These documents are partial translations of the Japanese originals for reference purposes only.
In the event of any discrepancy between these translated documents and the Japaneseoriginals, the originals shall prevail. The Company assumes no responsibility for thistranslation or for direct, indirect or any other forms of damages arising from the translations.
(Securities Code: 7189)
June 4, 2020
To Shareholders with Voting Rights:

Hiromichi Tanigawa
President
Nishi-Nippon Financial Holdings, Inc.
1-1, Hakata-ekimae 3-chome, Hakata-ku,
Fukuoka, JapanNOTICE OF CONVOCATION OF
THE 4TH ANNUAL GENERAL MEETING OF SHAREHOLDERS
We would like to express our appreciation for your continued support and patronage.
You are hereby notified that the 4th Annual General Meeting of Shareholders of NishiNippon Financial Holdings, Inc. (the “Company,” with its subsidiaries, the “Group”) will be held
for the purposes described below.
Amid the ongoing spread of the novel coronavirus disease (COVID-19), we have given
the highest priority to ensure the health and safety of shareholders and thereby decided tohold the meeting with appropriate preventative measures in place.
To prevent the spread of the infections, you are kindly asked to exercise your voting
rights in advance in writing or via the Internet, etc. and refrain from attending the meetingin person on the day as much as possible. In particular, it is strongly recommended thatelderly persons and those with underlying disease refrain from coming to the venue.
1. Date and Time:

Friday, June 26, 2020 at 10:00 a.m. JST(Reception begins: 9:00 a.m. JST)

2. Place:

Meeting Room on the third floor, Annex of Head Office of THE
NISHI-NIPPON CITY BANK, LTD.,
3-6, Hakata-ekimae 1-chome, Hakata-ku, Fukuoka, Japan

3. Meeting Agenda:
Matters to be reported: 1. The Business Report and Consolidated Financial Statements
for the Company’s 4th Fiscal Year (from April 1, 2019 toMarch 31, 2020) and the results of the audits of theConsolidated Financial Statements by the Independent
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Auditor and the Audit and Supervisory Committee
2. Non-consolidated Financial Statements for the Company’s
4th Fiscal Year (from April 1, 2019 to March 31, 2020)
Proposals to be resolved:
Proposal No. 1: Appropriation of Surplus
Proposal No. 2: Election of 5 Directors (excluding those who are Audit andSupervisory Committee members)
Proposal No. 3: Election of 3 Directors who are Audit and Supervisory
Committee members
Proposal No. 4: Election of 1 Director who is a substitute Audit and Supervisory
Committee member

2/15Instructions for Exercise of Voting Rights:

If attending the General Meeting of Shareholders
Date and time of the General Meeting of Shareholders:
Friday, June 26, 2020 at 10:00 a.m. JST(The reception is scheduled to begin at 9:00 a.m. JST)
Please submit the enclosed Voting Rights Exercise Form at the reception desk on the
day of the meeting for identification.
For resource-saving, please bring your own copy of this notice of convocation.
If not attending the General Meeting of Shareholders
Exercise of Voting Rights by Mail (in Writing)Exercise deadline: Arrival by Thursday, June 25, 2020 at 5:00 p.m. JST
Voting rights may be exercised by mail. Please review the “Reference Documents for
the General Meeting of Shareholders”, indicate your vote for or against the proposals on
the Voting Rights Exercise Form, and return it.
Exercise of Voting Rights via the Internet, etc.
Exercise deadline: By Thursday, June 25, 2020 at 5:00 p.m. JST
Voting website: https://www.e-sokai.jp
Please access the voting website on the Internet, follow the instructions on the voting
website, and indicate your vote for or against the proposals.
If you vote both in writing and via the Internet, only your vote placed via the Internet
will be valid. Additionally, if you submit your vote multiple times via the Internet, only
the last vote will be valid.
EndAmong the documents to be provided with this notice of convocation, “the Systems to
Secure the Appropriateness of Operations” of the Business Report, the “Consolidated
Statement of Changes in Net Assets” of the Consolidated Financial Statements, Notes to theConsolidated Financial Statements, “Non-consolidated Statement of Changes in Net Assets”
of the Non-consolidated Financial Statements and the Notes to the Non-consolidated
Financial Statements are posted on the Company’s website (https://www.nnfh.co.jp/) in
accordance with laws and regulations as well as Article 17 of the Articles of Incorporation of
the Company. Therefore, they are not included in the Attached Documents to this Notice ofConvocation of the Annual General Meeting of Shareholders.
Accordingly, the Attached Documents to this Notice of Convocation of the Annual General
Meeting of Shareholders include only part of the Consolidated Financial Statements and theNon-consolidated Financial Statements which have been audited by the Independent Auditor
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

and the Audit and Supervisory Committee during the course of preparation of the
Independent Auditor’s Report and the Audit Report, respectively.
Any correction to the Reference Documents for the General Meeting of Shareholders, theBusiness Report, the Consolidated Financial Statements and the Non-consolidated Financial
Statements will be posted on the Company’s website (https://www.nnfh.co.jp/).

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Reference Documents for the General Meeting of Shareholders

Proposal No. 1: Appropriation of Surplus
Concerning the appropriation of surplus, the Company’s basic policy is to strengthen its financial
standing via appropriate enrichment of internal reserves and to conduct stable and continuous dividends.
In the medium term, with an annual dividend of 25 yen per share as a base, the Company aims to provide
returns to shareholders equivalent to approximately 30% of the net income attributable to shareholders of
the Company, and in consideration of factors such as contemporary economic trends, financial conditions,and business results forecasts, determines the returns for each fiscal year.
Based on the above policy, the Company proposes the year-end dividends for the 4th fiscal year as
follows:
Matters concerning year-end dividends
1. Kind of dividend property
Cash
2. Matters concerning the allotment of dividend property to shareholders and the total amountthereof17.50 yen per share of common stock
The total amount dividends 2,617,693,330 yen
Furthermore, as 12.50 yen were paid per share as an interim dividend during this fiscal period,
annual dividends will amount to 30 yen per share.
3. Effective date of the distribution of surplus
June 29, 2020

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Proposal No. 2: Election of 5 Directors (excluding those who are Audit and Supervisory Committee
members)
The terms of office of all of the 5 Directors (excluding those who are Audit and Supervisory Committee
members) will expire at the conclusion of this Annual General Meeting of Shareholders. It is proposedthat 5 Directors (excluding those who are Audit and Supervisory Committee members) be elected.
The candidates are as follows:

No.

Name
(Date of birth)

Past experience, positions and responsibilities at the Company(significant concurrent positions)Apr. 1966
Jun. 1995

Isao Kubota(Dec. 6, 1942)
77 years old[Reappointment]

1

Joined the Ministry of FinanceDirector General of the Customs and Tariff
Bureau, the Ministry of FinanceJul. 1997
Deputy Vice Minister of Director-General’s
Secretariat, the National Land Agency
Jul. 1999
Administrative Vice-Minister, the National
Land Agency
Sep. 2000
Vice-president, Urban Development
Corporation
Jul. 2002
Chairman, Lone Star Japan Acquisitions, LLC
May 2006
Joined THE NISHI-NIPPON CITY BANK,
LTD. (the “Bank”)
Advisor, the Bank
Jun. 2006
President (Representative Director), the Bank
Jun. 2014
Chairman (Representative Director), the Bank
(current position)
Oct. 2016
Chairman (Representative Director), theCompany(current position)(Significant concurrent positions)
Chairman (Representative Director), THE NISHI-NIPPON CITY
BANK, LTD.
Chairman of Fukuoka Association of Corporate Executives

Number of shares of theCompany held

2,000 shares[Reasons for nomination as a candidate for director]
Since taking office as president in 2006 at THE NISHI-NIPPON CITY BANK, LTD., a bank of the Group, Mr. Isao
Kubota has contributed to the performance improvement of the bank by exercising strong leadership, as well as
overcoming various issues in connection with the merger, paying off public funds and adopting core-banking systemshared by regional banks. Additionally, he was appointed chairman of the Company in October 2016. The Company
nominates him as a candidate for director as he has been judged to be a person who can contribute to the Company’s
management from his experience, capability, personality and knowledge as a top-level executive.

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No.

Name
(Date of birth)

Past experience, positions and responsibilities at the Company(significant concurrent positions)Apr. 1976
Jun. 2005

Hiromichi
Tanigawa(Jul. 17, 1953)
66 years old[Reappointment]

2

Joined the Ministry of FinanceDirector-General of Yokohama Customs, theMinistry of FinanceJul. 2008
Deputy Director-General of Minister’s
Secretariat, the Ministry of FinanceOct. 2008
Managing Director, Japan Finance Corporation
May 2011
Joined THE NISHI-NIPPON CITY BANK,
LTD. (the “Bank”)
Advisor, the Bank
Jun. 2011
Executive Director, the Bank
Jun. 2012
Representative Executive Director(Representative Director), the BankMay 2013
Representative Executive Director(Representative Director)
Head of Kitakyushu &Yamaguchi Region, theBank
Jun. 2013
Deputy President (Representative Director)
Head of Kitakyushu &Yamaguchi Region, theBank
May 2014
Deputy President (Representative Director),
the Bank
Jun. 2014
President (Representative Director), the Bank
(current position)
Oct. 2016
President (Representative Director), theCompany (current position)(Significant concurrent positions)
President (Representative Director), THE NISHI-NIPPON CITY
BANK, LTD.
Vice Chairman of Fukuoka Association of Corporate Executives

Number of shares of theCompany held

19,500 shares[Reasons for nomination as a candidate for director]
Since taking office as Director in 2011 at THE NISHI-NIPPON CITY BANK, LTD, a bank of the Group, Mr.
Hiromichi Tanigawa has been in charge of the bank’s core operations, such as the Internal Audit Division, theCorporate Risk Management & Compliance Division, the Corporate Planning Division and Head of Kitakyushu &Yamaguchi Region. Since taking office as president of the bank in June 2014, he has been at the forefront of leading
initiatives toward improving business results of the bank. Additionally, he was appointed president of the Company
in October 2016. The Company nominates him as a candidate for director as he has been judged to be a person who
can contribute to the Company’s management from his experience, capability, personality and knowledge as a toplevel executive.

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No.

Name
(Date of birth)

Past experience, positions and responsibilities at the Company(significant concurrent positions)Apr. 1980

Souichi
Kawamoto(Sep. 19, 1957)
62 years old

3[Reappointment]

Joined Fukuoka SOGO Bank (Fukuoka City
Bank) (currently, THE NISHI-NIPPON CITY
BANK, LTD.) (the “Bank”)
Jun. 2008
Director
Deputy Head of Kita-Kyushu Regional
Headquarters
General Manager of Kita-Kyushu Head Office
General Manager of Kokura Branch, the BankMay 2010
Director
Head of Kita-Kyushu General Headquarters,
the Bank
Jun. 2010
Managing Director
Head of Kita-Kyushu General Headquarters,
the Bank
Jun. 2011
Managing Director
Head of Kita-Kyushu General Headquarters,
the Bank
Jun. 2012
Executive Director
Head of Kita-Kyushu General Headquarters,
the Bank
May 2014
Executive Director
Head of Kitakyushu &Yamaguchi Region, theBank
Jun. 2014
Deputy President (Representative Director)
Head of Kitakyushu &Yamaguchi Region, theBankOct. 2014
Deputy President (Representative Director)
Head of Kitakyushu &Yamaguchi Region
Regional Headquarters Management, the Bank
Oct. 2016
Director, the Company
Jun. 2019
Deputy President (Representative Director)
In charge of the Internal Audit Division, theGroup Strategy Planning Division, theCompany (current position)
Apr. 2020
Deputy President (Representative Director),
In charge of Regional Headquarters, the IT
Planning & Management Division, theOperations Planning & Management Division,
the Internal Audit Division, the Bank (current
position)(Significant concurrent positions)
Deputy President (Representative Director), THE NISHI-NIPPONCITY BANK, LTD.
Director, DAIICHI KOUTSU SANGYO Co., Ltd.
Director serving as Audit and Supervisory Committee member, OHISHISANGYO CO., LTD.

Number of shares of theCompany held

1,260 shares[Reasons for nomination as a candidate for director]
Since taking office as director in 2008 at THE NISHI-NIPPON CITY BANK, LTD, a bank of the Group, Mr.
Souichi Kawamoto has served as Head of Kitakyushu & Yamaguchi Region and has been in charge of the sales
divisions, and he has accumulated experience in business operations. Additionally, he was appointed director of theCompany in October 2016. The Company nominates him as a candidate for director as he has been judged to be a
person who can contribute to the Company’s management from his experience, capability, personality andknowledge.

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No.

Name
(Date of birth)

Past experience, positions and responsibilities at the Company(significant concurrent positions)Apr. 1978

Kiyota Takata(Jan. 5, 1954)
66 years old

4[Reappointment]

Joined NISHI-NIPPON SOGO BANK(NISHI-NIPPON BANK) (currently, THE
NISHI-NIPPON CITY BANK, LTD.) (the“Bank”)
Jun. 2007
Director
General Manager of Executive Secretariat, theBank
May 2009
Director, the Bank
Jun. 2010
Managing Director, the Bank
Jun. 2011
Managing Director, the Bank
Jun. 2012
Executive Director, the Bank
Jun. 2016
Deputy President (Representative Director)
Oct. 2016
Director
In charge of the Corporate Planning Division,
the Company (current position)
Apr. 2020
Deputy President (Representative Director)
In charge of the Public Relations Division, theExecutive Secretariat, the Human Resources
Division, and the Corporate Administration
Division, the Bank (current position)(Significant concurrent positions)
Deputy President (Representative Director), THE NISHI-NIPPONCITY BANK, LTD.
Director, PIETRO Co., Ltd.

Number of shares of
the Company held

14,570 shares[Reasons for nomination as a candidate for director]
Since taking office as director in 2007 at THE NISHI-NIPPON CITY BANK, LTD, a bank of the Group, Mr. Kiyota
Takata has been in charge of the Public Relations Division, the Executive Secretariat, the Human Resources
Division, the Internal Audit Division and the International Business Division, and has accumulated experience inbusiness operations. Additionally, he was appointed director of the Company in October 2016. The Company
nominates him as a candidate for director as he has been judged to be a person who can contribute to the Company’s
management from his experience, capability, personality and knowledge.

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No.

Name
(Date of birth)

Past experience, positions and responsibilities at the Company(significant concurrent positions)Apr. 1983

Jun. 2010

May 2012

Jun. 2012

Hideyuki
Murakami(Mar. 14, 1961)

May 2014
Jun. 2014
May 2016
Oct. 201659 years old

5[Reappointment]
Jun. 2018
Apr. 2020

Joined NISHI-NIPPON SOGO BANK(NISHI-NIPPON BANK) (currently, THE
NISHI-NIPPON CITY BANK, LTD.) (the“Bank”)
Executive Officer
General Manager of the Human Resources
Division and the Human Resource
Development Office, the Bank
Executive Officer
General Manager of the Corporate Planning
Division, the Bank
Senior Executive Officer
General Manager of the Corporate Planning
Division, the Bank
Senior Executive Officer, the BankManaging Director, the BankManaging Director
Head of Tokyo Headquarters, the Bank
Director,
In charge of the Compliance & Risk
Management Division, Deputy in charge of the
Corporate Planning Division, the Company(current position)
Executive Director
Head of Tokyo Headquarters, the Bank
Executive Director
Head of Tokyo Headquarters,
In charge of the Corporate Planning Division,
the Corporate Risk Management Division, theTreasury & Portfolio Investment Division, theTreasury & Securities Transaction Divisionand the International Business Division, theBank (current position)

Number of shares of
the Company held

3,500 shares(Significant concurrent positions)Executive Director, THE NISHI-NIPPON CITY BANK, LTD.
Audit and Supervisory Committee member, Showa Manufacturing Co.,Ltd.

[Reasons for nomination as a candidate for director]
Since taking office as director in 2014 at THE NISHI-NIPPON CITY BANK, LTD, a bank of the Group, Mr.
Hideyuki Murakami has been in charge of the corporate planning and management divisions, and has accumulated
experience in business operations. Additionally, he was appointed director of the Company in October 2016. The
Company nominates him as a candidate for director as he has been judged to be a person who can contribute to theCompany’s management from his experience, capability, personality and knowledge.

(Note)

There is no special interest between each candidate for director and the Company.

10/15

Proposal No. 3: Election of 3 Directors who are Audit and Supervisory Committee members
The terms of office of the 3 Directors who are Audit and Supervisory Committee members, Mr. Kiyotaka
Tomoike, Mr. Hirohiko Okumura and Ms. Nobuko Takahashi will expire at the conclusion of this Annual
General Meeting of Shareholders. Accordingly, the election of 3 Directors who are Audit and Supervisory
Committee members is proposed.
This proposal has been approved by Audit and Supervisory Committee.
The candidates are as follows:
No.

Name
(Date of birth)

Past experience, positions and responsibilities at the Company(significant concurrent positions)Apr. 1984

May 2010

Kiyotaka
Tomoike(Jan. 14, 1960)
60 years old

1

Apr. 2013
Jun. 2013
Jun. 2015
Jul. 2016[Reappointment]
Apr. 2018

Jun. 2018

Joined NISHI-NIPPON BANK (currently,
THE NISHI-NIPPON CITY BANK, LTD.)(the “Bank”)
General Manager of the Operations Planning &Management Division, the Bank
General Manager of Hakata Branch, the Bank
Executive Officer
General Manager of Hakata Branch, the Bank
Senior Executive Officer
General Manager of Hakata Branch, the Bank
Senior Executive Officer
Head of Chikugo Regional Headquarters
Head of Chikuho Regional Headquarters,
the Bank
Senior Executive Officer
Office of Audit and Supervisory Committee,
the Bank
Director, Audit and Supervisory Committee
member, the Company (current position)

Number of shares of theCompany held

1,875 shares
Attendance at themeeting of the Boardof Directors: 100%
(13 times/13 times)
Attendance at themeeting of the Audit
and Supervisory
Committee: 100%
(8 times/ 8 times)[Reasons for nomination as a candidate for director who is an Audit and Supervisory Committee member]
Mr. Kiyotaka Tomoike took office as General Manager of the Operations Planning & Management Division in 2010
at THE NISHI-NIPPON CITY BANK, LTD, a bank of the Group. Since taking office as executive officer in 2013,
Mr. Kiyotaka Tomoike has served as General Manager of Hakata Branch, Head of Chikugo Regional Headquarters
and Chikuho Regional Headquarters, and has a wealth of experience in business operations. Additionally, he wasappointed a Director, Audit and Supervisory Committee member of the Company in June 2018. The Company nominates
him as a candidate for director who is an Audit and Supervisory Committee member as he has been judged to be a
person who can contribute to the Company’s management from his experience, capability, personality and knowledge.

11/15

No.

Name
(Date of birth)

Past experience, positions and responsibilities at the Company(significant concurrent positions)Apr. 1964
Jan. 1972
Jun. 1989

Hirohiko
Okumura(Mar. 6, 1942)
78 years old

2[Reappointment]
OutsideIndependent Director

Joined The Bank of Japan
Joined Nomura Research Institute, Ltd.
Member of the Board and General Manager of
Economic Research Department, Nomura
Research Institute, Ltd.
Jun. 1991
Executive Fellow, Nomura Research Institute,
Ltd.
Jul. 1995
Professor, the Faculty of Economics,
Gakushuin University
Oct. 2002
Executive Director, Gakushuin School
Corporation(Professor, the Faculty of Economics,
Gakushuin University)
Sep. 2005
Resigned as Executive Director, Gakushuin
School Corporation
Jun. 2011
Corporate Auditor, THE NISHI-NIPPONCITY BANK, LTD.
Apr. 2012
Professor Emeritus, Gakushuin University(current position)
Oct. 2016
Director, Audit and Supervisory Committee
member, the Company (current position)(Significant concurrent positions)
Professor Emeritus, Gakushuin University

Number of shares of theCompany held

0 shares
Attendance at themeeting of the Boardof Directors: 100%
(13 times/13 times)
Attendance at themeeting of the Audit
and Supervisory
Committee: 100%
(8 times /8 times)[Reasons for nomination as a candidate for outside director who is an Audit and Supervisory Committee member]
Mr. Hirohiko Okumura has considerable experience and extensive knowledge as academic expert. The Company
nominates him as a candidate for outside director who is an Audit and Supervisory Committee member as he has
been judged to be qualified as Director from the perspective of strengthening the supervising function.

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No.

Name
(Date of birth)

Past experience, positions and responsibilities at the Company(significant concurrent positions)Apr. 1976
Apr. 1986

NobukoTakahashi(Nov.17, 1953)
66 years old[Reappointment]

3

OutsideIndependent Director

Joined SHUFUNOTOMO, Co., Ltd.
Became a freelance life and economy
Journalist(current position)
Jun. 2009
Audit & Supervisory Board member, Japan
Finance Corporation
Mar. 2015
Statutory Auditor, Tonen General Sekiyu K.K.
(currently, JXTG Holdings, Inc.)
Apr. 2015
Director, Aioi Nissay Dowa Insurance Co. Ltd(current position)
Jun. 2015
Director, THE NISHI-NIPPON CITY BANK,
LTD.
Oct. 2016
Director, Audit and Supervisory Committee
member, the Company(current position)
Jun. 2018
Director, (Audit and Supervisory Committee
member), JXTG Holdings, Inc.
(Significant concurrent positions)Life and Economy Journalist
Director (Audit and Supervisory Committee member), JXTG Holdings,
Inc.
Director, Aioi Nissay Dowa Insurance Co., Ltd

Number of shares of theCompany held

1,000 shares
Attendance at themeeting of the Boardof Directors: 100%
(13 times/13 times)
Attendance at themeeting of the Audit
and Supervisory
Committee: 100%
(8 times/8 times)[Reasons for nomination as a candidate for outside director who is an Audit and Supervisory Committee member]
Ms. Nobuko Takahashi has perspective of a longtime journalist and specialist on lifestyle economics, as well as
extensive knowledge of economy and finance. The Company nominates her as a candidate for outside director who is
an Audit and Supervisory Committee member as she has been judged to be qualified as Director from theperspective of strengthening the supervising function.

13/15

(Notes) 1.

2.

3.

4.
5.
6.

7.

There are no business transactions between Gakushuin University, of which Mr. Hirohiko Okumura, acandidate for director who is an Audit and Supervisory Committee member, serves as Professor Emeritus,
and the Group.
There are ordinary banking transactions between JXTG Holdings, Inc. and Aioi Nissay Dowa Insurance Co.,
Ltd, of which Ms. Nobuko Takahashi, a candidate for director who is an Audit and Supervisory Committee
member, serves as Director, and the Group. However, the gross operating profit of the Company gained
from each of the 2 companies accounts for less than 1% of the total gross operating profit of the Company
on a consolidated basis (There are no transactions other than banking transactions with JXTG Holdings, Inc.
and Aioi Nissay Dowa Insurance Co., Ltd.).
There are banking transactions between Mr. Kiyotaka Tomoike, Mr. Hirohiko Okumura and Ms. Nobuko
Takahashi, and the Group. However, they are ordinary banking transactions and there is no special interest
between these candidates and the Group.
Mr. Hirohiko Okumura and Ms. Nobuko Takahashi are candidates for outside directors who are Audit andSupervisory Committee members.
The terms of office of Mr. Hirohiko Okumura and Ms. Nobuko Takahashi as outside directors will have been
three (3) years and nine (9) months at the conclusion of this Annual General Meeting of Shareholders.
The Company has already entered into an agreement with each of Mr. Kiyotaka Tomoike, Mr. Hirohiko
Okumura and Ms. Nobuko Takahashi pursuant to Article 427, Paragraph 1 of the Companies Act to limit
their liabilities to the minimum liability amount stipulated in Article 425, Paragraph 1 of the Act when they
are in good faith and without gross negligence in performing duties as non-executive directors. In addition, if
this proposal is approved as originally proposed, the Company plans to continue executing the same
agreement to limit liabilities with each of them.
Mr. Hirohiko Okumura and Ms. Nobuko Takahashi are Outside Directors as stipulated in Article 2, Item 15of the Companies Act. They have been registered as Independent Directors with the Tokyo Stock Exchange
and the Fukuoka Stock Exchange.

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Proposal No. 4: Election of 1 Director who is a substitute Audit and Supervisory Committee member
The effective tenure of Mr. Seiji Ino, Director who is a substitute Audit and Supervisory Committee
member, expires at the beginning of this Annual General Meeting of Shareholders. Therefore, in casewhere the number of serving Directors who are Audit and Supervisory Committee members falls short of
the number stipulated by laws and regulations or the Articles of Incorporation, the election of 1 director
who is a substitute Audit and Supervisory Committee member, as a substitute for Mr. Kiyotaka Tomoike,
who will be a director who is an Audit and Supervisory Committee is requested in advance if Proposal 3
is approved as originally proposed.
This proposal has been approved by Audit and Supervisory Committee.
The candidate is as follows:
No.

Name
(Date of birth)

Past experience, positions and responsibilities at the Company(significant concurrent positions)Apr. 1984

May 2011
May 2012

Seiji Ino

Jan. 2014(Oct. 26, 1960)
59 years old
Jan. 20151
May 2015
Jun. 2015
Oct. 2016

Joined Fukuoka SOGO Bank (Fukuoka City
Bank) (currently, THE NISHI-NIPPON CITY
BANK, LTD.) (the “Bank”)
General Manager of Corporate Planning
Division, the Bank
General Manager of Executive Secretariat,
the Bank
Executive Officer
General Manager of Corporate Risk
Management & Compliance Division, theBank
Senior Executive Officer
General Manager of Corporate Risk
Management & Compliance Division,
the Bank
Senior Executive Officer, the Bank
Corporate Auditor, the Bank
Director, Audit and Supervisory Committee
member, the Bank (current position)

Number of shares of theCompany held

2,412 shares[Reasons for nomination as a candidate for director who is a substitute Audit and Supervisory Committee member]
Mr. Seiji Ino took office as General Manager of Corporate Planning in May 2011 and thereafter became General
Manager of Executive Secretariat at THE NISHI-NIPPON CITY BANK, LTD, a bank of the Group. Mr. Seiji Ino
has served as Executive Officer in charge of Corporate Risk Management & Compliance Division from 2014,
Corporate Auditor from June 2015 and Director, Audit and Supervisory Committee member from October 2016, has
accumulated experiences in business operations and is familiar with the banking business. The Company nominates
him as a candidate for director who is a substitute Audit and Supervisory Committee member as he has been judged
to be a person who can contribute to the Company’s management from his experience, capability, personality andknowledge.

(Notes) 1.
2.

There are banking transactions between Mr. Seiji Ino and the Group. However, they are ordinary banking
transactions and there is no special interest between the candidate and the Group.
If the Mr. Seiji Ino is appointed as director who is an Audit and Supervisory Committee member, theCompany will enter into an agreement with him pursuant to Article 427, Paragraph 1 of the Companies Act
to limit his liabilities to the minimum liability amount stipulated in Article 425, Paragraph 1 of the Act when
he is in good faith and without gross negligence in performing duties as non-executive director.

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