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Notice of Resolutions at the 120th Ordinary General Meeting of Shareholders

Date Friday, June 26, 2020, from 10:00 a.m.
Venue: Head Office of the Company
3-6, Nakamagome 1-chome, Ohta-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, 2020 (from April 1, 2019 to March 31, 2020) were reported.
  2. The Non-Consolidated Financial Statements for the fiscal year ended March 31, 2020 (from April 1, 2019 to March 31, 2020) were reported.

Resolved Items

Agenda 1: Appropriation of surplus
This proposal was approved and adopted as originally proposed. (The year-end dividend is ¥13.0 per share)

Agenda 2: Election of eight (8) Directors
This proposal was approved and adopted as originally proposed.

Seven (7) Directors, Messrs. Yoshinori Yamashita, Nobuo Inaba, Hidetaka Matsuishi, Seiji Sakata, Masami Iijima, Ms. Mutsuko Hatano and Mr. Kazuhiro Mori were reelected and reassumed their offices, and One (1) Director, Mr. Keisuke Yokoo was newly elected and assumed his office.

Mr. Masami Iijima, Ms. Mutsuko Hatano, Messrs. Kazuhiro Mori and Keisuke Yokoo are Outside Directors.

Agenda 3: Payment of bonuses to Directors
This proposal was approved and adopted as originally proposed. It was resolved to pay bonuses amounting to ¥54.36 million to the four (4) Directors (excluding Outside Directors) in office during the current fiscal year.

Agenda 4: Election of three (3) Audit & Supervisory Board Members
This proposal was approved and adopted as originally proposed.

Three (3) Audit & Supervisory Board Members, Messrs. Kazuhiro Tsuji, Shoji Kobayashi and Yasunobu Furukawa were newly elected and assumed their offices.

Messrs. Shoji Kobayashi and Yasunobu Furukawa are Outside Audit & Supervisory Board Members.

Presentation Materials


APPENDIX

1. DIRECTORS
The Company's Directors as of June 26, 2020 are as follows:

* Director: Yoshinori Yamashita
Director: Nobuo Inaba
Director: Hidetaka Matsuishi
Director: Seiji Sakata
** Director: Masami Iijima
** Director: Mutsuko Hatano
** Director: Kazuhiro Mori
** Director: Keisuke Yokoo

Note:* denotes a Representative Director.

  ** denotes Outside Directors.

2. AUDIT & SUPERVISORY BOARD MEMBERS
The Company's Audit & Supervisory Board Members as of June 26, 2020 are as follows:

Audit & Supervisory Board Member (Full-time): Hiroshi Osawa
Audit & Supervisory Board Member (Full-time): Kazuhiro Tsuji
** Audit & Supervisory Board Member: Yo Ota
** Audit & Supervisory Board Member: Shoji Kobayashi
** Audit & Supervisory Board Member: Yasunobu Furukawa

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

<Reference>
The Company's Executive Officers as of June 26, 2020 are as follows:

[Executive Officers]

President Yoshinori Yamashita
Corporate Executive Vice Presidents Akira Oyama
Hidetaka Matsuishi
Seiji Sakata
Corporate Senior Vice Presidents Katsunori Nakata
Kazuo Nishinomiya
Yasutomo Mori
David Mills
Shigeo Kato
Yasuyuki Nomizu
Tomohiro Sakanushi
Toyohito Tanaka
Corporate Vice Presidents Tadashi Furushima
Noboru Akahane
Yukihiko Yamanaka
Shinji Sato
Wataru Ohtani
Tetsuya Morita
Yoichi Kawagiri
Carsten Bruhn
Donna Venable
Joji Tokunaga
Eiji Hirahara
Mikako Suzuki
Mayuko Seto

[Group Executive Officers]

Corporate Vice Presidents Hiroyuki Ishino
Kazuhisa Goto
Tadashi Tokura
Yuji Nishimura

PAYMENT OF DIVIDENDS

It was resolved at the meeting to pay a year-end dividend of ¥13.0 per share (¥26.0 for the full fiscal year). Please review the enclosed year-end dividend warrant and receive the dividend payment within the payment period (from June 29, 2020 to July 31, 2020).

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.