These documents have been translated from the Japanese originals for reference purposes only.
In the event of any discrepancy between these translated documents and the Japanese originals, the originals
shall prevail. The Company assumes no responsibility for this translation or for direct, indirect or any otherforms of damages arising from the translations.

Securities Code: 6806
June 6, 2014
To Shareholders with Voting Rights
Tatsuro Nakamura
Chairman and Representative Director
Hirose Electric Co., Ltd.
5-23, Osaki 5-chome, Shinagawa-ku, TokyoNOTICE OF THE 67TH ORDINARY GENERAL MEETING OF SHAREHOLDERS
You are cordially invited to attend the 67th Ordinary General Meeting of Shareholders of Hirose Electric Co.,
Ltd. (the “Company”). The meeting will be held as described below. If you are unable to attend the meeting,you may exercise your voting rights in writing by submitting the Voting Rights Exercise Form. Please read theReference Documents for the General Meeting of Shareholders and indicate your approval or disapproval ofeach proposal on the enclosed Voting Rights Exercise Form and send it to the Company.

1. Date and Time:
2. Venue:

June 27, 2014 (Friday), 10:00 a.m.
1-1, Shirokanedai 1-chome, Minato-ku, TokyoHAPPO-EN, 2F SUNLIGHT

3. Agenda of the Meeting:
Matters to be reported: 1. Business Report, Consolidated Financial Statements for the Company’s
67th Fiscal Year (from April 1, 2013 to March 31, 2014) and Audit Reports
for the Consolidated Financial Statements by the Accounting Auditor andthe Audit & Supervisory Board
2. Non-consolidated Financial Statements for the Company’s 67th Fiscal Year(from April 1, 2013 to March 31, 2014)
Proposals to be resolved:
Dividends of Surplus
Proposal No. 1
Partial Amendments to the Articles of Incorporation
Proposal No. 2
Election of Two (2) Audit & Supervisory Board Members
Proposal No. 3
Issuance of Stock Acquisition Rights as Stock Options
Proposal No. 41

4. Other Matters Related to This Convocation:
Among the documents that have to be provided along with the convocation of this meeting of shareholders,the Notes to the Consolidated and Non-consolidated Financial Statements are posted on the Company’s
website (http://ww.hirose.co.jp) pursuant to the provisions of the relevant laws and regulations Article 15 of
the Company’s Articles of Incorporation, therefore these are not included in this Notice. The Consolidated andNon-consolidated Financial Statements included in this Notice are part of the Consolidated andNon-consolidated Financial Statements that the Accounting Auditor audited to prepare the Audit Reports.
〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰
For those attending, please present the enclosed Voting Rights Exercise Form at the reception desk on arrivalat the meeting.
If there are any amendments to the Reference Documents for the General Meeting of Shareholders, theBusiness Report and/or the Consolidated and Non-consolidated Financial Statements, these amendments willbe posted on the Company’s website (http://www.hirose.co.jp/).

2

Reference Documents for the General Meeting of Shareholders
Proposals and References
Proposal No. 1: Dividends of Surplus
Regarding year-end dividends, comprehensively taking into account the business results andoperating environment of the Company and based on the policy of stable dividend distribution toshareholders, we propose year-end dividends as follows:(1) Type of dividend property: Cash
(2) Matters related to the allocation of dividends and total amount thereof:¥110 per share of the Company’s common sharesTotal amount of dividends: ¥3,752,085,810
Because an interim dividend of ¥90 per share was paid, the annual dividend for the fiscal yearended March 31, 2014, is ¥200 per share.
(3) Effective date of dividends of surplus: June 30, 2014

Proposal No. 2: Partial Amendments to the Articles of Incorporation
1. Reasons for amendments
The Company proposes to make a necessary amendment to Article 23 of the Articles ofIncorporation so that the number of Audit & Supervisory Board Members shall be five (5) or less inorder to further enhance the audit system of the Company.
2. Details of amendments
Details of amendments are as follows:(Underlined portions indicate amendments.)
Current Articles of Incorporation

Proposed Amendments to the Articles of Incorporation

CHAPTER V.
Audit & Supervisory Board Members and the Audit &Supervisory Board

CHAPTER V.
Audit & Supervisory Board Members and the Audit &Supervisory Board(Number of Audit & Supervisory Board Members)
Article 23. The number of Audit & Supervisory Board
Members of the Company shall be four (4) orless.

(Number of Audit & Supervisory Board Members)
Article 23. The number of Audit & Supervisory BoardMembers of the Company shall be five (5) orless.

3

Proposal No. 3: Election of Two (2) Audit & Supervisory Board Members
The Company proposes the election of additional two (2) Audit & Supervisory Board Members inorder to enhance the audit system of the Company.
The Audit & Supervisory Board has consented to this proposition.
The candidates are as follows:
NameCareer Summary, positions andNumber of shares
No.
(Date of birth)
significant concurrent positions at other organizations
ownedApril 1978
Joined the Company
Yoshikazu Chiba December 2006 Manager, Secretary Office1200(May 12, 1954)
May 2014
Deputy Advisor to the President(to present)
June 1995
Audit & Supervisory Board Member,Kentaro Miura
02
T.P.S. Laboratory Co., Ltd.
(March 22, 1972)(to present)
Notes:
1. No conflict of interest exists between the Company and any of the above candidates.
2. Information on the candidates for Outside Audit & Supervisory Board Member is as follows.
(1) Kentaro Miura is a candidate for Outside Audit & Supervisory Board Member.
(2) Reasons for the appointment of Mr. Miura for Outside Audit & Supervisory Board Memberand his independency
1) We ask that Mr. Miura be elected as an Outside Audit & Supervisory Board Member
expecting him to utilize his broad experience as a management consultant in the Company’saudit.
2) Mr. Miura does not plan to receive a large amount of money or other assets (other thanremuneration paid for his service as Audit & Supervisory Board Member of the Company)
from the Company or business operators that have specific relations with the company. Also,
he has not received such in the past two years.
3) Mr. Miura is not a spouse or relative within the third degree of consanguinity or of similar
status of anyone in a position to execute business at the Company or business operators thathave specific relations with the company.
4) Mr. Miura was not an executive at any corporation from which the Company assumed
business rights and obligations through a corporate merger, an absorption-type corporate split,
an incorporation-type corporate split or a business transfer immediately before such merger,etc., for the past two years.
(3) Reasons why the Company considers Mr. Miura is capable of performing his duties as Outside
Audit & Supervisory Board Member
Although Kentaro Miura has not been directly involved in company management, theCompany considers he will effectively perform his duties as Outside Audit & Supervisory
Board Member, after comprehensively taking into account his broad experience as amanagement consultant and other factors.
(4) Liability limitation agreement with Outside Audit & Supervisory Board Member
Pursuant to Article 427, Paragraph 1 of the Companies Act, the Company intends to enter intoliability limitation agreement with Mr. Miura, a candidate for Outside Audit & Supervisory
Board Member, to limit his liability for damages to the effect that if such as stipulated in Article
423, Paragraph 1 of the Act is not resulting from serious negligence and his duties are conductedin good faith, the limit of liability under such agreement (minimum liability amount) shall be thetotal of the amount set forth in each item of Article 425, Paragraph 1 of the Act.

4

Proposal No. 4: Issuance of Stock Acquisition Rights as Stock Options
The shareholders are asked to approve entrusting the Board of Directors of the Company with thetask of determining the terms of offering of Stock Acquisition Rights as stock options to Directors(excluding Outside Directors) and Executive Officers of the Company and its subsidiaries under theprovisions of Articles 236, 238 and 239 of the Companies Act.
We also ask the shareholders to approve allotting Stock Acquisition Rights as part ofremunerations to the Company’s Directors based on the provisions of Article 361 of the Companies
Act.
We believe that this proposal concerning the Stock Acquisition Rights is appropriate because theStock Acquisition Rights are allotted according to the number and position of Directors and ExecutiveOfficers of the Company and its subsidiaries, and the amount of the Stock Acquisition Rights will becalculated using the Black-Scholes model, a common stock option value calculation model.
The number of Directors subject to the allotment of Stock Acquisition Rights will be eight (8).
I. Reason for the need to issue Stock Acquisition Rights under especially favorable conditions
The Company intends to implement a stock option system to motivate Directors and Executive
Officers and raise their morale to improve the Company’s business performance and increase
corporate value.
II. Main points of the issuance of Stock Acquisition Rights
1. Maximum number of Stock Acquisition Rights
The maximum number shall be 1,200 units, of which the maximum number of units allotted toDirectors shall be 240.
2. Payment of cash in exchange for Stock Acquisition Rights
No payment of cash in exchange for Stock Acquisition Rights shall be required (gratis).
3. Details of the Stock Acquisition Rights(1) Class and number of shares to be issued upon exercise of Stock Acquisition Rights
The class of shares to be issued upon exercise of Stock Acquisition Rights shall be commonshares of the Company, and the number of shares per unit of the stock options issued upon
exercise of Stock Acquisition Rights (the “Number of Shares to be Allotted”) shall be 100. The
maximum total number of shares for the Stock Acquisition Rights shall be 120,000 of theCompany’s common shares. In case the Number of Shares to be Allotted are adjusted as
explained in (2) below, the maximum number of shares for Stock Acquisition Rights shall beobtained by multiplying the Number of Shares to be Allotted after adjustment by the maximum
number of Stock Acquisition Rights indicated in 1. above.
(2) Adjustment of the Number of Shares to be Allotted
If the Company performs a stock split (including a gratis allotment) or stock consolidation
after the date of resolution made by the General Meeting of Shareholders, the Number ofShares to be Allotted shall be adjusted in accordance with the following formula, and fractionalamounts less than one share resulting from the adjustment shall be truncated.
Number of shares to be
allotted after adjustment＝

Number of shares to be
allotted before adjustment

×Stock split orconsolidation ratio(3) Value and calculation method of assets invested upon exercise of Stock Acquisition Rights
The value of assets invested upon the exercise of each Stock Acquisition Right shall beobtained by multiplying the amount to be paid per share allotted (by transferring treasuryshares) upon the exercise of each Stock Acquisition Right (hereinafter the “exercise price”) by
the Number of Shares to be Allotted.
The exercise price shall be equal to the average closing price of the Company’s shares on theTokyo Stock Exchange (the “closing price”) in regular trading on each day (excluding days on
which no price was quoted) of the month preceding the month in which the allotment date falls,
with fractional amounts less than one yen being rounded up to the nearest yen. If the resulting
amount is below the closing price on the allotment date, the closing price on that day isadopted as the exercise price.

5(4) Adjustment of exercise priceIf the Company performs a stock split or consolidation after the allotment date, the exercise
price shall be adjusted in accordance with the following formula, and fractional amounts lessthan one yen resulting from the adjustment shall be rounded down to the nearest yen.
Total amount paid
after adjustment＝Amount paid before
adjustment

×1
Stock split or consolidation ratio

In addition, in the event of any new share issuance or treasury shares disposal below themarket price (excluding cases associated with the exercise of Stock Acquisition Rights), theexercise price shall be adjusted in accordance with the following formula, and fractionalamounts less than one yen resulting from the adjustment shall be rounded up to the nearestyen.
Number of newly
Amount to be paid
Number of×
per shareshares already ＋ issued shares
Exercise
Exercise priceissuedShare price before new issuance＝ price before ×
after adjustment
adjustment
Number of shares already
Number of newly issued＋issuedshares
In the above formula, “Number of shares already issued” shall be equal to the total number of
the Company’s shares issued and outstanding, minus the total number of shares of treasury
shares owned by the Company. In the case of disposal of treasury shares, “Number of newly
issued shares” shall be read as “Number of shares of treasury shares to be disposed.”
Furthermore, in the event of certain circumstances in which the exercise price needs to beadjusted such as a merger, a share split or capital reduction, or other equivalent circumstanceafter the allotment date, the exercise price may be adjusted within reasonable bounds.
4. Exercise period of Stock Acquisition Rights
Determined by resolution of the Board of Directors within the period commencing 10 years
after the allotment date.
5. Conditions for exercise of Stock Acquisition Rights
The exercise of a portion of each stock acquisition right shall not be allowed. Other conditions
shall be as stipulated in the stock acquisition right allotment agreement between the Company
and the rights holder based on the resolution of the General Meeting of Shareholders and thesubsequent meetings of the Board of Directors.
6. Reason and condition of acquisition of Stock Acquisition Rights(1) In case a rights holder of Stock Acquisition Rights becomes no longer eligible toexercise the Stock Acquisition Rights or the holder relinquishes all or part of such rights,
the Company may acquire the Stock Acquisition Rights without compensation.
(2) If a proposal for the approval of a merger agreement under which the Company ceases
to exist, a proposal for the approval of a corporate split agreement or a plan under which
the Company is split, a proposal for the approval of a share exchange agreement underwhich the Company becomes a wholly owned subsidiary or a proposal for the approvalof a share-transfer plan is approved at the General Meeting of Shareholders (or at theBoard of Directors if approval at the General Meeting of Shareholders is unnecessary),
the Company may acquire the Stock Acquisition Rights without compensation.
7. Restrictions on acquisition of Stock Acquisition Rights by transfer
The stock acquisition rights may not be transferred.

6