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: 7161)
June 4, 2021
To our shareholders:
Takashi Suzuki, Representative Director and Chairman
Jimoto Holdings, Inc.
2-1-1, Ichibancho, Aoba-ku, Sendai-shi, Miyagi

Notice of the 9th Annual General Meeting of Shareholders
You are cordially invited to attend the 9th Annual General Meeting of Shareholders of Jimoto Holdings, Inc. (the“Company”), which will be held as indicated below.
If you are unable to attend the meeting in person, you may exercise your voting rights in writing or via the Internet.
Please review the attached Reference Documents for the General Meeting of Shareholders and exercise your voting
rights by the end of the business day prior to the meeting (5:10 p.m. on Wednesday, June 23, 2021 (JST)).
Information about the venue- The previous general meeting was held at the 3F Grand Conference Hall in the Head Office of Kirayaka Bank,
Ltd. in Yamagata City, however, this year, the 9th Annual General Meeting of Shareholders will be held at the 9F
Auditorium Hall in the Head Office of The Sendai Bank, Ltd. in Sendai City, with a live conference feed to the
3F Grand Conference Hall in the Head Office of Kirayaka Bank, Ltd. in Yamagata City.
- The Company plans to hold the following general meeting of the shareholders in Yamagata City.
<To shareholders attending the live feed in Yamagata City>- The live feed venue in Yamagata City is not a venue for the general meeting of shareholders pursuant to theCompanies Act. Please be aware that shareholders who attend the live feed will be able to watch the proceedingsof the meeting on the screen but will not be able to ask questions or exercise their shareholder rights, such as theapproval or disapproval of the proposals.
- If you plan to attend the live feed, please exercise your voting rights in advance in writing or via the internet andpresent the live feed admission sheet at the reception.
1. Date and Time: Thursday, June 24, 2021, at 10:00 a.m. (JST)
2. Venue:2-1-1, Ichibancho, Aoba-ku, Sendai-shi, Miyagi
9F Auditorium Hall, Head Office of The Sendai Bank, Ltd.
3. Purpose of the Meeting
Matters to be reported:
1. The Business Report and the Consolidated Financial Statements for the 9th fiscal year (from April 1, 2020
to March 31, 2021), and the results of audits of the Consolidated Financial Statements by the Financial
Auditor and the Audit and Supervisory Committee
2. The Non-consolidated Financial Statements for the 9th fiscal year (from April 1, 2020 to March 31, 2021)
Matters to be resolved:
Proposal No. 1
Appropriation of Surplus
Proposal No. 2
Re-establishment of Remuneration Framework for Performance-linked StockRemuneration, etc. for Directors (Excluding Directors Who Are Audit and Supervisory
Committee Members)
Proposal No. 3
Election of 11 Directors (Excluding Directors Who Are Audit and Supervisory
Committee Members)
Proposal No. 4
Election of 4 Directors Who Are Audit and Supervisory Committee Members-1-Any changes in the operations, etc. of the Meetings due to changes in the circumstances in the future will beannounced on the Company’s website.
- When you attend the meeting, you are kindly requested to present the enclosed voting form at the reception. In addition, please bringthis notice with you in order to save resources.
--

Of documents to be attached to this notice, “Notes to Consolidated Financial Statements” and “Notes to Non-consolidated Financial
Statements” are posted on the Company’s website in accordance with laws and regulations, and the provision in Article 26 of theCompany’s Articles of Incorporation (in Japanese). Therefore, they are not included in the accompanying documents to this notice.
Consequently, the accompanying documents to this notice are a portion of the Consolidated Financial Statements and NonConsolidated Financial Statements audited by the Financial Auditor and the Audit and Supervisory Committee in preparing the audit
reports.
If any changes are made to items in the Reference Documents for General Meeting of Shareholders and the Business Report, or to
the Non-consolidated Financial Statements and the Consolidated Financial Statements, such changes will be posted on the Company’s
website.
The Company’s Website (https://www.jimoto-hd.co.jp/; in Japanese)-2-

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

Appropriation of Surplus

The prolonged spread of coronavirus disease (COVID-19) is feared to cause impacts, including stagnation in theregional economy and poor business performances at our partner companies. The Company has also been affectedby it, including an increase in credit-related expenses, while actively responding to COVID-19-related loans.
In addition, Kirayaka Bank, Ltd. posted losses on securities, etc., resulting in a loss for the fiscal year under review.
Amid this environment, in order to continue to provide a stable and seamless supply of funds to the local small- andmedium-sized enterprises, and from the viewpoint to ensure and enhance internal reserves to strengthen the
Company’s financial structure, we regret to announce that we will reduce the year-end dividends to ¥10.00 per
common share.
Furthermore, the year-end dividends for preferred shares are as designated.
Year-end dividends
Type of dividend property: cash
Allotment of dividend property and their aggregate amount:
Common shares¥10.00 per share
Total payment:
Class C Preferred Shares¥12.96 per share
Total payment:
Total:¥214,933,710¥129,600,000¥344,533,710(Notes) 1. On October 1, 2020, The Company conducted a 1-for-10 stock merger forcommon shares, Class B, C and D Preferred Shares. If the effect of the stock
merger is not taken into account, each common share will be ¥1.00 and eachClass C Preferred share will be ¥1.296.
2. Dividends on Class B and D Preferred Shares are calculated based on the“Funding Cost as an Annualized Rate of Preferred Dividend (FY 2019)” for the
Earthquake-Affected Special Financial Institutions published by Deposit
Insurance Corporation of Japan on July 6, 2020. The “Funding Cost as an
Annualized Rate of Preferred Dividend (FY 2019)” is 0.00%, and there are no
dividends for Class B and D Preferred Shares in accordance with the guideline
for the issuance of preferred shares.

Effective date of dividends of surplus: Friday, June 25, 2021.

-3-

Proposal No. 2

Re-establishment of Remuneration Framework for Performance-linked Stock Remuneration,etc. for Directors (Excluding Directors Who Are Audit and Supervisory Committee
Members)

1. Reasons for the proposal and reasons for considering the proposal as appropriate
The Company resolved to establish a performance-linked stock remuneration plan (the “Plan”) for Directors(excluding those who are outside Directors) of the Company and its subsidiaries (Note 1) at the 4th Annual General
Meeting of Shareholders held on June 21, 2016. At the 7th Annual General Meeting of Shareholders held on June25, 2019, in connection with the Company’s transition to a company with audit and supervisory committee, thedetermination of the remuneration framework related to the Plan for the Company’s Directors (excluding Directors
and outside Directors who are Audit and Supervisory Committee Members; hereinafter the same unless otherwise
noted) was approved (the said resolution at the 7th Annual General Meeting of Shareholders is hereinafter referred
to as the “Original Resolution”).
In accordance with the enactment of the Act Partially Amending the Companies Act (Act No.70 of 2019) on
March 1, 2021, we would like to ask for your approval to set a new upper limit, etc. on the number of points to be
granted as a basis for calculating the number of shares to be granted under the Plan.
As with the Original Resolution, the purpose of this proposal is to clarify the linkage between the remuneration of
Directors and the Company’s business performance and stock value, and to raise awareness of Directors tocontribute to the improvement of the Company’s business performance and increase in corporate value over the
medium to long term by sharing with the shareholders not only the benefits of a rise in the stock price but also therisks of a fall in the stock price. Moreover, the content of this proposal is consistent with the policy concerning
the determination of the content of individual remuneration, etc. of the Company’s Directors. Accordingly, we
believe that the content of this proposal is appropriate.
This proposal asks your approval of the specific details of remuneration, etc. under the Plan and the specificcalculation method of the amount of remuneration, etc., as an internal framework within the limit for remuneration,etc. (up to ¥180 million annually (of which, up to ¥20 million for outside Directors); however, this does not include
salaries for employees of Directors who concurrently serve as employees) for Directors (excluding Directors who
are Audit and Supervisory Committee Members) approved as Proposal No. 5 at the 7th Annual General Meetingof Shareholders held on June 25, 2019.
If Proposal No. 3 is approved as proposed, the number of the Company’s Directors subject to the Plan will beeight. In addition, the Company has received an opinion from the Audit and Supervisory Committee that, in lightof the purpose and content of the Plan, the partial amendment to the Plan by this proposal is appropriate.
(Note 1) Kirayaka Bank, Ltd. and The Sendai Bank, Ltd., which are subsidiaries of the Company.

2.

Before Amendment

After Amendment

Total amount of remuneration, etc.

Total amount of remuneration, etc.

Up to ¥180 million annually (of which, up to ¥20
million for outside Directors)

Same as on the left

Amount of stock remuneration, etc. within the above
total amountAmount of stock remuneration, etc. within the above
total amountUp to ¥40 million

Up to ¥40 million (up to 32,000 points)

Details of the Plan after amendment
Under the Plan, the Company acquires the Company’s shares through a trust (the “Trust”) using money
contributed by the Company as the source, and provides them to Directors of the Company and its subsidiaries
who are eligible under the Plan. The main details of the Plan are as follows. The details of the Plan will be left
to the discretion of the Board of Directors within the following framework.

-4-(1) Eligible persons under the Plan
(1) Directors of the Company (excluding Directors and outside Directors who are Audit and Supervisory
Committee Members)(2) Directors of the Company’s subsidiaries (excluding Directors and outside Directors who are Audit
and Supervisory Committee Members)(2) Eligible period of the Plan
The Company has introduced the Plan for the three fiscal years from the fiscal year ended on March 31,
2020 to the fiscal year ending on March 31, 2022 (the period of the said three fiscal years and the periodof each three fiscal years beginning after the said three fiscal years are hereinafter referred to as the“Eligible Period”), and will continue the Plan for each Eligible Period after the said three fiscal years.
(3) Maximum amount of money to be contributed by the Company to the trust
In principle, up to ¥110 million (of which ¥40 million for the Company’s Directors) will be additionallycontributed to trust for each Eligible Period. (Note 2)(Note 2) If there are remaining shares of the Company and money in the trust during the previous Eligible Period, the total
amount of such remaining assets (as for the Company’s shares, the market price at the end of the previous Eligible
Period) and the additional money to be contributed shall not exceed ¥110 million (of which ¥40 million shall be for
the Company’s Directors).

(4) Maximum number of the Company’s shares, etc. to be granted to the eligible persons under the Plan
The eligible persons under the Plan will be granted number of points determined based on the position
and the level of achievement of business performance, etc. (1 point = 1 common share of the Company)(Note 3)For each Eligible Period, the total number of points to be granted to the eligible persons under the Plan
shall be up to 88,000 points (of which, 32,000 points for the Company’s Directors). (Note 4)(Note 3) In the event of a stock split, allotment of shares without contribution or a stock merger of the Company’s shares, themaximum number of points, the number of points already assigned and the conversion rate shall be rationallyadjusted.
(Note 4) In calculating the maximum number of points, the unit price per point is ¥1,250, which is the acquisition book valueof the trust assets.

(5) Acquisition method of the Company’s shares and number of shares to be acquired
Acquisition Method

Acquisition via methods, etc. through a stock exchange

Number of shares to beacquiredFor each Eligible Period, the maximum number of shares to be acquired by
the Trust is 88,000 shares (of which, 32,000 shares for the Company’s
Directors)(6) Provision of the Company’s shares, etc.
At the time of retirement, the eligible persons under the Plan will be provided with the Company’s sharesequivalent to the total number of points granted to the said eligible person in accordance with (4) abovefrom the trust. (Note 5)(Note 5) If certain requirements are fulfilled, an amount of money equivalent to the market value of the Company shares
instead of the Company’s shares will be provided for a portion of the total points.
If a Eligible Person under the Plan resigns from office due to certain misconduct during his or her term of office, orif the Board of Directors, etc. of the Company determines that there was an inappropriate act, etc. that caused damage
to the Company during his or her term of office, the right to receive benefits cannot be acquired.

-5-

Proposal No. 3

Election of 11 Directors (Excluding Directors Who Are Audit and Supervisory Committee
Members)

The term of office of all 10 Directors (excluding directors who are Audit and Supervisory Committee Members;hereinafter the same shall apply in this Proposal) will expire at the conclusion of this General Meeting.
In order to strengthen the management system, the Company proposes to increase the number of outside Directors
by one and elect 11 Directors.
The review of this Proposal at the Audit and Supervisory Committee found no particular matter required to be statedat the General Meeting under the provisions of the Companies Act, as the candidates were found to be suitable as
Directors of the Company, who were appropriately nominated following the policy and procedure for nominating
Directors set out by the Nomination and Remuneration Council, which was established for the purpose of ensuringtransparency and fairness as well as sustainable growth and enhanced corporate value of the Group over the medium
to long-term.
The candidates for Director are as follows:
Candidate
No.

Name

Current position in the Company

Board of Directors
attendance

1

Koji Kawagoe

Reappointment

Managing Director

19 out of 19

2

Takashi Suzuki

Reappointment

Representative Director andChairman

17 out of 19

3

Yoshiaki Saito

Reappointment

Managing Director

18 out of 19

4

Jun Kawamura

Reappointment

Director

16 out of 16

5

Junichi Ota

Reappointment

Director

19 out of 19

6

Makoto Suzuki

Reappointment

Director

16 out of 16

7

Tsuyoshi Ogata

Reappointment

Director

19 out of 19

8

Kouichi Uchida

New candidate–

9

Masayuki Oyama

10

Minoru Handa

11

Yasushi Hasegawa

Reappointment
Outside Director
Independent Officer
Reappointment
Outside Director
Independent Officer
New candidate
Outside Director

Director (Outside)

19 out of 19

Director (Outside)

19 out of 19

–

-6-

–

–

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1987

1

Joined Yamagata Sogo Bank, Ltd. (Yamagata
Shiawase Bank, Ltd.)May 2007Manager of Corporate Sales Promotion Section,
Corporate Sales Department, Sales Division of
Kirayaka Bank, Ltd.
Apr. 2008
General Manager of Tokyo Office, Corporate
Planning Department
Nov. 2009
Deputy General Manager of Corporate Planning
Department and General Manager of Tokyo
OfficeApr. 2010
General Manager of Corporate Planning
Department
Apr. 2014
Executive Officer and General Manager ofReappointment
Sagae Branch
Koji Kawagoe
June 2016
Executive Officer and General Manager of(November 23, 1963)
Accounting Department
General Manager of Corporate Strategy
Department of the Company
Term of office:
June
2017
Managing Executive Officer and General
3 years
Manager of Accounting Department of Kirayaka
Board of Directors attendance:
Bank, Ltd., and General Manager of Corporate
19 out of 19
Strategy Department of the Company
Apr. 2018
Managing Executive Officer and General
Manager of Corporate Strategy Department of
the Company
June 2018
Director of Kirayaka Bank, Ltd. (current
position)
Director, General Manager of General Planning
Department and General Manager of Corporate
Strategy Department of the Company
June 2019
Managing Director of the Company (current
position)[Significant concurrent positions outside the Company]
Director of Kirayaka Bank, Ltd.
[Special matters regarding the candidate for Director]
There is no special interest between Koji Kawagoe and the Company.

Number of theCompany’s shares
held4,482 commonshares[Reasons for nomination as candidate for Director]
Since taking office as Director of the Company in June 2018, Koji Kawagoe has presided over and exhibited leadershipin the general planning area, which formulates Group strategies and performs corporate operations and planning. In
addition, he possesses knowledge, experience, and adequate social credibility to perform corporate management in a
precise, fair and effective manner. Therefore, the Company has nominated him as a candidate for Director.

-7-

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1977

2

Joined Shinko Sogo Bank Co., Ltd. (current The
Sendai Bank, Ltd.)
Apr. 2000
Manager of Supervising Section andDevelopment Section, Promotion Department
Aug. 2002
Manager of Retail Business Section, Promotion
Department
Apr. 2003
Deputy General Manager of Promotion
Department and Manager of Retail Business
SectionJune 2003
Director and General Manager of Loan
Reappointment
Department
June 2005
Director and General Manager of Planning
Takashi Suzuki
Department(January 20, 1954)
Apr. 2006
Director, General Manager of Planning
Department and Risk Supervision Department
Term of office:June 2006
Director and General Manager of General
8 years and 9 months
Affairs Department
June
2007
Managing
Director and General Manager ofBoard of Directors attendance:
GeneralAffairs
Department
17 out of 19
June 2008
Managing Director
June 2009
Representative Managing Director
Oct. 2012
Director of the Company
June 2013
Representative Director and Chairman (current
position)
Representative Director and President of The
Sendai Bank, Ltd. (current position)[Significant concurrent positions outside the Company]
Representative Director and President of The Sendai Bank, Ltd.

Number of theCompany’s shares
held

5,710 commonshares[Special matters regarding the candidate for Director]
There is no special interest between Takashi Suzuki and the Company.
[Reasons for nomination as candidate for Director]
Since taking office as Representative Director in June 2013, Takashi Suzuki has exhibited excellent corporate
management leadership, such as guiding ongoing efforts to create distinction as a regional financial group that goesbeyond prefectural boundaries and to restore and generate a regional economy. In addition to these experiences, hepossesses knowledge and adequate social credibility to conduct businesses in a fair and efficient manner. Therefore, theCompany has nominated him as a candidate for Director.

-8-

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1981
Aug. 2002
Apr. 2004
Apr. 2005
Apr. 2006

Reappointment
Yoshiaki Saito(January 8, 1959)
Term of office:8 years
3

Board of Directors attendance:
18 out of 19

Apr. 2009
June 2010
June 2011
June 2013
June 2018
June 2019

Joined Shinko Sogo Bank Co., Ltd. (current The
Sendai Bank, Ltd.)Manager of Loan Supervision Section, Loan
Department
General Manager of Tobukojodanchi Branch
Chief Examiner of Planning Department
Deputy General Manager of Operation Audit
Department and Manager of Audit Section
General Manager of Operation Audit
Department
Director and General Manager of Risk
Supervision Department
Director and General Manager of Sales
Department, Head Office
Managing Director
Director of the Company
Representative Senior Managing Director of The
Sendai Bank, Ltd. (current position)
Managing Director of the Company (current
position)

Number of theCompany’s shares
held

3,630 commonshares[Significant concurrent positions outside the Company]
Representative Senior Managing Director of The Sendai Bank,
Ltd.
[Special matters regarding the candidate for Director]
There is no special interest between Yoshiaki Saito and the Company.
[Reasons for nomination as candidate for Director]
Since taking office as Director of the Company in June 2013, Yoshiaki Saito has presided over the loan and risk
supervision areas in the management of the Company’s subsidiary banks in particular. In addition, he possesses
knowledge, experience, and adequate social creditability to perform corporate management in a precise, fair andefficient manner. Therefore, the Company has nominated him as a candidate for Director.

-9-Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1984

4

Joined Shokusan Sogo Bank, Ltd. (TheShokusan Bank, Ltd.)
Apr. 2005
General Manager of Aterazawa Branch
May 2007General Manager of Tateokakita Branch of
Kirayaka Bank, Ltd.
July 2007
General Manager of Tateoka Branch andTateokakita Branch
Reappointment
April 2010
General Manager of Sendai Oroshimachi Branch
April 2013
General Manager of Yonezawa Branch
Jun Kawamura(July 21, 1961)
June 2015
Executive Officer and General Manager ofYonezawa Branch
June 2016
Managing Executive Officer and General
Term of office:Manager of Sendai Branch
1 yearJune 2017
Director and General Manager of Sendai Branch
June 2018
Director and General Manager of Sales
Board of Directors attendance:
Department, Head Office
16 out of 16
June 2019
Managing Director and General Manager ofCore Business Support Division
June 2020
Representative Managing Director (current
position)
Director of the Company (current position)[Significant concurrent positions outside the Company]
Representative Managing Director of Kirayaka Bank, Ltd.
[Special matters regarding the candidate for Director]
There is no special interest between Jun Kawamura and the Company.

Number of theCompany’s shares
held

2,170 commonshares[Reasons for nomination as candidate for Director]
Since taking office as Director of the Company in June 2020, Jun Kawamura has presided over the core business supportand sales areas in the management of the Company’s subsidiaries in particular. In addition, he possesses knowledge,
experience, and adequate social creditability to perform corporate management in a precise, fair and efficient manner.
Therefore, the Company has nominated him as a candidate for Director.

- 10 -

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1983

5

Joined Shinko Sogo Bank Co., Ltd. (current The
Sendai Bank, Ltd.)
Apr. 2006
General Manager of the Compliance Office, Risk
Supervision Department
June 2008
General Manager of Rifu Branch
July 2011
General Manager of Natori Branch
June 2013
General Manager of Market Management
Department
Oct. 2013
General Manager of Financial Market
Reappointment
Department
June
2014
Director and General Manager of Financial
Junichi Ota
Market Department(October 19, 1959)
June 2015
Director
Director and General Manager of General
Term of office:Planning Department of the Company
3 years
June 2016Retired from Director
Board of Directors attendance:
Director, General Manager of Corporate
19 out of 19
Planning Department and General Manager of
Accounting Department of The Sendai Bank,
Ltd.
June 2019
Managing Director
Director of the Company (current position)
June 2020
Representative Managing Director of The Sendai
Bank, Ltd. (current position)[Significant concurrent positions outside the Company]
Representative Managing Director of The Sendai Bank, Ltd.

Number of theCompany’s shares
held

2,720 commonshares[Special matters regarding the candidate for Director]
There is no special interest between Junichi Ota and the Company.
[Reasons for nomination as candidate for Director]
Since taking office as Director of the Company in June 2019, Junichi Ota has presided over the administration andfinancial market areas especially in the management of the Company’s subsidiaries. In addition, he possesses
knowledge, experience and adequate social creditability to perform corporate management in a precise, fair and efficientmanner. Therefore, the Company has nominated him as a candidate for Director.

- 11 -

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1986

6

Joined Shokusan Sogo Bank, Ltd. (TheShokusan Bank, Ltd.)
Feb. 2006
General Manager of Yunohama Branch
May 2007General Manager of Yunohama Branch of
Kirayaka Bank, Ltd.
Apr. 2008
General Manager of Ohyama Branch andYunohama Branch
Reappointment
Apr. 2009
General Manager of Shironishi Branch
Apr. 2012
General Manager of Tokyo Branch
Makoto Suzuki
Apr. 2014
General Manager of Sendai Branch(October 8, 1963)
June 2015
Executive Officer and General Manager of
Sendai BranchTerm of office:
June
2016
Directorand General Manager of Sales
1 year
Department, Head Office
Board of Directors attendance: June 2018
Managing Director and General Manager of
16 out of 16
Core Business Support Division
June 2019
Managing Director
June 2020
Representative Managing Director (current
position)
Director of the Company (current position)[Significant concurrent positions outside the Company]
Representative Managing Director of Kirayaka Bank, Ltd.

Number of theCompany’s shares
held

1,610 commonshares[Special matters regarding the candidate for Director]
There is no special interest between Makoto Suzuki and the Company.
[Reasons for nomination as candidate for Director]
Since taking office as Director of the Company in June 2020, Makoto Suzuki has presided over the loan andadministration areas especially in the management of the Company’s subsidiaries. In addition, he possesses knowledge,
experience and adequate social creditability to perform corporate management in a precise, fair and efficient manner.
Therefore, the Company has nominated him as a candidate for Director.

- 12 -

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1989
Apr. 2005

7

Joined The Sendai Bank, Ltd.
Manager of Planning Section, Planning
Department
Apr. 2010
Deputy General Manager of Planning
Department, Manager of Planning Section, andGeneral Manager of Corporate Management
OfficeReappointment
Oct. 2012
General Manager of Planning Department
Tsuyoshi Ogata
Oct. 2013
General Manager of Corporate Planning(January 30, 1966)
Department and General Manager of Accounting
Department
June 2015
Director, General Manager of Corporate
Term of office:Planning Department and General Manager of
3 years
Accounting Department
Board of Directors attendance: June 2016
Director and General Manager of Sales
19 out of 19
Department, Head Office
June 2018
Director (current position)
Director and General Manager of General
Planning Department of the Company (current
position)[Significant concurrent positions outside the Company]
Director of The Sendai Bank, Ltd.
[Special matters regarding the candidate for Director]
There is no special interest between Tsuyoshi Ogata and the Company.

Number of theCompany’s shares
held

1,940 commonshares[Reasons for nomination as candidate for Director]
Since taking office as Director of the Company in June 2018, Tsuyoshi Ogata has presided over and exhibited leadershipgeneral planning area, which formulates Group strategies and performs corporate operations and planning. In addition,
he possesses knowledge, experience, and adequate social credibility to perform corporate management in a precise, fairand efficient manner. Therefore, the Company has nominated him as a candidate for Director.

- 13 -

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1989
May 2007

8

Joined Yamagata Shiawase Bank, Ltd.
Manager of Corporate Planning Section,
Corporate Planning Department of Kirayaka
Bank, Ltd.
New candidate
Aug. 2010
General Manager of Internal Control System
Enhancement Office
Kouichi Uchida
Oct. 2012
Deputy General Manager of Corporate Planning(September 27, 1966)
Department
June 2014
General Manager of Corporate Planning
Term of office:Department
June 2015
Executive Officer and General Manager ofCorporate Planning Department
Board of Directors attendance:
June 2018
Director and General Manager of Corporate
Planning Department
June 2020
Managing Director (current position)[Significant concurrent positions outside the Company]
Managing Director of Kirayaka Bank, Ltd.
[Special matters regarding the candidate for Director]
There is no special interest between Kouichi Uchida and the Company.

Number of theCompany’s shares
held

1,540 commonshares[Reasons for nomination as candidate for Director]
Kouichi Uchida has long served in the corporate planning area of Kirayaka Bank, Ltd., which is a subsidiary of theCompany, and has contributed to the enhancement of corporate value with his abundant experience and broad insightand since June 2020, he has demonstrated his management skills as Managing Director. The Company has nominatedhim as a candidate for Director because it judges that he has the qualifications of a manager and will be able tosufficiently contribute to the business development of the Company.

- 14 -

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1966
June 2001

Reappointment
Outside Director
Independent Officer

June 2003

Masayuki Oyama(August 26, 1943)

June 2009

June 2005
Sept. 2006

Term of office:2 years and 7 months

June 2014
June 2015
Dec. 2018
Board of Directors attendance:
June 201919 out of 19

9

Joined Tohoku Electric Power Co., Inc.
Director and General Manager of Corporate
Planning Department
Managing Director and General Manager ofCorporate Planning Department
Representative Director & Vice President
Representative Director & Vice President andGeneral Manager of Power Distribution Division
Resigned as Representative Director & Vice
President and General Manager of PowerDistribution Division
Director and President of Yurtec Corporation
Representative Director & Chairman
Advisor of Yurtec Corporation
Director of the Company (current position)Counselor of Yurtec Corporation (current
position)

Number of theCompany’s shares
held

470 commonshares[Significant concurrent positions outside the Company]
None.
[Special matters regarding the candidate for outside Director]
There is no special interest between Masayuki Oyama and the Company.
He is a candidate for outside Director.
The reason for the nomination of Masayuki Oyama as a candidate for outside Director and the reason the Company
judged him able to appropriately execute his duties as outside Director are because he possesses extensive experienceand broad knowledge as a corporate manager, and the Company will be able to utilize his suggestions and opinions tosecure fair and appropriate decision-making of the Board of Directors from a fair and neutral standpoint. The Company
expects him to play an appropriate role in supervising and advising on the execution of business as outside Director of
the Company.
At the conclusion of this meeting, his tenure as outside Director of the Company will have been two years and sevenmonths.
The Company has submitted notification to the Tokyo Stock Exchange that he has been appointed as an independent
officer as provided for by the aforementioned exchange. If his reelection is approved, the Company plans for his
appointment as an independent officer to continue.
Pursuant to the provisions of Article 427, paragraph 1 of the Companies Act, the Company has entered into anagreement with him to limit his liability for damages under Article 423, paragraph 1 of the same Act to the amountstipulated by laws and regulations.
If his reelection is approved at this meeting, the Company plans to renew the aforementioned agreement with him. The
maximum amount of liability for damages under this agreement is the minimum liability amount provided for underlaws and regulations.

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Candidate
No.

10

Number of the
Career summary, positions and responsibilities in the Company,
Company’s sharesand significant concurrent positions outside the Company
heldApr. 1989
Registered as an attorney at law (Yamagata Bar
Association)
Established Minoru Handa Law Offices
Managing Partner of Minoru Handa Law
Reappointment
Offices (current position)
Outside Director
Independent Officer
Apr. 2009
President of Yamagata Bar Association
Governor of Japan Federation of Bar
Associations
Minoru Handa
Vice President of Tohoku Federation of Bar(September 3, 1957)
Associations– common sharesJan. 2017
Chairman of Pollution Investigation Committeeof Yamagata Prefecture (current position)
Term of office:Feb. 2017
Chairman of Yamagata Federation of Lawyers
2 years
Cooperatives (current position)
Chairman of the Expropriation Committee ofBoard of Directors attendance: July 2018
Yamagata Prefecture (current position)
19 out of 19
June 2019
Director of the Company (current position)[Significant concurrent positions outside the Company]
Managing Partner of Minoru Handa Law Offices[Special matters regarding the candidate for outside Director]
There is no special interest between Minoru Handa and the Company.
Name(Date of birth)

He is a candidate for outside Director.
The reason for the nomination of Minoru Handa as a candidate for outside Director and the reason the Company judged
him able to appropriately execute his duties as outside Director are because he possesses expertise and extensive
experience as an attorney at law, and the Company will be able to utilize his suggestions and opinions to secure fair andappropriate decision-making of the Board of Directors from a fair and neutral standpoint. The Company expects him toplay an appropriate role in supervising and advising on the execution of business as outside Director of the Company
from his legal perspective, etc. as an attorney at law.
At the conclusion of this meeting, his tenure as outside Director of the Company will have been two years.
The Company has submitted notification to the Tokyo Stock Exchange that he has been appointed as an independent
officer as provided for by the aforementioned exchange. If his reelection is approved, the Company plans for his
appointment as an independent officer to continue.
Pursuant to the provisions of Article 427, paragraph 1 of the Companies Act, the Company has entered into anagreement with him to limit his liability for damages under Article 423, paragraph 1 of the same Act to the amountstipulated by laws and regulations. If his reelection is approved at this meeting, the Company plans to renew the
aforementioned agreement with him. The maximum amount of liability for damages under this agreement is theminimum liability amount provided for under laws and regulations.

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Candidate
No.

11

Number of the
Career summary, positions and responsibilities in the Company,
Company’s sharesand significant concurrent positions outside the Company
heldApr. 1984
Joined the Ministry of FinanceJuly 2007
Director of Banking Business Division II,
Supervision Bureau of Financial Services
AgencyJuly 2008
Director of Insurance Business Division,
Supervision Bureau
July 2010
Director of Planning and Management
Division, Supervision Bureau
July 2012
Director of Policy Division, Policy Bureau
New candidate
July 2014
Director-General of Fukuoka Local FinanceOutside Director
Branch Bureau, the Ministry of FinanceJuly 2015
Deputy Director-General (in charge ofplanning, market, and secretariat) of Planning
Yasushi Hasegawa
and Coordination Bureau, Financial Services(February 22, 1962)
Agency– common shares
July 2016
Director-General of Tokai Local Finance
Bureau, the Ministry of FinanceTerm of office:June 2017
Senior Managing Director (in charge ofscreening and risk supervision) of Japan Bankfor International Cooperation
Board of Directors attendance:
June 2019
Retired from the Ministry of FinanceNov. 2019
Advisor of Sumitomo Mitsui Trust Bank,
LimitedApr. 2020
Joined SBI Holdings, Inc.
Aug. 2020
Executive Officer and Secretary General of
Regional Revitalization Partners Co., Ltd.
(current position)[Significant concurrent positions outside the Company]
Executive Officer and Secretary General of Regional
Revitalization Partners Co., Ltd.
[Special matters regarding the candidate for outside Director]
There is no special interest between Yasushi Hasegawa and the Company.
Name(Date of birth)[Reason for the nomination as candidate for outside Director and expected role]
He is a candidate for outside Director.
The reason for the nomination of Yasushi Hasegawa as a candidate for outside Director is because he possesses longyears of extensive experience and expertise in financial administration, and the Company will be able to utilize hissuggestions and opinions to secure fair and appropriate decision-making of the Board of Directors. The Company
expects him to play an appropriate role in supervising and advising on the execution of business as outside Director of
the Company from his expertise cultivated over many years in the financial administration.
If his election is approved at this meeting, pursuant to the provisions of Article 427, paragraph 1 of the Companies Act,
the Company plans to enter into an agreement with him to limit his liability for damages under Article 423, paragraph 1of the same Act to the amount stipulated by laws and regulations. The maximum amount of liability for damages under
this agreement will be the minimum liability amount provided for under laws and regulations.

[Special matters regarding the candidates for Director (11 persons)]
Outline of a directors and officers liability insurance agreement
The Company has entered into a directors and officers liability insurance agreement with an insurance company under which theCompany bears the entire premium. All Directors of the Company are insured, and legal damages and litigation expenses (except for
those that fall under the exemptions stipulated in the insurance agreement) resulting from their actions in their positions will becovered. If each candidate is elected as a Director, all Directors will be insured under the said directors and officers liability
insurance agreement. The current agreement will expire in October 2021, but is scheduled to be renewed with the same contents.

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Proposal No. 4

Election of 4 Directors Who Are Audit and Supervisory Committee Members

The term of office of all 4 Directors who are Audit and Supervisory Committee Members will expire at theconclusion of this General Meeting.
Therefore, the Company proposes the election of 4 Directors who are Audit and Supervisory Committee
Members.
The consent of the Audit and Supervisory Committee has been obtained for this proposal.
The candidates for Audit and Supervisory Committee Members are as follows.
Candidate
No.

Name(Date of birth)
Reappointment
Hiroshi Endo
(December 22, 1963)
Term of office:1 yearBoard of Directors
attendance:
16 out of 16

1

Number of the
Career summary, positions and responsibilities in the Company,
Company’s sharesand significant concurrent positions outside the Company
heldApr. 1986
Joined Shinko Sogo Bank Co., Ltd. (current
The Sendai Bank, Ltd.)
Apr. 2007
General Manager of Tsuya Branch
June 2009
General Manager of Takasago Branch
Apr. 2012
General Manager of Taitomi Branch
Sept. 2014
General Manager of Promotion Department
1,300 common
June 2015
General Manager of Financial Market
sharesDepartment
Sept. 2018

General Manager of General Affairs
Department
June 2020
Director and Audit and Supervisory Committee
Audit and Supervisory
Member of the Company (current position)
Committee attendance:[Significant concurrent positions outside the Company]
13 out of 13
None.
[Special matters regarding the candidate for Director]
There is no special interest between Hiroshi Endo and the Company.
[Reasons for nomination as candidate for Director]
Since his appointment as Director who is an Audit and Supervisory Committee Member of the Company in June 2020,
he has enhanced the effectiveness of audits as a full-time member of the Audit and Supervisory Committee and has
appropriately executed his duties as Audit and Supervisory Committee Member, including supervision and advice on
business execution. The Company has nominated him as a candidate for Director who is an Audit and Supervisory
Committee Member because he can be expected to make accurate proposals and opinions based on his businessexperience and supervise the overall management of the Company from a fair and neutral standpoint.

- 18 -

CandidateNo.

2

Number of the
Career summary, positions and responsibilities in the Company,
Company’s sharesand significant concurrent positions outside the Company
heldNov. 1976
Joined Tetsuzo Ota & Co. (current Ernst &Young ShinNihon LLC) and as a Registered
Junior Accountant
Mar. 1981
Registered as Certified Public Accountant
Sept. 1983
Joined Ito CPA OfficeNov. 1983
Registered as Certified Tax Accountant
July 1988
Employee of Asahi Shinwa & Co. (current
KPMG AZSA LLC)
June 1999
Representative Employee and General Managerof the Yamagata Office, Asahi & Co. (current
KPMG AZSA LLC)
Reappointment
Apr. 2002
Comprehensive External Auditor of Yamagata
Outside Director
Prefecture
Independent Officer
July 2002
Deputy Chairman of The Japanese Institute ofCertified Public Accountants Tohoku Chapter
Yoshiaki Ito
Chairman of The Japanese Institute of Certified(July 21, 1950)
Public Accountants Tohoku Chapter, Yamagata
Division
Term of office:1,100 common
July
2007
Managing
Partner of Ito CPA Office (current
8 years and 9 months
sharesposition)
Board of Directors
Sept. 2007
Member of the Designated Administrator
attendance:
Review Board of Yamagata Prefecture (current
19 out of 19
position)
Apr.
2008
Memberof the Yamagata District Minimum
Audit and Supervisory
Wage
Review
Board
Committee attendance:
16 out of 16
Apr. 2009
Auditor of the Yamagata Prefectural University
of Health Sciences (current position)
June 2010
Auditor of Kirayaka Bank, Ltd.
Oct. 2012
Audit & Supervisory Board Member of theCompany
June 2016Retired from Auditor of Kirayaka Bank, Ltd.
June 2019
Retired as Audit & Supervisory Board Memberof the Company
Director and Audit and Supervisory Committee
Member of the Company (current position)[Significant concurrent positions outside the Company]
Managing Partner of Ito CPA Office[Special matters regarding the candidate for outside Director]
There is no special interest between Yoshiaki Ito and the Company.
[Reasons for nomination as candidate for outside Director and expected role]
He is a candidate for outside Director.
The reason for the nomination of Yoshiaki Ito as a candidate for outside Director who is an Audit and Supervisory
Committee Member and the reason the Company judged him able to appropriately execute his duties as outside Director
are because the Company judged that he would be able to reflect his expertise and experience cultivated as a certified
public accountant in the audit of the Company. The Company expects him to play an appropriate role in supervising andadvising on the execution of business as outside Director of the Company from his professional perspective as a certified
public accountant.
At the conclusion of this meeting, his tenure as outside Director of the Company will have been two years.
The Company has submitted notification to the Tokyo Stock Exchange that he has been appointed as an independent
officer as provided for by the aforementioned exchange. If his reelection is approved, the Company plans for his
appointment as an independent officer to continue.
Pursuant to the provisions of Article 427, paragraph 1 of the Companies Act, the Company has entered into anagreement with him to limit his liability for damages under Article 423, paragraph 1 of the same Act to the amountstipulated by laws and regulations. If his reelection is approved at this meeting, the Company plans to renew the
aforementioned agreement with him. The maximum amount of liability for damages under this agreement is theminimum liability amount provided for under laws and regulations.
Name(Date of birth)- 19 -

Candidate
No.

3

Number of the
Career summary, positions and responsibilities in the Company,
Company’s sharesand significant concurrent positions outside the Company
heldApr. 1972
Joined the Yamagata Prefectural Government
Apr. 2001
General Manager of Tokyo Office
Apr. 2004
General Manager of the Agriculture, Forestry
and Fisheries Department
Apr. 2006
Manager of the Shonai General Branch Office
July 2008
General Manager of the Health and Welfare
Department
Reappointment
Mar. 2009
Resigned from the Yamagata Prefectural
Outside Director
Government
Independent Officer
Deputy Governor-General of Yamagata
Prefecture
Takashi Takahashi
Vice Chairman of Association of Sports(February 3, 1950)
Promotion 21st Century in Yamagata
Term of office:Apr. 2012
Administrative Director– common shares
5 yearsMar. 2013
Resigned as Deputy Governor-General of
Yamagata Prefecture
Board of Directors
Aug. 2013
Representative Director and President ofattendance:
Montedio Yamagata Co., Ltd.
19 out of 19
Nov. 2015
Resigned as Representative Director and
Audit and Supervisory
President
Committee attendance:
June
2016
Audit
& Supervisory Board Member of the
16 out of 16
Company
June 2019
Resigned as Audit & Supervisory Board
MemberDirector and Audit and Supervisory Committee
Member (current position)[Significant concurrent positions outside the Company]
None.
[Special matters regarding the candidate for outside Director]
There is no special interest between Takashi Takahashi and the Company.
Name(Date of birth)[Reasons for nomination as candidate for outside Director and expected role]
He is a candidate for outside Director.
The reason for the nomination of Takashi Takahashi as a candidate for outside Director who is an Audit and Supervisory
Committee Member and the reason the Company judged him able to appropriately execute his duties as outside Director
are because he has held important positions in Yamagata Prefecture, including General Manager of the Agriculture,
Forestry and Fisheries Department, General Manager of the Health and Welfare Department, and Deputy GovernorGeneral of Yamagata Prefecture, and based on the experience and insight he has cultivated through his career, he isexpected to supervise the overall management of the Company from a fair and neutral standpoint. The Company expects
him to play an appropriate role in supervising and advising on the execution of business as outside Director of theCompany utilizing his experience and insight cultivated over many years in the administration of Yamagata Prefecture.
At the conclusion of this meeting, his tenure as outside Director of the Company will have been two years.
The Company has submitted notification to the Tokyo Stock Exchange that he has been appointed as an independent
officer as provided for by the aforementioned exchange. If his reelection is approved, the Company plans for his
appointment as an independent officer to continue.
Pursuant to the provisions of Article 427, paragraph 1 of the Companies Act, the Company has entered into anagreement with him to limit his liability for damages under Article 423, paragraph 1 of the same Act to the amountstipulated by laws and regulations. If his reelection is approved at this meeting, the Company plans to renew the
aforementioned agreement with him. The maximum amount of liability for damages under this agreement is theminimum liability amount provided for under laws and regulations.

- 20 -

Candidate
No.

4

Number of the
Career summary, positions and responsibilities in the Company,
Company’s sharesand significant concurrent positions outside the Company
heldApr. 1975
Joined Miyagi Prefectural Government
Apr. 1997
Manager of the Tourism Section, Departmentof Commerce, Industry and Labor
Apr. 1999
Manager of the Tourism Section, the Industry
and Economy Department
Apr. 2001
Manager of the Finance Section, General
Reappointment
Affairs Department
Outside Director
Apr. 2003
Deputy General Manager of the General Affairs
Independent Officer
Department
Apr. 2004
Deputy General Manager of Industry and
Junichi Konno
Economy Department(March 24, 1952)
Apr. 2006
General Manager of Tokyo OfficeTerm of office:Apr. 2008
General Manager of Environmental Department
360 common
2 years
sharesApr. 2010
General Manager of General Affairs
Department
Board of Directors
Mar.
2012
Resignedfrom the Miyagi Prefecturalattendance:
Government
19 out of 19
Apr. 2012
Chairman of Miyagi Prefectural Credit
Audit and Supervisory
Guarantee Association
Committee attendance:
Apr. 2015
Chief Director of the Miyagi Prefectural
16 out of 16
Housing Supply Corporation
Mar. 2019
Resigned as Chief Director
June 2019
Director and Audit and Supervisory Committee
Member of the Company (current position)[Significant concurrent positions outside the Company]
None.
[Special matters regarding the candidate for outside Director]
There is no special interest between Junichi Konno and the Company.
Name(Date of birth)[Reasons for nomination as candidate for outside Director and expected role]
He is a candidate for outside Director.
The reason for the nomination of Junichi Konno as a candidate for outside Director who is an Audit and Supervisory
Committee Member and the reason the Company judged him able to appropriately execute his duties as outside Director
are because he has held important positions in Miyagi Prefecture, including General Manager of Environmental
Department and General Manager of General Affairs Department, and based on the experience and insight he has
cultivated through his career, he is expected to supervise the overall management of the Company from a fair andneutral standpoint. The Company expects him to play an appropriate role in supervising and advising on the executionof business as outside Director of the Company utilizing his experience and insight cultivated over many years in theadministration of Miyagi Prefecture.
At the conclusion of this meeting, his tenure as outside Director of the Company will have been two years.
The Company has submitted notification to the Tokyo Stock Exchange that he has been appointed as an independent
officer as provided for by the aforementioned exchange. If his reelection is approved, the Company plans for his
appointment as an independent officer to continue.
Pursuant to the provisions of Article 427, paragraph 1 of the Companies Act, the Company has entered into anagreement with him to limit his liability for damages under Article 423, paragraph 1 of the same Act to the amountstipulated by laws and regulations. If his reelection is approved at this meeting, the Company plans to renew the
aforementioned agreement with him. The maximum amount of liability for damages under this agreement is theminimum liability amount provided for under laws and regulations.

[Special matters regarding the candidates for Director who are Audit and Supervisory Committee Members (4 persons)]
Outline of a directors and officers liability insurance agreement
If each candidate is elected as a Director who is Audit and Supervisory Committee Member in this proposal, each person will be
included in the insured of the directors and officers liability insurance agreement, which is described in Proposal No. 3.

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<Reference>
The Company has determined the following criteria to judges the independence of candidates for Outside Director.
Independence Evaluation Criteria of Outside Officer
1. (1) Candidates shall not be executive directors, executive officers, managers or other employees of theGroup (hereinafter referred to in general as “Persons Who Execute Business”) and who have not beenworking as a person involved with business execution of the Group in the last ten years.
(2) Candidates for outside Director who have acted as a non-executive Director (Note 1) or Audit &Supervisory Board Member of the Group in the last ten years shall not have acted as a person involvedin business execution of the Group in the ten years previous to their position as a non- executive
Director or Audit & Supervisory Board Member.
(3) Candidates shall not be a spouse or a relative within two degrees of kinship of officers (Note 2),
managers, or other important employees (excluding officers, etc.) of the Group.
2. Candidates shall not be persons who are a major shareholder of the Company (Note 3), officers or
employees of companies of which the Company is a major shareholder (excluding said officers).
3. (1) Candidates shall not be persons who have a business relationship with the Company or a coresubsidiary of the Company (Note 4) whereby the Company or a core subsidiary of the Company is its
major transacting counterparty (Note 5), or the parent company or a significant subsidiary thereof, or
when such party is a company, a business executive, or a party which has fallen under such category
during the past three years.
(2) Candidates shall not be persons who have a business relationship with the Company or a coresubsidiary of the Company who is a major transacting counterparty, or the parent company or asignificant subsidiary thereof, or when such party is a company, a business executive, or a party which
has fallen under such category during the past three years.
(3) Candidates shall not be employees of an organization that has received donations that exceed a certain
amount (an average of ¥10 million annually over the last three years) from the Company or its coresubsidiaries.
4. Candidates shall not be officers, etc. of a company, its parent company or its subsidiary that have brought
in officers, etc. from the Group.
5. Candidates are not currently an accounting auditor or an employee, etc. of an accounting firm of the Groupand have not been in charge of auditing operations of the Group as said employee in the last three years.
6. Candidates may not be a lawyer, public certified accountant or another type of consultant that has earned
money or other assets of ¥10 million or more on average per year over the last three years from the Company
or its core subsidiaries in addition to the officer remuneration.
7. Furthermore, candidates shall be a person who does not have an ongoing, substantive conflict of interest
due to circumstances other than the above between the general shareholders of the Company.
(Note 1)
(Note 2)
(Note 3)(Note 4)(Note 5)“Non-executive officer” refers to Directors who are not an executive director.
“Officers, etc.” refers to directors (including outside Director) and auditors (including outside Audit &Supervisory Board Member).
“Major shareholder” refers to a person or organization that held 10% or more voting rights directly or indirectly atthe end of the most recent fiscal year.
“Core subsidiaries” refers to Kirayaka Bank, Ltd. and The Sendai Bank, Ltd.
“Main business partner” is judged as a business partner who made up 2% or more of the annual consolidated sales(consolidated ordinary income in the case of the Company) for the most recent fiscal year.

- 22 -