This document has been translated from a part of the Japanese original for the convenience of non-Japanese shareholders.
In the event of any discrepancy between this translation and the Japanese original, the original shall prevail.

(Securities identification code: 4027)
June 7, 2021

To our shareholders:Hirofumi Yamazaki
Representative Director, President
Executive Officer
TAYCA CORPORATION
1-3-47 Funamachi, Taisho-ku, Osaka(Head Office: 4-11-6 Tanimachi, Chuo-ku, Osaka)

Notice of the 155th Ordinary General Meeting of Shareholders
We are pleased to announce the 155th Ordinary General Meeting of Shareholders of Tayca Corporation (the“Company”), which will be held as described below.
If you are not attending the meeting in person, you may exercise your voting rights by either of thefollowing methods. Please exercise your voting rights no later than 5:40 p.m., Thursday, June 24, 2021
(Japan Standard Time) after reviewing the attached Reference Documents for the General Meeting of
Shareholders.
To avoid risk of infections of the novel coronavirus disease (COVID-19) at this General Meeting of
Shareholders, you are asked to exercise your voting rights beforehand if possible, and refrain from
attending the General Meeting of Shareholders in person.
Exercising Voting Rights in Writing
Please indicate your approval or disapproval for the proposals on the enclosed voting form and then returnit to us so that it arrives by the above deadline.
Exercising Voting Rights by Electromagnetic Method (Internet)
Please access the Company’s designated voting site (https://evote.tr.mufg.jp/). Next, please use the login ID
and provisional password given on the enclosed voting form and then input your approval or disapproval
for the proposals by the above deadline in accordance with the instructions on the screen.

-1-Meeting Details
1. Date and time:

Friday, June 25, 2021 at 10:00 a.m. (Japan Standard Time)

2. Venue:

Banquet, TKP Garden City Premium Shinsaibashi
3rd floor, Hulic Shinsaibashi Building, 4-3-2 Minamisenba, Chuo-ku, Osaka*If future developments necessitate any changes in the way the General Meeting of
Shareholders will be run, shareholders will be informed on the Company’s website(http://www.tayca.co.jp/). Shareholders who plan to attend the meeting are asked tocheck it before the General Meeting of Shareholders.

3. Purposes:
Items to be reported:
1. Report on the contents of Business Report, Consolidated Financial Statements andNon-consolidated Financial Statements for the 155th Term (from April 1, 2020 toMarch 31, 2021)
2. Results of audit of the Consolidated Financial Statements by the Accounting
Auditor and the Audit & Supervisory Committee for the 155th Term
Items to be resolved:
Proposal 1:
Election of Five (5) Directors (Excluding Directors Who Are Audit & Supervisory
Committee Members)
Proposal 2:
Election of Five (5) Directors Who Are Audit & Supervisory Committee Members
We ask that you please present the enclosed voting form to the reception desk in the venue when attending themeeting in person.
<Requests to Shareholders> Among the documents which we should provide when giving notice of this meeting, the notes to theconsolidated financial statements and the notes to the non-consolidated financial statements have been postedon the Company’s website (http://www.tayca.co.jp/) according to the provisions of laws and regulations andthe Company’s Articles of Incorporation. Therefore, they are not given in the documents accompanying thisnotice. Accordingly, the consolidated financial statements and non-consolidated financial statements auditedby the Accounting Auditor and the Audit & Supervisory Committee include the notes to the consolidated
financial statements and notes to the non-consolidated financial statements posted on the Company’s website
in addition to the documents accompanying this notice.
 We will post any changes made to the matters described in the business reports, consolidated financial
statements, non-consolidated financial statements and Reference Documents for General Meeting of
Shareholders on the Company’s website (http://www.tayca.co.jp/).
[Measures to prevent the infection of COVID-19 at the General Meeting of Shareholders] We kindly ask shareholders who attend the meeting in person to cooperate in having their body temperaturechecked, wearing of face masks and using hand sanitizer.
 Shareholders will be seated at a distance from each other, and therefore there will be fewer seats available
than usual. For that reason, even shareholders who come to the venue may not be allowed to enter.
 We will not be handing out gifts to shareholders who attend the General Meeting of Shareholders this year.
Thank you for your understanding.

-2-

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

Election of Five (5) Directors (Excluding Directors Who Are Audit & Supervisory
Committee Members)

The terms of office for all five (5) Directors (excluding, however, Directors who are Audit & Supervisory
Committee Members) will expire at the conclusion of this meeting. The Company proposes the election offive (5) Directors.
Furthermore, the Company confirmed that there are no matters that need to be stated by the Audit &Supervisory Committee at the General Meeting of Shareholders with regard to this proposal.
The candidates for Directors are as follows:
Candidates for Directors
No.

Name
(Date of birth)

Masao Nagita(April 13, 1950)
1

Career summary, position and responsibilities(Significant concurrent positions outside the Company)
April 1973

Joined the Company

June 2004

General Manager of the Tokyo Branch of theCompany

June 2005

Director and General Manager of the Tokyo
Branch of the Company

June 2009Managing Director and General Manager of
the Tokyo Branch of the Company

June 2010

President of Tayca Trading Co., Ltd.

October 2010

Managing Director and General Manager of
the Sales Department of the Company

October 2011

Managing Director of the Company

June 2013

Senior Managing Director of the Company

June 2014

President of the Company

June 2014

President of Tayca Warehousing Co., Ltd.

April 2017

President of Japan Sericite Corporation

June 2019

Representative Director, President
Executive Officer of the Company

June 2020

Chairman of the Company (present position)

Number of theCompany’s
shares owned

29,290Reasons for nomination as a candidate for Director:
Masao Nagita has accumulated a wealth of business experience and achievements in research departments andsales departments since joining the Company. In addition, he has been responsible for management as Presidentof the Company since June 2014, and as Chairman of the Company since June 2020. The Company proposes his
reelection as a candidate for Director with the expectation that he will make appropriate management judgments
by utilizing these experiences and achievements.

-3-

No.

Name
(Date of birth)

Career summary, position and responsibilities(Significant concurrent positions outside the Company)
April 1979

Joined Dai-Ichi Kangyo Bank, Ltd.

October 1999

General Manager of Komazawa Branch of
Dai-Ichi Kangyo Bank, Ltd.

May 2005

General Manager of Yokohama-Nishiguchi
Branch of Mizuho Bank, Ltd.

Number of theCompany’s
shares owned

December 2006 Senior Executive Officer of Mizuho Credit
Guarantee Co., Ltd.

Hirofumi Yamazaki(July 4, 1955)

2

June 2009Managing Director of Mizuho Credit
Guarantee Co., Ltd.

May 2011

Joined the Company as Adviser

June 2011

Director of the Company

November 2013 Director and General Manager of the
Accounting Department of the Company
June 2014

Managing Director and General Manager ofthe Accounting Department of the Company

June 2014

President of Tayca Trading Co., Ltd.

April 2015

Managing Director of the Company

June 2018

Senior Managing Director of the Company

June 2019

Representative Director, Senior Managing
Executive Officer of the Company

June 2020

Representative Director, President Executive
Officer of the Company (present position)

11,700(Current responsibilities)
In charge of the Internal Auditing Department
Reasons for nomination as a candidate for Director:
Hirofumi Yamazaki has extensive insight into finance and corporate management cultivated in his previous
employment. Moreover, he has accumulated plenty of achievements in management departments and factory
departments since joining the Company and has been responsible for management as Representative Director
and President Executive Officer since June 2020. The Company proposes his reelection as a candidate for
Director with the expectation that he will use these experience and achievements for appropriate management
judgments in the management of the Company.

-4-

No.

Name
(Date of birth)Shunji Idei
(March 24, 1964)

Career summary, position and responsibilities(Significant concurrent positions outside the Company)
April 1986

Joined the Company

April 2012

General Manager of the Okayama ResearchLaboratory of the Company

April 2015

General Manager of the Sales Department of
the Company

June 2017

General Manager of the Tokyo Branch of theCompany

June 2018

Director and General Manager of the Tokyo
Branch of the Company

August 2018

President of TFT Corporation (present
position)

June 2019

Director, Senior Executive Officer andGeneral Manager of the Tokyo Branch of theCompany

June 2020

Director, Managing Executive Officer of theCompany (present position)

3

Number of theCompany’s
shares owned

2,900(Current responsibilities)
In charge of the Sales Department, Tokyo Branch, the Osaka
Research Laboratory and Okayama Research Laboratory, andthe Electronic Ceramics and Devices Department[Significant concurrent positions outside the Company]
President of TFT Corporation
Reasons for nomination as a candidate for Director:
Shunji Idei has accumulated a wealth of business experience and achievements in research departments and sales
departments since joining the Company. The Company proposes his reelection as a candidate for Director withthe expectation that he will use these experiences and expertise in the management of the Company.

-5-

No.

Name
(Date of birth)

Career summary, position and responsibilities(Significant concurrent positions outside the Company)
April 1984

Number of theCompany’s
shares owned

Joined Nissho Iwai Corporation

September 2003 Joined Sun Chlorella Corporation

Masahiko Nishino(October 9, 1959)
4

August 2010

Joined the Company

October 2011

General Manager of the Sales Department of
the Company

April 2015

General Manager of the Tokyo Branch of theCompany

June 2015

Director and General Manager of the Tokyo
Branch of the Company

June 2017

Director of the Company

June 2017

President of Tayca Trading Co., Ltd. (present
position)

June 2019

Director, General Manager of the Corporate
Planning Department of the Company

June 2019

Director, Senior Executive Officer andGeneral Manager of the Corporate Planning
Department of the Company

April 2020

Director, Senior Executive Officer of theCompany

June 2020

Director, Managing Executive Officer of theCompany

April 2021

Director, Managing Executive Officer andGeneral Manager of Osaka Factory, of theCompany (present position)

4,500(Current responsibilities)
In charge of the Corporate Planning Department,
Environmental and Quality Department, the New Business and
IP Strategy Department, and the Purchasing Department,
General Manager of Osaka Factory[Significant concurrent positions outside the Company]
President of Tayca Trading Co., Ltd.
Reasons for nomination as a candidate for Director:
Masahiko Nishino has accumulated a wealth of sales experience and overseas work achievements in working attrading companies over many years. In addition, he has accumulated plenty of achievements in sales departments
and management departments since joining the Company. The Company proposes his reelection as a candidate
for Director with the expectation that he will use these insights and achievements in the management of theCompany.

-6-

No.

Name
(Date of birth)

Tamataro Iwasaki(March 29, 1967)
5

Career summary, position and responsibilities(Significant concurrent positions outside the Company)
April 1989

Joined the Company

April 2010

Assistant General Manager of the Tokyo
Branch of the Company

January 2016

General Manager of Sales Department of
Tayca Warehousing Co., Ltd.

October 2016

General Manager of Sales Warehouse
Supervising Department of Tayca
Warehousing Co., Ltd.

June 2017

President of Tayca Warehousing Co., Ltd.

June 2020

Director, Senior Executive Officer of theCompany and General Manager of Okayama
Factory (present position)

Number of theCompany’s
shares owned

2,600(Current responsibilities)
In charge of Kumayama Factory, General Manager of Okayama
Factory
Reasons for nomination as a candidate for Director:
Tamataro Iwasaki has accumulated a wealth of business experience and achievements in sales departments andfactory departments since joining the Company. The Company proposes his reelection as a candidate for Director
with the expectation that he will use these experiences and expertise in the management of the Company.

Notes: 1. There is no special interest between each of the candidates and the Company.
2. The Company has entered into a directors and officers liability insurance policy as provided forin Article 430-3, paragraph (1) of the Companies Act with an insurance company. The insurance
policy includes the Directors of the Company as the insureds. The insurance policy covers losses
that may arise from an insured’s assumption of liability incurred in the course of theperformance of their duties, or receipt of claims pertaining to the pursuit of such liability. If theelection of the candidates for Director is approved, they will be included in the insureds of thisinsurance policy.
In addition, when the insurance policy is renewed, the Company plans to renew the policy withthe same terms.

-7-Proposal 2:

Election of Five (5) Directors Who Are Audit & Supervisory Committee Members

At the conclusion of this meeting, the terms of office of all five (5) Directors who are Audit & Supervisory
Committee Members will expire. Therefore, the Company proposes the election of five (5) Directors who
are Audit & Supervisory Committee Members.
The approval of the Audit & Supervisory Board has been obtained for this proposal.
The candidates for Directors who are Audit & Supervisory Committee Members are as follows.
Candidates for Directors Who Are Audit & Supervisory Committee Members
No.

Name
(Date of birth)

Career summary, position and responsibilities(Significant concurrent positions outside the Company)
April 1980

Number of theCompany’s
shares owned

Joined the Company

December 2006 General Manager of Tayca Trading Co., Ltd.

Akira Miyazaki(January 3, 1958)
1

April 2008

General Manager of the Purchasing
Department of the Company

July 2013

General Manager of the Sales Department of
the Company

July 2013

General Manager of Tayca Trading Co., Ltd.

June 2014

Director and General Manager of Tayca
Trading Co., Ltd.

June 2015

Full-time Audit & Supervisory Board
Member of the Company

June 2019

Director (Full-time Audit & Supervisory
Committee Member) of the Company(present position)

5,300

Reasons for nomination as a candidate for Director who is an Audit & Supervisory Committee Member:
Akira Miyazaki has accumulated a wealth of business experience and achievements in research departments,
sales departments and purchasing departments since joining the Company. The Company proposes his reelection
as a candidate for Director who is an Audit & Supervisory Committee Member so that he can reflect his
experience and broad insights in the audits of the Company.

-8-

No.

Name
(Date of birth)

Hiroyuki Yamada(May 14, 1949)

Career summary, position and responsibilities(Significant concurrent positions outside the Company)
April 1972

Joined Yamada Sangyo Co., Ltd.

June 1992

President of Yamada Sangyo Co., Ltd.
(present position)

June 1997

Audit & Supervisory Board Member of theCompany

June 2019

Director (Audit & Supervisory Committee
Member) of the Company (present position)

Number of theCompany’s
shares owned

0[Significant concurrent positions outside the Company]
2

President of Yamada Sangyo Co., Ltd.
Reasons for nomination as a candidate for Outside Director who is an Audit & Supervisory Committee Member
and overview of expected roles:
The Company proposes the reelection of Hiroyuki Yamada as a candidate for Outside Director who is an Audit &Supervisory Committee Member with the expectation that he will utilize his wealth of experience and broad
insights for the management as an executive in the audits of the Company.
Period in office as Outside Director of the Company:
Hiroyuki Yamada will have been in office as Outside Director who is an Audit & Supervisory Committee
Member for two (2) years at the conclusion of this meeting. In addition, Hiroyuki Yamada served as Outside
Audit & Supervisory Board Member of the Company for 22 years from June 1997 to June 2019.

-9-

No.

Name
(Date of birth)

Hitoshi Tanaka(May 7, 1952)

Career summary, position and responsibilities(Significant concurrent positions outside the Company)
April 1979

Registered as a lawyer and joined Yoneda
Legal Professional Corporation (now:Yodoyabashi & Yamagami Legal Professional
Corporation) (present position)

April 2003

Vice-President of Osaka Bar Association

June 2013

Audit & Supervisory Board Member of theCompany

June 2014

Outside Auditor of Nissin Electric Co., Ltd.
(present position)

June 2014

Director of the Company

June 2019

Director (Audit & Supervisory Committee
Member) of the Company (present position)

Number of theCompany’s
shares owned

0[Significant concurrent positions outside the Company]
3

Lawyer of Yodoyabashi & Yamagami Legal Professional
Corporation
Reasons for nomination as a candidate for Outside Director who is an Audit & Supervisory Committee Member
and overview of expected roles:
Hitoshi Tanaka is well-versed in corporate legal affairs as a lawyer. The Company proposes his reelection as a
candidate for Outside Director who is an Audit & Supervisory Committee Member with the expectation that hewill use the professional insights and wealth of experience he has cultivated in the management of the Company.
He does not have experience of being involved in the management of companies in ways other than as Outside
Director or Outside Audit & Supervisory Board Member in the past, but we have made the judgment that he canappropriately perform his duties as Outside Director who is an Audit & Supervisory Committee Member basedon the above reasons.
Period in office as Outside Director of the Company:
Hitoshi Tanaka will have been in office as Outside Director who is an Audit & Supervisory Committee Member
for two (2) years at the conclusion of this meeting. In addition, Hitoshi Tanaka served as Outside Audit &Supervisory Board Member of the Company for one (1) year from June 2013 to June 2014 and as Outside
Director of the Company for five (5) years from June 2014 to June 2019.

- 10 -

No.

Name(Date of birth)

Koji Yamamoto(December 28, 1954)

4

Career summary, position and responsibilities(Significant concurrent positions outside the Company)
April 1983

Lecturer of the School of Business,
University of Kagawa

April 1984

Associate Professor of the School ofBusiness, University of Kagawa

October 1988

Associate Professor of the School of
Economics, Osaka Prefecture University

January 1996

Professor of the School of Economics(Graduate School of Economics), Osaka
Prefecture University

April 2010

Head of the School of Economics, Osaka
Prefecture University

April 2012

Vice-President, Osaka Prefecture University
College of Sustainable System Sciences andHead of the School of Management(Professor of the Graduate School of
Economics, Osaka Prefecture University)

June 2012

Special Vice-President of Osaka Prefecture
University

June 2014

Audit & Supervisory Board Member of theCompany

July 2015

Audit Commission member of Osaka
Prefecture (present position)

March 2017

Professor Emeritus of Osaka Prefecture
University (present position)

April 2017

Professor of the Faculty of Business
Administration, Osaka Gakuin University(present position)

June 2019

Director (Audit & Supervisory Committee
Member) of the Company (present position)

Number of theCompany’s
shares owned

0[Significant concurrent positions outside the Company]
Professor of the Faculty of Business Administration, Osaka
Gakuin University and Audit Commission member of Osaka
Prefecture
Reasons for nomination as a candidate for Outside Director who is an Audit & Supervisory Committee Member
and overview of expected roles:
The Company proposes the reelection of Koji Yamamoto as a candidate for Outside Director who is an Audit &Supervisory Committee Member so that he can utilize his professional knowledge and wealth of experience
relating to accounting as a longstanding university professor in the management of the Company. He does nothave experience of being involved in the management of companies in ways other than as an Outside Director oran Outside Audit & Supervisory Board Member in the past, but we made the judgment that he can appropriately
perform his duties as Outside Director who is an Audit & Supervisory Committee Member based on the above
reasons.
Period in office as Outside Director of the Company:
Koji Yamamoto will have been in office as Outside Director who is an Audit & Supervisory Committee Member
for two (2) years at the conclusion of this meeting. In addition, Koji Yamamoto served as Outside Audit &Supervisory Board Member of the Company for five (5) years from June 2014 to June 2019.

- 11 -

No.

Name(Date of birth)

Mamiko Ozaki(January 30, 1955)

5

Career summary, position and responsibilities(Significant concurrent positions outside the Company)
April 1999

Associate Professor of Department ofApplied Biology, Faculty of Textile Science,
Kyoto Institute of Technology

April 2006

Professor of Department of Biology, Facultyof Science, Kobe University

April 2007

Professor of Department of Biology,
Graduate School of Science, Kobe University

January 2016

Chair of Japanese Society for Comparative
Physiology and Biochemistry

June 2016

Director of the Company

June 2019

Director (Audit & Supervisory Committee
Member) of the Company (present position)

April 2020

Professor Emeritus of Graduate School of
Science, Kobe University (present position)

April 2020

Invited Professor of Department of Chemical
Science & Engineering, Kobe University(present position)

April 2020

Invited Professor of RIKEN Center for
Biosystems Dynamics Research (present
position)

Number of theCompany’s
shares owned

0[Significant concurrent positions outside the Company]
Invited Professor of Department of Chemical Science &Engineering, Kobe University
Invited Professor of RIKEN Center for Biosystems Dynamics
Research
Reasons for nomination as a candidate for Outside Director who is an Audit & Supervisory Committee Member
and overview of expected roles:
Mamiko Ozaki has been active over many years as a technical researcher. Moreover, she is the first woman toserve as the Chair of Japanese Society for Comparative Physiology and Biochemistry. The Company proposes
her reelection as a candidate for Outside Director who is an Audit & Supervisory Committee Member with the
expectation that she will use the professional insights and wealth of experience she has cultivated in the
management of the Company. She does not have experience of being involved in the management of companies
in ways other than as Outside Director in the past, but we have made the judgment that she can appropriately
perform her duties as Outside Director who is an Audit & Supervisory Committee Member based on the above
reasons.
Period in office as Outside Director of the Company:
Mamiko Ozaki will have been in office as Outside Director who is an Audit & Supervisory Committee Member
for two (2) years at the conclusion of this meeting. In addition, Mamiko Ozaki served as Outside Director of theCompany for three (3) years from June 2016 to June 2019.

Notes: 1. Hiroyuki Yamada is President of Yamada Sangyo Co., Ltd. The Company has a business
relationship (e.g., sale of gypsum) with that company. In addition, Hitoshi Tanaka is a lawyer
belonging to the Yodoyabashi & Yamagami Legal Professional Corporation. The Company hasentered into an advisory contract with that corporation. There is no special interest between othercandidates and the Company.
2. Among the candidates, Hiroyuki Yamada, Hitoshi Tanaka, Koji Yamamoto and Mamiko Ozaki
are candidates for Outside Director. Moreover, the Company has notified the Tokyo Stock
Exchange that Hiroyuki Yamada, Hitoshi Tanaka, Koji Yamamoto and Mamiko Ozaki are
Independent Officers. The Company plans to notify the stock exchange concerning theappointment of Hiroyuki Yamada, Hitoshi Tanaka, Koji Yamamoto and Mamiko Ozaki as
Independent Officers to continue.
3. The Company has entered into agreements with Hiroyuki Yamada, Hitoshi Tanaka, Koji
Yamamoto and Mamiko Ozaki to limit their liability for damages under Article 423, paragraph(1) of the Companies Act, and limited the maximum amount of their liability for damages basedon said agreement to the minimum liability amount stipulated in Article 425, paragraph (1) of the
Act if they have acted in good faith and without gross negligence in the performance of their- 12 -

duties. If the election of Hiroyuki Yamada, Hitoshi Tanaka, Koji Yamamoto and Mamiko Ozaki
is approved, the Company plans to continue this limited liability agreement with them.
4. The Company has entered into a directors and officers liability insurance policy as provided forin Article 430-3, paragraph (1) of the Companies Act with an insurance company. The insurance
policy includes the Directors who are Audit & Supervisory Committee Members of theCompany as the insureds. The insurance policy covers losses that may arise from an insured’s
assumption of liability incurred in the course of the performance of their duties, or receipt ofclaims pertaining to the pursuit of such liability. If the election of the candidates for Director
who is an Audit and Supervisory Committee Member is approved, they will be included in theinsureds of this insurance policy.
In addition, when the insurance policy is renewed, the Company plans to renew the policy withthe same terms.

- 13 -