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: 7630
Date of sending by postal mail: May 15, 2023
Start date of measures for electronic provision: May 8, 2023
To Our Shareholders:Mamoru Kuzuhara
President and Representative Director
ICHIBANYA CO., LTD.
6-12-23 Mitsui, Ichinomiya-shi, Aichi

Notice of the 41st Annual General Meeting of Shareholders
We would like to inform you that the 41st Annual General Meeting of Shareholders of ICHIBANYA CO., LTD. (the“Company”) will be held as follows. Please note that the Annual General Meeting of Shareholders will begin at
10:30 a.m. (reception begins at 9:30 a.m.) (JST).
In convening this General Meeting of Shareholders, the Company takes measures for providing information that
constitutes the content of reference documents for the general meeting of shareholders, etc. (matters for whichmeasures for providing information in electronic format are to be taken) in electronic format, and posts theinformation on the Company’s website. Please access the following website to view the information.
The Company’s website: https://www.ichibanya.co.jp/comp/ (in Japanese)(From the above website, select “IR library” and go to “General meeting of shareholders.”)
Website for posted informational materials for the general meeting of shareholders:
https://d.sokai.jp/7630/teiji/ (in Japanese)
In addition to the Company’s website mentioned above, matters subject to measures for electronic provision are also
posted on the website of the Tokyo Stock Exchange (TSE).
The TSE website (Listed Company Search):https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show (in Japanese)(Access the TSE website by using the Internet address shown above, enter “Ichibanya” in “Issue name (company
name)” or the Company’s securities code “7630” 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 do not attend the meeting in person, you may exercise your voting rights via the Internet or in writing (bymail), so please review the Reference Documents for the General Meeting of Shareholders and exercise your voting
rights by 5:00 p.m. on Monday, May 29, 2023 (JST).
[In case of exercising voting rights via the Internet]
Please access the website for exercising voting rights designated by the Company (https://www.web54.net) (inJapanese), use the “Voting Right Exercise Code” and “Password” indicated on the voting form that is sent together
with this notice, and follow the instructions on the screen and enter your approval or disapproval of the proposals
by the deadline for exercising your voting rights as indicated above.
When exercising your voting rights via the Internet, please refer to the “Guide to Exercising Voting Rights via theInternet, etc.” (available in Japanese only) below.
[In case of exercising voting rights in writing (by mail)]
Please indicate your approval or disapproval of the proposals on the voting form and return the form to us so thatit arrives by the deadline for exercising your voting rights mentioned above.

-1-1. Date and Time: Tuesday, May 30, 2023 at 10:30 a.m. (reception begins at 9:30 a.m.) (JST)
2. Venue:
Hilton Nagoya, 4th floor
1-3-3, Sakae, Naka-ku, Nagoya-shi* Please note that the venue has changed from last time.
3. Purpose of the Meeting
Matters to be reported:
1. Report on the Business Report, the Consolidated Financial Statements and the results of audits of theConsolidated Financial Statements by the Financial Auditor and the Audit and Supervisory Committee forthe 41st fiscal year (from March 1, 2022 to February 28, 2023)
2. Report on the Non-consolidated Financial Statements for the 41st fiscal year (from March 1, 2022 toFebruary 28, 2023)
Matters to be resolved:
Proposal No. 1
Election of Seven Directors (Excluding Directors Who Are Audit and Supervisory
Committee Members)
Proposal No. 2
Election of Four Directors Who Are Audit and Supervisory Committee Members* No attendance benefits (meal tickets) will be provided to shareholders attending the meeting. Thank you for yourunderstanding.

1. When attending the meeting in person, please hand in the voting form at the reception desk.
2. For this General Meeting of Shareholders, we have decided to deliver paper-based documents stating the matters subject to measuresfor electronic provision to all shareholders, regardless of whether or not they have requested the delivery of paper-based documents.
Among the matters subject to measures for electronic provision, in accordance with the provisions of laws and regulations andArticle 18 of the Articles of Incorporation of the Company, the following matters are not provided in the paper-based documents
delivered.
(1)(2)

System to ensure the appropriateness of operations
Notes to the Consolidated Financial Statements(3) Notes to the Non-consolidated Financial Statements
Accordingly, the Business Report, Consolidated Financial Statements and Non-consolidated Financial Statements included in the
aforementioned documents are part of the documents that were audited by the Financial Auditor and Audit and Supervisory
Committee Members for preparing their respective audit reports.
3. If revisions to the matters subject to measures for electronic provision arise, a notice of the revisions and the details of the matters
before and after the revisions will be posted on each of the websites mentioned above.

-2-

Reference Documents for the General Meeting of Shareholders
Proposal No. 1

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

At the conclusion of this meeting, the terms of all eight Directors (excluding Directors who are Audit and Supervisory
Committee Members; the same shall apply hereinafter in this proposal) will expire.
Therefore, the Company proposes the election of seven Directors including one new Director.
There was no particular comment from the Audit and Supervisory Committee regarding this proposal.
The candidates for Director are as follows:
Candidate
No.

Name(Date of birth)

Career summary, position, responsibility in the Company(Significant concurrent positions outside the Company)
Feb. 19801

Toshiya Hamajima(April 24, 1959)
Re-election

July 1982
June 1990
Jan. 1992
Dec. 1996
June 1998
June 2000
June 2002
Mar. 2019
Jan. 1992
June 2006
June 2013
Aug. 2013

2

Mamoru Kuzuhara(June 30, 1967)
Re-election

June 2015
Mar. 2018
Mar. 2019
Mar. 2021
May 2021
Mar. 2022

Engaged in CURRY HOUSE CoCoICHIBANYA
Joined the Company
General Manager of Central Japan Division
Director and General Manager of All Japan
Headquarters
Director and General Manager of StoreOperations Division
Executive Managing Director and General
Manager of Store Operations Division
Vice President and Representative Director
President and Representative Director
Chairman and Director (current position)
Joined the Company
General Manager of Overseas Division
General Manager of Overseas Division
Director and General Manager of Overseas
DivisionManaging Director and General Manager ofOverseas Division
Vice President and Representative Director
President and Representative Director
President and Representative Director, incharge of Internal Auditing Office
President and Representative Director
President and Representative Director, incharge of Creation Development Division(current position)-3-

Number of theCompany’s sharesowned

194,361 shares

19,590 shares

Candidate
No.

Name
(Date of birth)

Career summary, position, responsibility in the Company(Significant concurrent positions outside the Company)
Mar. 1990
Dec. 2000
June 2002
June 2003

3

Tatsuo Miyazaki(February 22, 1964)
Re-election

Joined the Company
General Manager of No. 3 Sales Department
General Manager of No. 2 Sales Department
Acting General Manager of Business Division
and General Manager of Marketing Department
Aug. 2004
Director, General Manager of Business
Division, and General Manager of Marketing
Department
June 2007
Director, General Manager of Business
Division, General Manager of Central Japan
Division, and General Manager of Marketing
Department
June 2008
Director, General Manager of Sales Divisionand in charge of Store Planning Department
June 2012
Director and General Manager of Project
Planning Division
June 2014
Director and General Manager of East Japan
Division
June 2016
Director and General Manager of Operational
Improvement Promotion Division
Mar. 2018
Managing Director and General Manager ofOperational Improvement Promotion Division
Mar. 2020
Managing Director, in charge of Corporate
Planning Office, Human Resources & General
Affairs Department, and Customer Service
CenterMar. 2021
Executive Managing Director, in charge ofCorporate Planning Office, Human Resources
Department, General Affairs Department, andCustomer Service Center
Mar. 2022
Executive Managing Director and General
Manager of Administration Division
Mar. 2023
Executive Managing Director and General
Manager of Administration Division, and in
charge of domestic subsidiaries (current
position)(Significant concurrent positions outside the Company)
Director of Daikoku Shoji CO., LTD.
Director of Takei CO., LTD.

Number of theCompany’s shares
owned

-4-

28,236 shares

Candidate
No.

Name
(Date of birth)

Career summary, position, responsibility in the Company(Significant concurrent positions outside the Company)
Feb. 1993
June 2004
June 2008
June 2012
June 2016
Aug. 2016
Mar. 20184

Shiro Adachi(September 8, 1961)

Mar. 2020

Re-election

Mar. 2022

Mar. 2023

Apr. 1987
Dec. 2000
June 2002
June 2007
June 2012
June 2014
Aug. 2015

5

Kazushige Sugihara(February 9, 1966)

June 2016

Re-election

Mar. 2018
Mar. 2022

Mar. 2023

Joined the Company
General Manager of No. 2 Sales Department
General Manager of East Japan Division
General Manager of Central Japan Division
General Manager of East Japan Division
Director and General Manager of East Japan
Division
Director and General Manager of Sales
DivisionManaging Director and General Manager ofSales Division
Managing Director, in charge of RC Business
Management Headquarters, FC Business
Management Headquarters and Marketing
DivisionManaging Director, in charge of RC Business
Management Headquarters, FC Business
Management Headquarters, Marketing Division
and Strategic Sales Business Department(current position)
Joined the Company
General Manager of No. 2 Sales Department
General Manager of No. 5 Sales Department
General Manager of West Japan Division
General Manager of East Japan Division
General Manager of Production Division
Director and General Manager of Production
Division
Director and General Manager of Product
Division
Director and General Manager of SCM
Division
Director, in charge of Production Division,
Product Management Department, Agriculture
Business Department and Customer Service
OfficeDirector, in charge of Production Division,
Product Management Department andCustomer Service Office (current position)-5-

Number of theCompany’s shares
owned

12,528 shares

12,628 shares

Candidate
No.

Name
(Date of birth)

Career summary, position, responsibility in the Company(Significant concurrent positions outside the Company)
Jan. 2000
June 2007
Aug. 2015

6

Keiji Ishiguro(November 22, 1962)
Re-election

7

Atsushi Sakuma(November 3, 1964)
New election

Joined the Company
General Manager of Accounting Department
Director, General Manager of Accounting
Department, in charge of Information Systems
Department, and General Affairs Department
Dec. 2015
Director, General Manager of Accounting
Department, in charge of Information Systems
Department
Mar. 2017
Director, in charge of Accounting Department,
and Information Systems Department
Mar. 2021
Director, in charge of Accounting Department,
and Quality Assurance Department
Mar. 2022
Director, Financial Officer of Consolidated
Subsidiaries, in charge of Accounting
Department and Quality Assurance Department(current position)(Significant concurrent positions outside the Company)
Auditor of ICHIBANYA RESTAURANT MANAGEMENT(CHINA) CO., LTD.
Director of ICHIBANYA INTERNATIONAL HONG KONG
LIMITED
Director of ICHIBANYA UK LIMITED
Director and CFO of ICHIBANYA INTERNATIONAL USA,
INC.
Director of Daikoku Shoji CO., LTD.
Director of Takei CO., LTD.
Director of TAIWAN ICHIBANYA INC.
Director and CFO of ICHIBANYA USA INC.
Director of ICHIBANYA HONG KONG LIMITED
Director of ICHIBANYA MIDWEST ASIA CO., LTD.
Director of ICHIBANYA INDIA PRIVATE LIMITED
Apr. 1989
Joined House Foods Corporation
Oct. 2013
General Manager of Development Department
No.1, Development Laboratory
Apr. 2015
General Manager of Food Business Department
No. 1
Apr. 2018
Director
General Manager of Development Laboratory,
in charge of Quality Assurance Department and
New Terrain Development Department
Apr. 2021
Managing Director
General Manager of Development Laboratory,
in charge of Quality Assurance Department
Apr. 2023
Executive Officer, House Foods Group Inc.
General Manager of Corporate Communication
Headquarters, in charge of New Business
Planning & Development Division, and ValueAdded Vegetables Business Development
Division (current position)

Number of theCompany’s shares
owned

-6-

6,228 shares–

Notes:

1. A special interest between each candidate and the Company is as follows.
(1) Atsushi Sakuma serves as a person executing business in House Foods Group Inc., which is currently the parent
company of the Company(2) There is no special interest between any other candidates and the Company.
2. The Company plans to enter into a limited liability agreement with Atsushi Sakuma, pursuant to the provisions of Article
32 of the Articles of Incorporation. Regarding an outline of the contents of the limited liability agreement, with respect tothe liability in Article 423, paragraph (1) of the Companies Act, the maximum amount of liability for damages shall be theamount provided for in laws and regulations, if he acts in good faith and without gross negligence in performing his duties.
3. The Company has entered into a directors and officers liability insurance contract provided for under Article 430-3,
paragraph (1) of the Companies Act with an insurance company, identifying all Directors as the insured, to cover any legal
damages and litigation expenses that may be borne by the insured, by means of the insurance contract. Each candidate, ifthey are elected and assume the post of Director, will be the insured under the said insurance contract. Furthermore, theCompany plans to renew the aforementioned contract with comparable contents at the time of next renewal.

-7-

Proposal No. 2

Election of Four Directors Who Are Audit and Supervisory Committee Members

At the conclusion of this meeting, the terms of all four Directors who are Audit and Supervisory Committee Members
will expire.
Therefore, the Company proposes the election of four Directors who are Audit and Supervisory Committee Members.
In addition, the consent of the Audit and Supervisory Committee has been obtained for this proposal.
The candidates for Directors who are Audit and Supervisory Committee Members are as follows:
Candidate
No.

Name(Date of birth)

Career summary, position, responsibility in the Company(Significant concurrent positions outside the Company)
Apr. 1991
Feb. 19931

Toshihiro Uchida(January 25, 1968)
Re-election

2

Mitsuru Naito(February 26, 1962)
Re-election

3

Koji Oda(March 24, 1955)
Re-election

Joined Nomura Securities Co., Ltd.
Joined Tokai Research & Consulting Inc.
(currently, Mitsubishi UFJ Research andConsulting Co., Ltd.)
Jan. 2006
Senior Economist of Economic Research
Department of Mitsubishi UFJ Research andConsulting Co., Ltd.
Apr. 2015
Visiting Professor of School of Economics,
Chukyo University (current position)Councilor of UMEMURA Educational
Institutions (current position)
Jan. 2019
Part-time Director of UMEMURA Educational
Institutions
Apr. 2019
Executive Director of UMEMURA Educational
Institutions (current position)
May 2021
Outside Director (Audit and Supervisory
Committee Member) of the Company (current
position)
Oct. 1986
Joined Tohmatsu & Co.
Mar. 1990
Registered as a certified public accountant
Jan. 1999
Established Naito CPA Office; Head of Office(current position)
May 2000
Registered as a certified tax accountant
Aug. 2006
Outside Audit & Supervisory Board Member of
the Company
Aug. 2015
Outside Director (Audit and Supervisory
Committee Member) (current position)(Significant concurrent positions outside the Company)
President and Representative Director of Leadway Consulting
Representative Audit Committee Member of Iwakura City
Apr. 1980
Registered as an attorney at law;
Joined Nagoya Bar Association
Apr. 1985
Established Koji Oda Law Office; Head of
Office (current position)
Aug. 2012
Outside Audit & Supervisory Board Member of
the Company
Aug. 2015
Outside Director (Audit and Supervisory
Committee Member) (current position)

Number of theCompany’s shares
owned

-8-

–

–

–

Candidate
No.

Name
(Date of birth)

Career summary, position, responsibility in the Company(Significant concurrent positions outside the Company)
Oct. 2001

4

Notes:

1.
2.

3.

4.
5.

Number of theCompany’s shares
ownedRegistered as an attorney at law (under thename of Yoko Noguchi); Joined Daini Tokyo
Bar Association
Joined Torikai Law OfficeNov. 2003
Joined Nagoya Bar Association
Joined Ishihara Law Office
Oct. 2006
Established Haruma & Noguchi Law Office(currently and LEGAL LPC); attorney at law
Yoko Haruma(current position)(November 19, 1974)–
Aug. 2014
Outside Director of the Company
Aug. 2015
Outside Director (Audit and Supervisory
Re-election
Committee Member) (current position)(Significant concurrent positions outside the Company)
Outside Director (Audit & Supervisory Committee Member) ofJAPAN MATERIAL Co., Ltd.
External Director of NADEX CO., LTD.
Outside Director (Audit and Supervisory Committee Member)of HAMAYUU CO., LTD.
Director of Ichimura Gakuen
There is no special interest between any of the candidates and the Company.
Toshihiro Uchida, Mitsuru Naito, Koji Oda and Yoko Haruma are candidates for outside Director. If the election of Mr.
Uchida, Mr. Naito, Mr. Oda and Ms. Haruma is approved, the Company will continue to designate each of them as
independent officers (outside Directors) as defined by the Tokyo Stock Exchange and the Nagoya Stock Exchange.
Reasons for nomination as candidates for outside Directors and summary of expected role
(1) Toshihiro Uchida was nominated as a candidate for outside Director because, after working as a macroeconomic
economist at a private think tank in a wide range of fields, while subsequently serving as a Visiting Professor at the
School of Economics, Chukyo University, he was appointed as Councilor and Executive Director at UMEMURA
Educational Institutions, a corporation established by the said university, and demonstrated his ability in the
management of an incorporated educational institution. As an outside Director who is an Audit and Supervisory
Committee Member, he has provided advice and recommendations that contribute to appropriate management
decisions. We expect that he will continue to take advantage of his diverse career background and abundant
knowledge to supervise and provide advice to the Directors on the execution of their duties.
(2) Mitsuru Naito was nominated as a candidate for outside Director because he is a specialist in finance and accounting
with extensive knowledge and experience in accounting and tax matters at listed company, organizational
restructuring, financial research and corporate valuation, internal control evaluation, etc. As an outside Director who
is an Audit and Supervisory Committee Member, he has provided advice and recommendations that contribute toappropriate management decisions. We expect that he will continue to use his knowledge to supervise and provide
advice to the Directors on the execution of their duties from a professional perspective, particularly with respect toaccounting, tax matters, finance, and internal control.
(3) Koji Oda was nominated as a candidate for outside Director because he is a specialist in law with extensive knowledge
and experience in Unfair Competition Prevention Act, franchise issues, consumer issues, labor issues, etc. As an
outside Director who is an Audit and Supervisory Committee Member, he has provided advice and recommendations
that contribute to appropriate management decisions. We expect that he will continue to use his knowledge tosupervise and provide advice to the Directors on the execution of their duties from a professional perspective,
particularly with respect to Unfair Competition Prevention Act and labor issues.
(4) Yoko Haruma was nominated as a candidate for outside Director because she is a specialist in legal matters withknowledge and experience in corporate legal affairs, internal control systems, and corporate governance, etc. with afocus on the Companies Act, as well as experience as an outside officer in several companies. As an outside Director
who is an Audit and Supervisory Committee Member, she has provided advice and recommendations that contributeto appropriate management decisions. We expect that she will continue to use her knowledge to supervise and provide
advice to the Directors on the execution of their duties from a professional perspective, particularly with respect tocorporate legal affairs, internal control systems, and corporate governance.
Toshihiro Uchida is currently an outside Director who is an Audit and Supervisory Committee Member of the Company,and his term of office as outside Director will be two years at the conclusion of this meeting.
Mitsuru Naito and Koji Oda are currently outside Directors who are Audit and Supervisory Committee Members of theCompany, and their terms of office as outside Directors will be seven years and nine months at the conclusion of this-9-

meeting. Both of them have previously served as non-executive officers (outside Audit & Supervisory Board Members)of the Company.
6. Yoko Haruma is currently an outside Director who is an Audit and Supervisory Committee Member of the Company, andher term of office as an outside Director will be eight years and nine months at the conclusion of this meeting.
7. The Company has entered into limited liability agreements with Toshihiro Uchida, Mitsuru Naito, Koji Oda, and Yoko
Haruma, pursuant to the provisions of Article 32 of the Articles of Incorporation. Regarding an outline of the contents of
the limited liability agreement, with respect to the liability in Article 423, paragraph (1) of the Companies Act, themaximum amount of liability for damages shall be the amount provided for in laws and regulations, if they have acted ingood faith and without gross negligence in performing their duties. If the re-election of each candidate is approved, theCompany plans to renew the aforementioned agreements with them.
8. The Company has entered into a directors and officers liability insurance contract provided for under Article 430-3,
paragraph (1) of the Companies Act with an insurance company, identifying all Directors as the insured, to cover any legal
damages and litigation expenses that may be borne by the insured, by means of the insurance contract. Each candidate, ifthey are elected and assume the post of Director, will be the insured under the said insurance contract. Furthermore, theCompany plans to renew the aforementioned contract with comparable contents at the time of next renewal.

[Skill matrix for Directors of the Company]
The expertise and experience of Directors are as follows:

Toshiya Hamajima
Mamoru Kuzuhara
Tatsuo Miyazaki
Shiro Adachi
Kazushige Sugihara
Keiji Ishiguro
Atsushi Sakuma
Toshihiro Uchida
Mitsuru Naito
Koji Oda
Yoko Haruma

Corporate
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Human
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Labor
affairs

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Risk
management

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