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 1, 2023
(Electronic Provision Measures Commencement Date: May 30, 2023)
To our shareholders:
Takashi Suzuki, Representative Director and President
Jimoto Holdings, Inc.
2-1-1, Ichibancho, Aoba-ku, Sendai-shi, Miyagi

Notice of the 11th Annual General Meeting of Shareholders
You are cordially invited to attend the 11th Annual General Meeting of Shareholders (the “General Meeting”) of
Jimoto Holdings, Inc. (the “Company”), which will be held as indicated below.
In convening this General Meeting, the Company has taken measures for electronic provision, and matters subject toelectronic provision measures (Electronic Provision Measures Matters) are posted on the following website in theform of “Notice of the 11th Annual General Meeting of Shareholders.”
The Company’s website: https://www.jimoto-hd.co.jp/ir/stock_info/shareholders_meeting/In addition to the above, Electronic Provision Measures Matters are posted on the following website.
Tokyo Stock Exchange website: https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show
Please access the website mentioned above, enter the Company’s name or securities code (7161) to search, and select“Basic information” and “Documents for public inspection/PR information” in this order to view the information.
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 Reference Documents for the General Meeting of Shareholders included in Electronic Provision
Measures Matters and exercise your voting rights by the end of the business day prior to the meeting (5:10 p.m. on
Wednesday, June 21, 2023 (JST)).
From the perspective of preventing the spread of COVID-19 infection, you are kindly asked to make a careful
decision as to whether to attend the meeting in person, after checking the status of infection until the day of themeeting, your health condition, and other matters.
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 11th 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 tothe 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-

1. Date and Time: Thursday, June 22, 2023, 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 11th fiscal year (from April 1, 2022
to March 31, 2023), 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 11th fiscal year (from April 1, 2022 to March 31, 2023)
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
Any changes in the operations, etc. of the Meeting 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 Electronic Provision Measures Matters, such changes will be posted on each website where
the matters are posted.

-2-

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

Appropriation of Surplus

Considering losses incurred by Kirayaka Bank, Ltd., a subsidiary of the Company, that resulted in a downward
revision of operating performance, and with an eye to supporting local enterprises and business partners affected by
the spread of coronavirus disease (COVID-19), we will pay the year-end dividends of ¥5.00 per common share, toensure and enhance internal reserves to strengthen the Company’s financial structure.
Including the interim dividend of ¥7.50 per share, the annual dividend for common shares will be ¥12.50 per 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¥5.00 per share
Total payment:
Class B Preferred Shares¥0.115 per share
Total payment:
Class C Preferred Shares¥13.10 per share
Total payment:
Class D Preferred Shares¥0.10 per share
Total payment:
Total:

Effective date of dividends of surplus: Friday, June 23, 2023.

-3-¥107,447,320¥1,495,000¥131,000,000¥500,000¥240,442,320

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. Then, at the 9th Annual General Meeting of Shareholders held on June 24, 2021, in
accordance with the enactment of the Act Partially Amending the Companies Act (Act No.70 of 2019), we
obtained approval to set a new upper limit, etc. on the number of points to be granted as a basis for calculating thenumber of shares to be granted under the Plan (the said resolution at the 9th Annual General Meeting of
Shareholders is hereinafter referred to as the “Original Resolution”).
Later, as announced in the news release titled “Notice regarding Additional Contribution to the Board Benefit
Trust (BBT)” on November 25, 2022, the Company made an additional contribution to the stock benefit trust (the“Trust”) on December 6, 2022, and on the same day, the Trust purchased 23,200 shares of the Company’s sharesin a stock exchange. The purchase resulted in a decrease of the acquisition book value of the Company’s shares
under the Plan. Based on the new acquisition book value, this proposal asks your approval for setting 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. Moreover, this proposal is to revise the upper limit, etc. on the number of points to be
granted in line with the decrease of the acquisition book value of the Company’s shares under the Plan, and the
maximum amount of money to be contributed by the Company to the Trust remains the same as that under theOriginal Resolution. The content of this proposal is therefore consistent with the policy concerning thedetermination of the content of individual remuneration, etc. of the Company’s Directors. Accordingly, we believethat the content of this proposal is appropriate. This proposal also asks your approval of the specific details of
remuneration, etc. under the Plan and the specific calculation method of the amount of remuneration, etc., as aninternal 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 Meeting of 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.

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 32,000 points)

Up to ¥40 million (up to 46,100 points)-4-

2. Details of the Plan after amendment
Under the Plan, the Company acquires the Company’s shares through the Trust using money contributed by theCompany 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 theBoard of Directors within the following framework.
(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 andSupervisory 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, 2023 to thefiscal year ending on March 31, 2025 (the period of the said three fiscal years and the period of each three fiscal
years beginning after the said three fiscal years are hereinafter referred to as the “Eligible Period”), and willcontinue 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 ofsuch 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 levelof 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 126,800 points (of which, 46,100 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, the maximum
number of points, the number of points already assigned and the conversion rate shall be rationally adjusted.
(Note 4) In calculating the maximum number of points, the unit price per point is ¥867, which is the acquisition book value of 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 be
For each Eligible Period, the maximum number of shares to be acquired by the Trust is
acquired
126,800 shares (of which, 46,100 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) above from thetrust. (Note 5)(Note 5) If certain requirements are fulfilled, an amount of money equivalent to the market value of the Company shares instead of theCompany’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, or if the Boardof 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 addition, Makoto Suzuki resigned as Director on June 8, 2023. Accordingly, the Company proposes to 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

Representative Director andChairman

16 out of 16

2

Takashi Suzuki

Reappointment

Representative Director andPresident

16 out of 16

3

Tsuyoshi Ogata

Reappointment

Managing Director

15 out of 16

4

Kouichi Uchida

Reappointment

Director

16 out of 16

5

Junichi Ota

Reappointment

Director

16 out of 16

6

Yuji Endo

New appointment

–

–

7

Toshio Sakazume

New appointment

–

–

8

Mamoru Kasahara

New appointment

–

–

9

Minoru Handa

10

Yasushi Hasegawa

11

Tsutomu Satake

Reappointment
Outside Director
Independent Officer
Reappointment
Outside Director
New appointment
Outside Director
Independent Officer-6-

Director (Outside)

16 out of 16

Director (Outside)

16 out of 16

Director (Outside)

12 out of 13

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
General Manager of Sagae Branch
June 2014
Executive Officer and General Manager ofReappointment
Sagae BranchOct. 2016
Executive Officer and General Manager ofKoji Kawagoe
Accounting Department(November 23, 1963)
General Manager of Corporate Strategy
Department of the Company
Term of office:June 2017Managing Executive Officer and General
5 years
Manager of Accounting Department of Kirayaka
Bank, Ltd., and General Manager of Corporate
Board of Directors attendance:
Strategy Department of the Company
16 out of 16
Apr. 2018
Managing Executive Officer and General
Manager of Corporate Strategy Department of
the Company
June 2018
Director of Kirayaka Bank, Ltd.
Director, General Manager of General Planning
Department and General Manager of Corporate
Strategy Department of the Company
June 2019
Managing Director of the Company
June 2021
Representative Director and President of
Kirayaka Bank, Ltd. (current position)
Representative Director and Chairman of theCompany (current position)[Significant concurrent positions outside the Company]
Representative Director and President 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 Representative Director of the Company in June 2021, Koji Kawagoe exhibited excellent
corporate management leadership, such as guiding ongoing efforts to create distinction as a regional financial group that
goes beyond 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.

-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 of
The Sendai Bank, Ltd.
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
10 years and 9 months
Affairs Department
Managing Director and General Manager ofBoard of Directors attendance: June 2007
General Affairs Department
16 out of 16
June 2008
Managing Director
June 2009
Representative Managing Director
Oct. 2012
Director of the Company
June 2013
Representative Director and Chairman
Representative Director and President of The
Sendai Bank, Ltd. (current position)
June 2021
Representative Director and President of theCompany (current position)[Significant concurrent positions outside the Company]
Representative Director and President of The Sendai Bank, Ltd.
[Special matters regarding the candidate for Director]
There is no special interest between Takashi Suzuki and the Company.

Number of theCompany’s shares
held

8,110 commonshares[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. 1989
Apr. 2005

3

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
OfficeOct. 2012
General Manager of Planning Department
Reappointment
Oct. 2013
General Manager of Corporate PlanningTsuyoshi Ogata
Department and General Manager of Accounting(January 30, 1966)
Department
June 2015
Director, General Manager of Corporate
Planning Department and General Manager ofTerm of office:Accounting Department
5 years
June 2016
Director and General Manager of Sales
Board of Directors attendance:
Department, Head Office
15 out of 16
June 2018
Director (current position)
Director and General Manager of General
Planning Department of the Company
June 2022
Managing Director, 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

3,140 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 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 efficient 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. 1989
May 2007

4

Joined Yamagata Shiawase Bank, Ltd.
Manager of Corporate Planning Section,
Corporate Planning Department of Kirayaka
Bank, Ltd.
Aug. 2010
General Manager of Internal Control System
Reappointment
Enhancement Office
Oct. 2012
Deputy General Manager of Corporate Planning
Kouichi Uchida
Department(September 27, 1966)
Apr. 2014
General Manager of Corporate Planning
Department
Term of office:June 2015
Executive Officer and General Manager of
2 years
Corporate Planning Department
Board of Directors attendance: June 2018
Director and General Manager of Corporate
16 out of 16
Planning Department
June 2020
Managing Director (current position)
June 2021
Director of the Company (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]
Since taking office as Director of the Company in June 2021, Kouichi Uchida has presided over the corporate planningarea of the Company’s subsidiaries in particular and possesses knowledge, experience, and adequate social credibility toperform 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 of The Sendai Bank,
Ltd.
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
Junichi Ota
June 2014
Director and General Manager of Financial(October 19, 1959)
Market Department
June 2015
Director
Term of office:Director and General Manager of General
5 years
Planning Department of the Company
June
2016
Retired from Director
Board of Directors attendance:
Director,
General Manager of Corporate
16 out of 16
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

3,920 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 of the Company’s subsidiaries in particular. In addition, he possesses knowledge, experience, andadequate social creditability to perform corporate management in a precise, fair, and efficient manner. Therefore, theCompany 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. 1988
Apr. 2008

New appointment
Yuji Endo(June 28, 1965)
Term of office:-6

Oct. 2008
Apr. 2011
Apr. 2014
Feb. 2017
June 2018
June 2019

Board of Directors attendance: June 2020
- out of June 2021

Joined Shokusan Sogo Bank, Ltd. (TheShokusan Bank, Ltd.)
General Manager of Suzukawa Branch of
Kirayaka Bank, Ltd.
General Manager of Miyauchi Branch
General Manager of Yamagata-kita Branch
General Manager of Tokyo Branch
General Manager of Shibata Branch
Executive Officer and General Manager of
Shibata BranchManaging Executive Officer and General
Manager of Sendai Branch
Director and General Manager of Sendai Branch
Director (current position)

Number of theCompany’s shares
held

3,680 commonshares[Significant concurrent positions outside the Company]
Director of Kirayaka Bank, Ltd.

[Special matters regarding the candidate for Director]
There is no special interest between Yuji Endo and the Company.
[Reasons for nomination as candidate for Director]
Yuji Endo has held the position of General Manager successively at six branches of Kirayaka Bank, Ltd., which is a
subsidiary of the Company. Since taking office as Director of Kirayaka Bank, Ltd.in June 2020, he has appropriately
performed his duties as Director, General Manager of Sendai Branch, and an officer in charge of Loan Department. The
Company has nominated him as a candidate for Director because it judges that he has the qualifications of a manager
and will be able to sufficiently contribute to the business development of the Company.

- 12 -

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1991
Oct. 2008
Apr. 2012
Nov. 2013
June 2015
June 2019

New appointment
Toshio Sakazume(January 19, 1066)
Term of office:-7

Board of Directors attendance:- out of -June 2021

June 2022

Joined The Sendai Bank, Ltd.
Manager of Loan Sales Section, Sales
Department, Head Office
Manager of Loan Sales Section 1 and Loan Sales
Section 2, Sales Department, Head Office
Deputy General Manager of Loan Department
General Manager of Loan Department andAdministration Department
Director and General Manager of Loan
Department and Administration Department
Director and General Manager of Local
Enterprises Support Department
Director of Sendai Bank Capital & Consulting,
Ltd.
Managing Director and General Manager ofSales Division and Local Enterprises Support
Department of The Sendai Bank, Ltd. (current
position)
Representative Director and President of Sendai
Bank Capital & Consulting, Ltd. (current
position)

Number of theCompany’s shares
held

4,011 commonshares[Significant concurrent positions outside the Company]
Managing Director and General Manager of Sales Division andLocal Enterprises Support Department of The Sendai Bank, Ltd.
Representative Director and President of Sendai Bank Capital &Consulting, Ltd.
[Special matters regarding the candidate for Director]
There is no special interest between Toshio Sakazume and the Company.
[Reasons for nomination as candidate for Director]
Toshio Sakazume is well-versed in loan operations and has demonstrated his management skills as Director and General
Manager of Loan Department and Administration Department of The Sendai Bank, Ltd., which is a subsidiary of theCompany, since June 2019, and as Managing Director and General Manager of Sales Division and Local Enterprises
Support Department since June 2022. The Company has nominated him as a candidate for Director because it judgesthat he has the qualifications of a manager and will be able to sufficiently contribute to the business development of theCompany.

- 13 -

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1990
Apr. 2012

Oct. 2015
New appointment
Mamoru Kasahara(March 8, 1967)
Term of office:-8

Oct. 2016
June 2018
June 2020
June 2021

Board of Directors attendance: June 2022
- out of Feb. 2023

Joined Yamagata Shiawase Bank, Ltd.
Chief Facilitator, New Business Development
Group, SME Loan Promotion Office, Sales
Supervision Department of Kirayaka Bank, Ltd.
Chief Facilitator, Yamagata Corporate Clients
Group, Corporate Clients Sales Office, Core
Business Support Department of Sales Division
Deputy General Manager of Loan Department
General Manager of Loan Department
Executive Officer and General Manager of Loan
Department
Director and Audit and Supervisory Committee
MemberDirector and General Manager of Financial
Market Department
Director (current position)

Number of theCompany’s shares
held

618 commonshares[Significant concurrent positions outside the Company]
Director of Kirayaka Bank, Ltd.
[Special matters regarding the candidate for Director]
There is no special interest between Mamoru Kasahara and the Company.
[Reasons for nomination as candidate for Director]
Mamoru Kasahara is well-versed in loan operations. As Director and Audit and Supervisory Committee Member of
Kirayaka Bank, Ltd., which is a subsidiary of the Company, he has supervised the overall management from a fair andneutral standpoint since June 2021, and has appropriately performed his duties as an officer in charge of Financial
Market Department since June 2022 and in Loan Department since February 2023. The Company has nominated him asa candidate for Director because it judges that he has the qualifications of a manager and will be able to sufficiently
contribute to the business development of the Company.

- 14 -

Candidate
No.

9

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- common(September 3, 1957)
Associations
sharesJan. 2017
Chairman of Pollution Investigation Committeeof Yamagata Prefecture (current position)
Term of office:Feb. 2017
Chairman of Yamagata Federation of Lawyers
4 years
Cooperatives (current position)
Chairman of the Expropriation Committee ofBoard of Directors attendance: July 2018
Yamagata Prefecture (current position)
16 out of 16
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 four 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.

- 15 -

Candidate
No.

10

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
July 2014
Director-General of Fukuoka Local FinanceBranch Bureau, the Ministry of FinanceJuly 2015
Deputy Director-General (in charge ofplanning, market, and secretariat) of Planning
Reappointment
and Coordination Bureau, Financial Services
Outside Director
AgencyJuly 2016
Director-General of Tokai Local Finance
Bureau,the Ministry of FinanceYasushi Hasegawa
June
2017
SeniorManaging
Director (in charge of(February 22, 1962)- commonscreening and risk supervision) of Japan Bank
sharesfor International Cooperation
June 2019
Retired from the Ministry of FinanceTerm of office:2 years
Nov. 2019
Advisor of Sumitomo Mitsui Trust Bank,
LimitedBoard of Directors attendance:
Apr. 2020
Joined SBI Holdings, Inc.
16 out of 16
Aug. 2020
Executive Officer and Secretary General of
Regional Revitalization Partners Co., Ltd.
(current position)
June 2021
Director of FUKUSHIMA BANK, LTD.
(current position)
Director of the Company (current position)
Feb. 2022
Director of SBI Chigin Holdings, Inc. (current
position)[Significant concurrent positions outside the Company]
Executive Officer and Secretary General of Regional
Revitalization Partners Co., Ltd.
Director of FUKUSHIMA BANK, LTD.
Director of SBI Chigin Holdings, Inc.
[Special matters regarding the candidate for outside Director]
There is no special interest between Yasushi Hasegawa and the Company.
Name(Date of birth)

He is a candidate for outside Director.
The reason for the nomination of Yasushi Hasegawa 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 long years of extensive
experience and expertise in financial administration, and the Company will be able to utilize his suggestions andopinions to secure fair and appropriate decision-making of the Board of Directors. The Company expects him to play anappropriate 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.
At the conclusion of this meeting, his tenure as outside Director of the Company will be two years.
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.

- 16 -

Candidate
No.

11

Number of the
Career summary, positions and responsibilities in the Company,
Company’s sharesand significant concurrent positions outside the Company
heldApr. 1975
Joined Tohoku Electric Power Co., Inc.
June 2007
Executive Officer and General Manager ofCorporate Planning Department
June 2009Managing Director and General Manager ofCustomer Division
Auditor (part-time) of Yurtec Corporation
Reappointment
June 2012
Resigned as Auditor (part-time) of Yurtec
Outside Director
Corporation
Independent Officer
Director (part-time) of Yurtec Corporation
Representative Director & Vice President of
Tohoku Electric Power Co., Inc.
Tsutomu Satake
June 2013
Resigned as Director (part-time) of Yurtec
300 common(March 2, 1953)
Corporation
sharesJune 2014
Resigned as Director of Tohoku Electric Power
Co., Inc.
Term of office:Representative
Director & President of Yurtec
1 yearCorporation
Board of Directors attendance: June 2019
Representative Director & President and Chief
12 out of 13
Executive Officer
June 2021
Representative Director & Chairman of theBoard (current position)
June 2022
Director of the Company (current position)[Significant concurrent positions outside the Company]
Representative Director & Chairman of the Board of Yurtec
Corporation[Special matters regarding the candidate for outside Director]
There is no special interest between Tsutomu Satake and the Company.
Name(Date of birth)

He is a candidate for outside Director.
The reason for the nomination of Tsutomu Satake 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 from his experience and expertise in corporate management cultivated at other companies.
At the conclusion of this meeting, his tenure as outside Director of the Company will be one year.
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 (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 2023, but is scheduled to be renewed with the same contents.

- 17 -

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 the conclusionof 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:
CandidateNo.

1

Number of the
Career summary, positions and responsibilities in the Company,
Company’s sharesand significant concurrent positions outside the Company
held
Apr.
1986
JoinedShinko
Sogo
Bank
Co.,
Ltd.
(current
Reappointment
The Sendai Bank, Ltd.)
Apr. 2007
General Manager of Tsuya Branch
Hiroshi Endo
June 2009
General Manager of Takasago Branch(December 22, 1963)
Apr. 2012
General Manager of Taitomi BranchTerm of office:Sept. 2014
General Manager of Promotion Department
3 years
2,100 common
June 2015
General Manager of Financial Market
sharesDepartment
Board of Directors attendance: Sept. 2018
General Manager of General Affairs
16 out of 16
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]
15 out of 15
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.
Name(Date of birth)- 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 commonshares4 years
July 2007
Managing Partner of Ito CPA Office (current
position)
Board of Directors attendance: Sept. 2007
Member of the Designated Administrator
16 out of 16
Review Board of Yamagata Prefecture
Apr. 2008
Member of the Yamagata District Minimum
Audit and Supervisory
Wage Review Board
Committee attendance:
Apr. 2009
Auditor of the Yamagata Prefectural University
15 out of 15
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 position 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 four 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- commonshares4 yearsMar. 2013
Resigned as Deputy Governor-General of
Yamagata Prefecture
Board of Directors attendance: Aug. 2013
Representative Director and President of
16 out of 16
Montedio Yamagata Co., Ltd.
Nov. 2015
Resigned as Representative Director and
Audit and Supervisory
President
Committee attendance:
June 2016
Audit & Supervisory Board Member of the
15 out of 15
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.
[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 four 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)- 20 -

Candidate
No.

Name
(Date of birth)

New appointment
Outside Director
Independent Officer
Akiyo Ito
(January 11, 1959)
Term of office:- years

Director of Board of Education in Miyagi
Prefecture
Mar. 2023
Resigned as Director of Board of Education in
Miyagi Prefecture
Audit and Supervisory
Apr. 2023
Director of The Miyagi Museum of Art (current
Committee attendance:
position)- out of [Significant concurrent position outside the Company]
Director of The Miyagi Museum of Art[Special matters regarding the candidate for outside Director]
There is no special interest between Akiyo Ito and the Company.
[Reasons for nomination as candidate for outside Director and expected role]
She is a candidate for outside Director.
The reason for the nomination of Akiyo Ito as a candidate for outside Director who is an Audit and Supervisory
Committee Member and the reason the Company judged her able to appropriately execute her duties as outside Director
are because she has held position of General Manager in multiple Departments at Miyagi Prefectural Government, andalso held an important position of Director of Board of Education in Miyagi Prefecture since April 2019. She has thus
abundant experience in administration and broad insight, and is expected to make accurate proposals and opinions, andsupervise the overall management of the Company from a fair and neutral standpoint. The Company expects her to play
an appropriate role in supervising and advising on the execution of business as outside Director of the Company
utilizing her experience and insight cultivated over many years in the administration of Miyagi Prefecture.
If her election is approved, the Company plans to submit notification to the Tokyo Stock Exchange concerning her
appointment as an independent officer as provided for by the aforementioned exchange.
Pursuant to the provisions of Article 427, Paragraph 1 of the Companies Act, the Company plans to enter into anagreement with her to limit her liability for damages under Article 423, Paragraph 1 of the same act to the amountstipulated by laws and regulations if her election is approved. The maximum amount of liability for damages under thisagreement is set to be the minimum liability amount provided for under laws and regulations.
Board of Directors attendance:- out of -4

Number of the
Career summary, positions and responsibilities in the Company,
Company’s sharesand significant concurrent positions outside the Company
heldApr. 1983
Joined Miyagi Prefectural Government
Apr. 2013
General Manager of Tokyo Office
Apr. 2014
General Manager of Health and Welfare
Department
Apr. 2016
General Manager of Earthquake Reconstruction
Planning Department
Apr. 2018
General Manager of General Affairs
Department- commonMar. 2019
Resigned from the Miyagi PrefecturalsharesGovernment
Apr. 2019[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.

- 21 -

<Reference>
1. Jimoto Holdings’ skill selection of the Board of Directors■ As a bank holding company with regional financial institutions under its umbrella, we believe that the Boardof Directors must be equipped with the skills to properly carry out “group management control.”■ At the same time, in order to realize the Group’s key strategies, it is the policy of the Company to utilize theexternal insight of outside Directors, with their business experience and knowledge related to each strategy.
Management strategy and skill of Jimoto Holdings
Management
philosophy

Plan policy

Connect Miyagi
and Yamagata tocontribute to local
SMEs and theregion bysupporting corebusinesses

Category

Respond to
COVID-19▶

Specialize in theGroup’s strengths

Businesstransformation(DX)

Actively utilize collaboration
with SBI

Skill

Reasons for selection

Business management

Perform administrative duties
for the holding company
Realization of the Group’s
priority strategy: contribution
to local small and medium
enterprises
Realization of the Group’s
priority strategy: trinity
reform of administration,
human resources, and stores
Realization of the Group’s
priority strategy: increase
sophistication and speed ofbusiness development
Utilization of outside
Directors’ knowledge
Utilization of outside
Directors’ knowledge
Utilization of outside
Directors’ knowledge
Utilization of outside
Directors’ knowledge
Utilization of outside
Directors’ knowledge

Utilization of external
collaboration
Local industry
Corporate management
OutsideDirector▶

Businessmanagement

Business reform

Finance / Accounting
Legal / Risk
management
Public administration

Future vision
Create shared value

To the next 5 and10 yearsCore business support

InsideDirector

Group’s key strategies
Deepen support
for corebusinesses- 22 -▶

Improve business conditions ofbusiness partners
Regional development↓
Improve profitability of the Group

Director’s responsible division, business experience,
knowledge
Corporate planning / Subsidiary bank management /Risk management / Market operations
Loan approval / Customer support (branch manager,
etc.)
Office systems / HR & general affairs

Demonstration of effectiveness and results of external
collaboration (SBI, etc.)
Trends in local industry in Miyagi and Yamagata
Experience in business management at other companies
Expertise and experience in corporate finance (e.g.,
certified public accountant)
Legal and risk management expertise and experience(e.g., attorney)
Experience in local and financial administration

2. Skill matrix of the Board of Directors
Board of Directors of Jimoto Holdings
The Board of Directors of Jimoto Holdings, led by inside Directors, is equipped with the skills necessary to carryout business management as a bank holding company and to implement the Group’s key strategies.
[Inside Directors]

Name
Directorcandidate

Corporateplanning

Business management
Subsidiary
Risk
bank
management
management

●

●

●

●

Core business support
Marketoperations

Loan
approval

Customer
supportBusiness reformHR &Officegeneralsystems
affairs

Utilization of
externalcollaboration●

Koji Kawagoe
Directorcandidate●●

Takashi Suzuki
Directorcandidate

Tsuyoshi
Ogata
Directorcandidate

Kouichi
UchidaDirectorcandidate

●

●

●

●

●

●

●

●

●

●

●

●

●

●

Junichi Ota
Directorcandidate

Yuji Endo

●

●

●

●

●

●

(Newlyappointed)
DirectorcandidateToshioSakazume●(Newlyappointed)
Directorcandidate

MamoruKasahara(Newlyappointed)
Audit andSupervisory
Committee
Membercandidate

●

●

●

●

Hiroshi Endo

- 23 -●●●

[Responsibilities, career summary, qualifications, etc., of each Director]
Name

Director candidate

Koji Kawagoe

Director candidate

Takashi Suzuki

Director candidate

Tsuyoshi Ogata
Director candidate

Kouichi UchidaDirector candidate

Junichi Ota

Division in charge in
Jimoto HD

Subsidiary bankrepresentation

Audit

Yes

Audit

Yes

General Manager of Corporate Planning
Department, General Manager of
Accounting Department, General
Manager of Sagae Branch, Kirayaka
Bank, Ltd.
General Manager of Planning
Department, General Manager of Risk
Supervision Department, General
Manager of General Affairs Department,
General Manager of Loan Department,
The Sendai Bank, Ltd.
General Manager of Corporate Planning
Department, General Manager of Sales
Department, Head Office, The Sendai
Bank, Ltd.
General Manager of Corporate Planning
Department, Kirayaka Bank, Ltd.
General Manager of Corporate Planning
Department, General Manager ofFinancial Market Department, General
Manager of Natori Branch, The Sendai
Bank, Ltd.
General Manager of Shibata Branch,
General Manager of Sendai Branch,
Kirayaka Bank, Ltd.
General Manager of Loan Department,
General Manager of Local Enterprises
Support Department, The Sendai Bank,
Ltd.
General Manager of Financial Market
Department, General Manager of Loan
Department, Kirayaka Bank, Ltd.
General Manager of General Affairs
Department, General Manager ofFinancial Market Department, General
Manager of Taitomi Branch, The Sendai
Bank, Ltd.

Corporate planning
Rose in rank / Risk
supervision
Financial market /Administration

Yes

Director candidate

Yuji Endo

Newly appointed(Newly appointed)
Director candidate

Toshio Sakazume

Newly appointed(Newly appointed)
Director candidate

Mamoru Kasahara

Main career at subsidiary bank

Newly appointed(Newly appointed)
Audit and Supervisory
Committee Member
candidate

Hiroshi Endo

Collaborationachievement areas with
SBI and others

Corporate planning
Corporate planning

Market operations

Core business support

The Company’s management philosophy is to contribute to local small and medium-sized enterprises andcommunities in Miyagi and Yamagata prefectures, and the outside Directors consist mainly of people withknowledge of local industries in both prefectures.
Furthermore, outside Directors have a wealth of experience and knowledge in areas such as corporate
management, finance and accounting, legal and risk management, and public administration, and they constitute a
diverse skill set for the Board of Directors.

- 24 -

[Outside Directors]
Name
Outside Director
candidate(independent)

Local industries

Corporate
management

Finance / Accounting●

Legal / Risk
management

Public administration●

Minoru Handa
Outside Director
candidate●

Yasushi
Hasegawa
Outside Director
candidate(independent)

TsutomuSatakeOutside Audit
and Supervisory
Committee
Membercandidate(independent)

●

●

●

●

●

Yoshiaki Ito
Outside Audit
and Supervisory
Committee
Membercandidate(independent)

●

●

●

TakashiTakahashi
Outside Audit
and Supervisory
Committee
Membercandidate(independent)●●

Akiyo Ito
(Newlyappointed)- 25 -

[Responsibilities, career summary, qualifications, etc., of each Director]
Name
Outside Director candidate(independent)

Minoru Handa
Outside Director candidate

Yasushi Hasegawa
Outside Director candidate(independent)

Tsutomu Satake
Outside Audit andSupervisory Committee
Member candidate(independent)

Main career summary and positions
Managing Partner of Minoru Handa Law Offices (current position)

Qualifications
Attorney at law

Director-General of Tokai Local Finance Bureau, the Ministry of Finance, Senior
Managing Director of Japan Bank for International Cooperation, Director of SBI Chigin
Holdings, Inc. (current position)
Representative Director & Vice President of Tohoku Electric Power Co., Inc.,
Representative Director & Chairman of the Board of Yurtec Corporation (current
position)Managing Partner of Ito CPA Office (current position)

Certified public
accountant

Yoshiaki Ito
Outside Audit andSupervisory Committee
Member candidate(independent)

Deputy Governor-General of Yamagata Prefecture
President of Montedio Yamagata Co., Ltd.

Takashi Takahashi
Outside Audit andSupervisory Committee
Member candidate(independent)

Akiyo Ito

Director of Board of Education in Miyagi Prefecture
General Manager of General Affairs Department, Miyagi Prefectural Government
Director of The Miyagi Museum of Art (current position)(Newly appointed)(Note) The above are not exhaustive lists of all the insight and experience held by the Directors.

- 26 -

<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.

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