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Notice of Resolutions at the 117th Ordinary General Meeting of Shareholders

Date Friday, June 16, 2017, from 10:00 a.m.
Venue: Prince Hall, 5th floor of Annex Tower, Shinagawa Prince Hotel
10-30 Takanawa 4-chome, Minato-ku, Tokyo

Reported Items

  1. The Business Report, Consolidated Financial Statements and the results of the audit of the Consolidated Financial Statements by Independent Auditor and the Audit & Supervisory Board for the fiscal year ended March 31, 2017 (from April 1, 2016 to March 31, 2017) were reported.
  2. The Non-Consolidated Financial Statements for the fiscal year ended March 31, 2017 (from April 1, 2016 to March 31, 2017) were reported.

Resolved Items

Agenda 1: Appropriation of surplus
Approved as proposed. (The year-end dividend is ¥12.5 per share; ordinary dividend of ¥7.5 and 80th commemorative dividend of ¥5.0)

Agenda 2: Election of two (2) Audit & Supervisory Board Members
Approved as proposed, with the new election and appointment of Messrs. Hiroshi Osawa and Yo Ota. Both of them have assumed their respective offices. Mr. Yo Ota is an Outside Audit & Supervisory Board Member.

Agenda 3: Payment of bonuses to Directors
Approved as proposed, with the resolution that bonuses amounting to ¥38.00 million be paid to the seven (7) Directors (excluding Outside Directors) who are at the office of Directors during the current fiscal year.

Presentation Materials


APPENDIX

1. DIRECTORS
The Company’s Directors as of June 16, 2017 are as follows:

* Director: Yoshinori Yamashita
Director: Shiro Kondo
Director: Nobuo Inaba
Director: Yohzoh Matsuura
Director: Kunihiko Satoh
Director: Akira Oyama
** Director: Kunio Noji
** Director: Makoto Azuma
** Director: Masami Iijima
** Director: Mutsuko Hatano

Note:* denotes a Representative Director.

  ** denotes Outside Directors.

2. AUDIT & SUPERVISORY BOARD MEMBERS
The Company’s Audit & Supervisory Board Members as of June 16, 2017 are as follows:

Audit & Supervisory Board Member (Full-time): Katsumi Kurihara
Audit & Supervisory Board Member (Full-time): Hiroshi Osawa
** Audit & Supervisory Board Member: Takashi Narusawa
** Audit & Supervisory Board Member: Shigeru Nishiyama
** Audit & Supervisory Board Member: Yo Ota

Note:** denotes Outside Audit & Supervisory Board Members.

<Reference>
The Company’s Executive Officers as of June 16, 2017 are as follows:

[Executive Officers]

President Yoshinori Yamashita
Corporate Executive Vice Presidents Yohzoh Matsuura
Kunihiko Satoh
Akira Oyama
Corporate Senior Vice Presidents Hidetsugu Nonaka
Seiji Sakata
Masayuki Ishihara
Hidetaka Matsuishi
Katsunori Nakata
Kazuo Nishinomiya
Hisao Murayama
Yasutomo Mori
Corporate Vice Presidents Masahiro Nakamura
Tadashi Furushima
Shigeo Kato
Noboru Akahane
Yoshinori Sakaue
Hiroyuki Ishino
Ian Winham
Yukihiko Yamanaka
Nobuhiro Gemma
Takashi Kozu
Peter Williams
Kiyoshi Shimizu
Yasuyuki Nomizu

[Group Executive Officers]

Corporate Senior Vice Presidents Daisuke Segawa
Corporate Vice Presidents Jeffrey Briwick
David Mills
Haruhisa Sakai
Eiichi Katoh
Satoru Taji
Masahiro Kumei
Kazuhisa Goto

PAYMENT OF DIVIDENDS

It was resolved at the meeting to pay a year-end dividend of ¥12.5 per share (¥35.0 for the full fiscal year). Please review the enclosed year-end dividend warrant and receive the dividend payment within the payment period (from June 19, 2017 to July 31, 2017).

We have enclosed for your attention a dividend account statement and a remittance notice for shareholders who have specified a bank account transfer, and a dividend account statement and a notice on how to receive your dividend for shareholders who have specified the system of dividend allotment in proportion to the number of shares held.

DIVIDEND ACCOUNT STATEMENT

The enclosed dividend account statement also serves as a notice of payment, which is required to be sent to each shareholder by the provisions of the Act on Special Measures Concerning Taxation. The statement may serve as an attached document for your filing of final income tax returns.

Shareholders who have selected to receive dividends by the dividend warrant also receive the dividend account statement enclosed herewith at each dividend payment. Shareholders who file income tax returns should store the statement in a safe location.