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: 9619
Date of sending by postal mail: June 5, 2023
Start date of measures for electronic provision: May 30, 2023
To our shareholders:
Masashi Kuroda, President and CEO
ICHINEN HOLDINGS CO., LTD.
4-10-6, Nishinakajima, Yodogawa-ku, Osaka-shi

Notice of the 61st Annual General Meeting of Shareholders
You are cordially notified of the 61st Annual General Meeting of Shareholders of ICHINEN HOLDINGS CO., LTD.
(the “Company”), which will be held as indicated below.
In convening this General Meeting of Shareholders, the Company has taken measures for providing
information that constitutes the content of reference documents for the general meeting of shareholders, etc.
(items for which measures for providing information in electronic format are to be taken; hereinafter also
referred to as “items subject to measures for electronic provision”) in electronic format, and has posted theinformation on each of the following websites. Please access either of the websites to view the information.
The Company’s website:
https://www.ichinenhd.co.jp/ (in Japanese)(From the above website, select “Investor Relations,” and then scroll down to “Notice of Annual General
Meeting of Shareholders.”)
Website for posted informational materials for the general meeting of shareholders:
https://d.sokai.jp/9619/teiji/
Note: The website is available only in Japanese.
TSE website (Listed Company Search):https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show (in Japanese)(Access the TSE website by using the internet address shown above, enter “ICHINEN HOLDINGS” in “Issue
name (company name)” or the Company’s securities code “9619” in “Code,” and click “Search.” Then, click“Basic information” and select “Documents for public inspection/PR information.” Under “Filed information
available for public inspection,” click “Click here for access” under “[Notice of General Shareholders Meeting/Informational Materials for a General Shareholders Meeting].”)We ask that shareholders decide whether to attend the meeting in person or not, considering their healthcondition.
If you do not attend the General Meeting of Shareholders, you can exercise your voting rights in advance via
the Internet, etc. or in writing (by postal mail). Please review the Reference Documents for General Meetingof Shareholders, and exercise your voting rights by 5:45 p.m. on Monday, June 19, 2023 (JST).

-1-1. Date and Time: Tuesday, June 20, 2023, at 10:00 a.m. (JST)(The reception desk will open at 9:00 a.m.)
2. Venue:
Hotel Nikko Osaka 5F, (Ball Room Tsuru)
1-3-3, Nishi-Shinsaibashi, Chuo-ku, Osaka-shi
3. Purpose of the Meeting
Matters to be reported:
1. The Business Report and the Consolidated Financial Statements for the 61st 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 & Supervisory Board
2. The Non-consolidated Financial Statements for the 61st fiscal year (from April 1, 2022 to March 31, 2023)
Matters to be resolved:
Proposal No. 1
Appropriation of Surplus
Proposal No. 2
Election of Seven Directors
Proposal No. 3
Election of Two Audit & Supervisory Board Members- When you attend the meeting, you are kindly requested to present the voting form at the reception.
We ask that shareholders decide whether to attend the meeting in person or not, considering their health condition.
- Gifts will not be distributed to attending shareholders.
- There will be no shareholder roundtable session after the Annual General Meeting of Shareholders.
- Among items subject to measures for electronic provision, “System and Policies of the Company” in the Business Report, the“Consolidated Statement of Changes in Equity” and the “Notes to Consolidated Financial Statements” in the Consolidated Financial
Statements, and the “Non-consolidated Statement of Changes in Equity” and the “Notes to Non-consolidated Financial Statements”
in the Non-consolidated Financial Statements are posted on the Company’s website (https://www.ichinenhd.co.jp/), etc., and notincluded in the paper-based documents to be delivered to shareholders who requested the delivery of paper-based documents inaccordance with the provisions of laws and regulations and the Articles of Incorporation of the Company.
The documents are a part of the Business Report, the Consolidated Financial Statements and the Non-consolidated Financial
Statements audited by the Audit & Supervisory Board Members in preparing their audit reports, as well as a part of the Consolidated
Financial Statements and the Non-consolidated Financial Statements audited by the Financial Auditor in preparing its audit reports.
- If any changes are made to items subject to measures for electronic provision, a notice of the revisions and the details of the items
before and after the revisions will be posted on each of the aforementioned websites.

-2-Reference Documents for General Meeting of Shareholders
Proposal No. 1

Appropriation of Surplus

The Company considers the return of profits to shareholders to be one of management’s top priorities. Accordingly,
the Company’s basic policy is to distribute the profits that reflects the Company’s performance on a stable andcontinual basis.
The Company has given consideration to the future business development and other factors, and it proposes to pay
year-end dividends and other appropriation of surplus for the 61st fiscal year as follows:
1. Year-end dividends(i) Type of dividend property
Cash(ii) Allotment of dividend property and their aggregate amount¥25 per common share of the Company
Total dividends: ¥601,319,275(iii) Effective date of dividends of surplus
June 21, 2023
2. Other appropriation of surplus(i) Item of surplus to be increased and amount of increase
Reserve for dividend equalization: ¥289,000,000
General reserve:¥1,030,000,000(ii) Item of surplus to be decreased and amount of decrease
Retained earnings brought forward: ¥1,319,000,000-3-Proposal No. 2

Election of Seven Directors

The terms of office of the six Directors Masashi Kuroda, Katsuhiko Kuroda, Heihachi Kimura, Tadashi Muranaka,
Hisako Imoto, and Yasuyuki Hirotomi will expire at the conclusion of this meeting. In that regard, the Company
proposes the election of seven Directors, increasing the number of Directors by one to further strengthen and enhance
the management base.
The candidates for Director are as follows:
Candidate
No.

Name(Date of birth)

Career summary, position and responsibility(Significant concurrent positions outside the Company)
Apr. 1988

1

Number of theCompany’s shares
ownedJoined Headquarters of ICHINEN CO., LTD.
(currently the Company)
June 1992
Director of the Company
Apr. 1996
Managing Director
June 2000
Senior Managing Director
Apr. 2003
Assistant to the President and Head Manager ofManagement Headquarters
Masashi Kuroda
Apr. 2006
Executive Vice President responsible for(June 26, 1965)
Administrative Division
June 2007
Representative Director and Executive Vice
Reelection
President
719,200 shares
Apr. 2009
Representative Director and President (toAttendance at Board ofpresent)
Directors meetings(Significant concurrent positions outside the Company)
17/17
Representative Director and Chairman of ICHINEN AXESS(100%)
Corporation
Representative Director and Chairman of ICHINEN
MANUFACTURING CO., LTD.
Representative Director and Chairman of SHINKO GLASSINDUSTRY Co., LTD.
Representative Director and President of Dai-ichi Nenryo Co.,Ltd.
Reasons for selection as candidates for Director
Masashi Kuroda has clearly formulated the management policy as chief executive officer of the Company and theGroup companies, contributed to business expansion by demonstrating his excellent managerial skills, and worked tostrengthen business. Therefore, the Company proposes his election as Director as it has judged that his superior
managerial judgment and execution abilities based on his extensive experience and track record as a manager are
indispensable for the Group’s sustainable growth.

-4-Candidate
No.

Name
(Date of birth)

Career summary, position and responsibility(Significant concurrent positions outside the Company)
Apr. 1983

2

3

Number of theCompany’s shares
ownedJoined ICHINEN LEASE CO., LTD. (currently
the Company)
June 1992
Director of the Company
Katsuhiko Kuroda
Apr. 1999
Managing Director(May 25, 1960)
June 2000
Senior Managing Director
Apr. 2006
Executive Vice President (to present)
Reelection
responsible for Sales Division
685,900 shares
Apr. 2014
Director of NOMURA AUTO LEASING CO.,Attendance at Board ofLTD.
Directors meetings(Significant
concurrent
positions outside the Company)
17/17
Representative
Directorand President of ICHINEN CO., LTD.
(100%)
Representative Director and President of ICHINEN TD
LEASING CO., LTD.
Director of Dai-ichi Nenryo Co., Ltd.
Reasons for selection as candidates for Director
Katsuhiko Kuroda has served as Executive Vice President of the Company and Representative Director of the Group
companies, and has extensive experience and knowledge as a manager, such as strengthening and expanding car
leasing-related businesses, which are the core of the Group. Therefore, the Company proposes his election as Director
as it has judged that he is appropriate for the supervision of management in order to contribute to sustainably increasing
the Company’s corporate value by utilizing his knowledge and experience.
Apr. 1988
Joined ICHINEN LEASE CO., LTD. (currently
the Company)
Apr. 2004
General Manager of Finance and Accounting
Department of the Company
Apr. 2006
General Manager of Human Resources andGeneral Affairs Department
Nov. 2006
Executive Officer in charge of CSR
Apr. 2011
General Manager of First Management Control
Department (to present)
Heihachi Kimura(October 25, 1963)
June 2011
Director (to present)
Apr. 2014
Director of Try Up Co., Ltd. (currently
Reelection
ICHINEN NET CO., LTD.)
10,100 shares
Apr. 2019
Managing Executive Officer of the Company
Attendance at Board of(to present)
Directors meetings
Apr. 2020
Head Manager of Group Management
17/17
Headquarters (to present)(100%)(Significant concurrent positions outside the Company)
Representative Director and President of ICHINEN NET CO.,LTD.
Director of ICHINEN PARKING CO., LTD.
Director of ICHINEN NOUEN CO., LTD.
Director of ICHINEN KOCHI HIDAKAMURA NOUEN CO.,LTD.
Audit & Supervisory Board Member of ICHINEN FACILITIESCO., LTD.
Reasons for selection as candidates for Director
Heihachi Kimura has held important posts in the Human Resources and General Affairs and the Finance andAccounting Departments, served as manager of administrative divisions overall and has extensive experience and broad
knowledge as a manager, such as serving as Director of the Company and Representative Director of the Group
companies. Therefore, the Company proposes his election as Director as it has judged that his high level of expertise as
well as his knowledge and experience are indispensable for the sustainable growth of the Group and medium- to longterm increase of corporate value.

-5-

Candidate
No.

Name
(Date of birth)

Career summary, position and responsibility(Significant concurrent positions outside the Company)

Number of theCompany’s shares
ownedFeb. 2001

4

5

Joined ICHINEN CO., LTD. (currently theCompany)
Apr. 2006
General Manager of Finance and Accounting
Tadashi Muranaka
Department of the Company(August 11, 1965)
Apr. 2013
Executive Officer (to present)
General Manager of Second Management
Reelection
Control Department (to present)
4,200 shares
June 2017
Director (to present)
Attendance at Board ofJune 2019
In charge of CSR (to present)
Directors meetings(Significant
concurrent
positions outside the Company)
17/17
Directorof
ICHINENTD
LEASING CO., LTD.
(100%)
Director of ICHINEN CHEMICALS CO., LTD.
Director of ICHINEN MANUFACTURING CO., LTD.
Director of ICHINEN FACILITIES CO., LTD.
Reasons for selection as candidates for Director
Tadashi Muranaka has primarily been engaged in the Finance and Accounting Department for many years, has overseen
overall corporate finance and has a considerable amount of knowledge related to finance and accounting, has extensive
experience and broad knowledge as a manager, such as serving as Director of the Company and Group companies, andhas appropriately carried out supervision of management. Therefore, the Company proposes his election as Director as
it has judged that his high level of expertise as well as his knowledge and experience are indispensable for thesustainable growth of the Group and medium- to long-term increase of corporate value.
Feb. 2002
Joined ICHINEN CO., LTD. (currently theCompany)
Oct. 2005
Manager of Human Resources and Education
Section of Human Resources and General
Affairs Department of the Company
Apr. 2009Manager of President Office
Apr. 2011
General Manager of President Office (toHisako Imoto
present)(October 25, 1971)
Apr. 2016
Executive Officer (to present) and General
Manager of General Planning Department (toReelection
present)
10,900 shares
Attendance at Board ofJune 2019
Director (to present)
Directors meetings
Apr. 2021
General Manager of Group Business
17/17
Development Office (to present)(100%)(Significant concurrent positions outside the Company)
Director of ICHINEN AXESS Corporation
Director of ICHINEN TASCO CO., LTD.
Director of ICHINEN LOGISTICS CO., LTD.
Director of ICHINEN MANUFACTURING CO., LTD.
Director of SHINKO GLASS INDUSTRY Co., LTD.
Reasons for selection as candidates for Director
Hisako Imoto has extensive experience and knowledge cultivated in the corporate planning, IR, public relations,business development, personnel and labor, and women’s advancement promotion departments, has served as Directorof the Company and Group companies, and has broad experience and a track record in the field of planning, primarily
promoting business strategy and corporate acquisitions as General Manager of the General Planning Department.
Therefore, the Company proposes her election as Director as it has judged that her extensive knowledge and capabilities
related to management are indispensable for the sustainable and innovative growth of the Group and the increase of
corporate value.

-6-

Candidate
No.

Name
(Date of birth)

Career summary, position and responsibility(Significant concurrent positions outside the Company)
Apr. 1982
Oct. 201367

Notes:

Number of theCompany’s shares
ownedJoined SUMITOMO CORPORATION
General Manager of Domestic & MechanicalTubular Products Dept. of Tubular Products
Division
Osamu Imuro
Apr. 2017
Senior Executive Officer of AXESS(April 3, 1958)
Corporation
New election
June 2018
Representative Director, President and- shares
Executive Officer
Attendance at Board ofAug. 2019
Representative Director and President of
Directors meetings
AXESS De-merger Preparatory Corporation―/―(currently ICHINEN AXESS Corporation) (to(―%)
present)(Significant concurrent positions outside the Company)
Representative Director and President of ICHINEN AXESSCorporation
Reasons for selection as candidates for Director
Osamu Imuro has abundant experience and extensive knowledge gained in a general trading company, as well as
knowledge of management amassed in roles including Representative Director and President of one of the Group
companies. Therefore, the Company proposes his election as Director as it has judged that his high level of expertise as
well as his knowledge and experience are indispensable for the sustainable growth of the Group and medium- to longterm increase of corporate value.
Apr. 1978
Joined The Daiwa Bank, Ltd. (currently Resona
Bank, Limited)
Apr. 1996
General Manager of Kurume Branch
Apr. 2001
General Manager of Midosuji Branch
Yasuyuki Hirotomi
Oct. 2003
Executive Officer(June 15, 1954)
June 2005
Managing Executive Officer, General Manager
of Osaka Sales Department, and General
Reelection
Manager of Osaka Central Sales Department
OutsideJune 2008
Director and Senior Executive Officer
2,100 shares
Independent
June 2009
Vice President and Representative Director andExecutive Officer
Attendance at Board ofJune 2013
Outside Director of ELECOM CO., LTD.
Directors meetings
Outside Director of Otsuka Holdings Co., Ltd.
17/17
June 2014
Board Director and Senior Vice President of(100%)KYOEI STEEL LTD.
June 2017
Outside Director of the Company (to present)(Significant concurrent positions outside the Company)
Representative Director and President of KYOEI STEEL LTD.
Reasons for selection as candidates for outside Director and expected roles
Yasuyuki Hirotomi has given beneficial and appropriate advice concerning the Group’s management overall and has
carried out supervision of the execution of business from a practical and diverse viewpoint based on his extensive
experience and advanced knowledge cultivated through corporate management. Therefore, the Company again proposes
his election as outside Director as it has judged that he will appropriately fulfill his duties as an outside Director inaiming for the strengthening of the management system and the sustainable increase of corporate value. If he isreelected, the Company expects that he will give advice, proposals, etc. concerning the management policy and the
management strategy in order to increase medium- to long-term corporate value by encouraging sustainable growth
based on his knowledge as well as appropriately evaluate and supervise the execution of business, all from theviewpoint of corporate management.
1. There is no special interest between any of the candidates and the Company.
2. The Company has entered into a directors and officers liability insurance policy, as provided for in Article 430-3, paragraph(1) of the Companies Act, with an insurance company. This policy covers losses, etc. incurred by the insured in cases
where they are liable for damages arising from their performance of duties. If each candidate is elected as Director of theCompany, each of them will be the insured under this policy. Furthermore, the term of this policy is one year, and theCompany plans to renew the policy before the expiration of that term by resolution of the Board of Directors.
3. Yasuyuki Hirotomi is a candidate for outside Director.

-7-

4. Pursuant to the provisions of Article 427, paragraph (1) of the Companies Act, the Company has entered into an agreementwith Yasuyuki Hirotomi to limit his liability for damages under Article 423, paragraph (1) of the same Act. The maximum
amount of liability for damages under this agreement is the minimum liability amount provided for under laws andregulations. If his reelection is approved, the Company plans to renew the aforementioned agreement with him.
5. The Company has submitted a notification to Tokyo Stock Exchange, Inc. that Yasuyuki Hirotomi has been appointed as
an independent officer as provided for by the aforementioned exchange. If his reelection is approved, the Company plansfor his appointment as an independent officer to continue.
6. Yasuyuki Hirotomi is currently an outside Director of the Company, and at the conclusion of this meeting, his tenure as
outside Director will have been six years.

-8-

(Reference)
Expertise and Experience of Directors (Skill Matrix)
If Proposal No. 2 is approved and adopted as proposed at this Annual General Meeting of Shareholders, the expertiseand experience of Directors shall be as follows:
Industry knowledge (sales and marketing/overseas)

Human
Management

Businessmanagement

Finance andAutomotive

MachineChemicalsleasing

Masashi
KurodaKatsuhiko
KurodaHeihachiKimura

○

○

○

○

○

○

○

○

○

○

○

○

○

○
○

Muranaka
Hisako

Imuro

○
○

○

ESG/SDGs
accounting management○

diversity

○

○

○

○

○
○

○
○

○
○

○

Yasuyuki
Hirotomi
Outside○○○GuntaroKawamura
Outside○○○ToshieShimomuraOutside

○

-9-

○

○

○

○
○

○

labor,

M&A

○

○

Imoto

Osamu

resins○TadashiKazuo
MimuraOther
tool sales

resources

planning

Synthetic

Parking

Legal risk

○
○

○

○

○
○

○

○

○

○

○

○

○

○

Proposal No. 3

Election of Two Audit & Supervisory Board Members

The terms of office of the two Audit & Supervisory Board Members Toshifumi Aga and Masato Makino will expire
at the conclusion of this meeting. Therefore, the Company proposes the election of two Audit & Supervisory Board
Members.
In addition, the consent of the Audit & Supervisory Board has been obtained for this proposal.
The candidates for Audit & Supervisory Board Member are as follows:
Candidate
No.

Name(Date of birth)

Career summary and position(Significant concurrent positions outside the Company)
Apr. 1988

1

2

Notes:

1.
2.

3.
4.

Number of theCompany’s shares
ownedJoined The Sumitomo Trust and Banking
Company, Limited (currently Sumitomo Mitsui
Trust Bank, Limited)
Oct. 2014
Deputy Director-General of Corporate Business
Department XIV, Tokyo
Shunji Aoyama
Oct. 2017
Deputy Director-General of Private Banking(May 31, 1964)
Dept.
- shares
May 2018
Deputy Director-General of Fukuoka Branch
New election
Oct. 2019
General Manager (shukan) of Fukuoka Branch
OutsideApr. 2021
General Manager in charge of Osaka Sales Dept.
of Sales Div. of Sumitomo Mitsui Trust Club
Co., Ltd. (to present)(Significant concurrent positions outside the Company)
Not applicable.
Reasons for selection as candidates for outside Audit & Supervisory Board Member
The Company proposes Shunji Aoyama’s election as it expects that he will reflect his many years of abundant
experience and in-depth knowledge in financial institutions in the Company’s auditing operations.
Apr. 1988
Joined The Daiwa Bank, Ltd. (currently Resona
Bank, Limited)
Apr. 2014
General Manager of Osaka Sales Department I
Apr. 2018
Executive Officer in charge of Credit Risk
Management
Division, Kansai Mirai Financial
Masateru Okuda
Group,
Inc.
(January 18, 1965)
Apr. 2019
Executive Officer deputy in charge of Credit- shares
Division,
Kansai Mirai Bank, Limited
New election
OutsideApr. 2020
Executive Officer in charge of Credit Division
Independent
Apr. 2022
Managing Executive Officer in charge of Credit
Division
Apr. 2023
Advisor (to present)(Significant concurrent positions outside the Company)
Not applicable.
Reasons for selection as candidates for outside Audit & Supervisory Board Member
Masateru Okuda has many years of abundant experience and extensive knowledge in the Credit Division of financial
institutions. The Company proposes his election as it expects that he will apply his advanced knowledge to theCompany’s audit system.
There is no special interest between any of the candidates and the Company.
The Company has entered into a directors and officers liability insurance policy, as provided for in Article 430-3, paragraph(1) of the Companies Act, with an insurance company that includes all Audit & Supervisory Board Members of theCompany as the insured. This policy covers losses, etc. incurred by the insured in cases where they are liable for damages
arising from their performance of duties. If each candidate is elected as Audit & Supervisory Board Member of theCompany, each of them will be the insured under this policy. Furthermore, the term of this policy is one year, and theCompany plans to renew the policy before the expiration of that term by resolution of the Board of Directors.
Shunji Aoyama and Masateru Okuda are candidates for outside Audit & Supervisory Board Member.
Masateru Okuda satisfies the requirements for an independent officer as provided for by Tokyo Stock Exchange, Inc. If
his election is approved, the Company plans to submit a notification to the aforementioned exchange concerning his
appointment as an independent officer.

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