manager of(May 22,Corporate Planning1960)

Department No.2,10,000Corporate Planning
Division
April 2007

Executive Officer

April 2009Managing Executive
Officer, Head of SecretaryDivision

August 2010

Head of Personnel Division(present)

April 2011

Senior Managing
Executive Officer (present)

8Yoshiyuki
Odai

April 1985

Entered the Company

7,000

September 2004 General Manager of(June 9,Corporate Planning1961)

Department, Corporate
Planning Division
April 2005

Executive Officer7

November 2008

Deputy Head of Finance
Division

April 2010

Head of Residential
Business Division

November 2010

Head of Corporate
Planning Division(present)

April 2011

Senior Managing
Executive Officer (present)

9Masayoshi

April 1957

OhashiEntered Dai-Nihon Mining Co., 12,920
Ltd(JanuaryJune 1969

Entered the Company16, 1939)

July 1986

General Manager of Building
Land Assembling
Department, Building
Development Division

June 1993

Director

July 1993

Deputy Head of Building
Management Division

June 1997
April 2001

Managing Director
Head of Housing Business
Division, No.2

June 2001

Senior Managing Director,
Representative Director

April 2004

Senior Executive Officer,
Head of Housing Business
Division

June 2007

Director (Present)
President of Sumitomo Real
Estate Sales Co., Ltd(Present)

Representation with other companies:
President of Sumitomo Real Estate Sales Co.,
LtdNote: There is no conflict of interest between the candidates and the Company.

8Agenda 3.
3. Election of 1 Corporate Auditor
The term of office of corporate auditor Kunio Kobayashi will expire upon theconclusion of this shareholders’ meeting. Therefore we kindly ask you to vote for theappointment of 1 corporate auditor. The Board of Corporate Auditors has consented tothis agenda.
Candidate for Corporate Auditor:
NameCareer summaries, positions at the Company

Number of(Date ofand important concurrent offices with othercompanyBirth)companiesshares
heldYoshifumi
April 1 April 1973

Entered the CompanyNakamura

General Manager ofJuly 1996

(March 29,Building Management1951)

Department, Building

15,000Development Division
June 2002

DirectorApril 2004

Managing Executive
Officer, Deputy Head ofUrban Property
Management Division

May 2005

Head of Urban Property
Management Division

June 2005

Senior Executive Officer

June 2007

Representative Director(present)

August 2010

Head of Housing Business(present)

Notes: (1) There is no conflict of interest between candidate Yoshifumi Nakamura andthe Company.
(2) The term of office of candidate Yoshifumi Nakamura as a Director of theCompany will expire upon the conclusion of this shareholders’ meeting.

9