(Note) This document has been translated from 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: 2371 Date of sending by postal mail: June 2, 2023 Start date of measures for electronic provision: May 25, 2023

To Our Shareholders:

Shonosuke Hata

President and Representative Director

Kakaku.com, Inc.

3-5-7Ebisu-Minami,Shibuya-ku, Tokyo

Notice of the 26th Annual General Meeting of Shareholders

We are pleased to notify you of the 26th Annual General Meeting of Shareholders of Kakaku.com, Inc. (the "Company"), which will be held as follows.

In convening this General Meeting of Shareholders, the Company takes measures for providing the items subject to measures for electronic provision (information that constitutes the content of reference documents for the general meeting of shareholders, etc.) in electronic format, and posts this information on each of the following websites. Please access either of the websites to view the information.

The Company's website: https://corporate.kakaku.com/ir/library?lang=en

(Please access the above website and confirm from "General Shareholders' meeting" at the bottom of the page.)

Website for posted informational materials for the general meeting of shareholders: https://d.sokai.jp/2371/teiji/ (in Japanese)

TSE website (Listed Company Search): https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show

(Access the TSE website by using the internet address shown above, enter "Kakaku.com" in "Issue name (company name)" or the Company's securities code "2371" in "Code," and click "Search." Then, click "Basic information" and select "Documents for public inspection/PR information.")

If you are unable to attend the meeting in person, you may exercise your voting rights via the Internet, etc. or in writing. Please exercise your voting rights by 7:00 p.m. on Monday, June 19, 2023 (JST) after reviewing the Reference Documents for General Meeting of Shareholders.

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  1. Date and Time: Tuesday, June 20, 2023, at 10:00 a.m. (Reception will commence at 9:00 a.m.)
  2. Venue:"HOURAI," 2nd floor, Meiji Kinenkan

2-2-23Moto-Akasaka,Minato-ku, Tokyo

3. Purpose of the Meeting Matters to be reported

  1. The Business Report and the Consolidated Financial Statements for the 26th 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 26th 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 Nine (9) Directors

Proposal No. 3: Election of One (1) Auditor

Proposal No. 4: Election of One (1) Substitute Auditor

The informational materials for the general meeting of shareholders

1. For the General Meeting of Shareholders, we will deliver paper-based documents stating the items subject to measures for electronic provision (information that constitutes the content of reference documents for the general meeting of shareholders, etc.) to all shareholders with voting rights, regardless of whether or not they have requested them.

Among the informational materials for the General Meeting of Shareholders posted on the websites, the following items are not provided in the delivered paper-based documents.

  1. "Matters concerning share acquisition rights of the Company," "Financial Auditor" and "System to ensure appropriate business and outline of the operations and status of such systems" in the Business Report
  2. "Consolidated statement of financial position," "Consolidated statement of profit or loss," "Consolidated statement of changes in equity" and "Notes to Consolidated Financial Statements"
  3. "Non-consolidatedbalance sheet," "Non-consolidated statement of income," "Non-consolidated statement of changes in equity" and "Notes to Non-Consolidated Financial Statements"
  4. "Financial Audit Report on Consolidated Financial Statements," "Financial Audit Report on Non-Consolidated Financial Statements" and "Audit Report of Audit & Supervisory Board"

These documents will be included in the documents that were audited during preparation of the Audit Report by the Audit

  • Supervisory Board and the Financial Audit Report by the Financial Auditor.

2. If revisions to the items subject to measures for electronic provision arise, a notice of the revisions and the details of the items before and after such changes will be posted on the above websites.

  • Gifts will not be provided at the General Meeting of Shareholders. We ask for your understanding.
  • If the situation going forward gives rise to any changes of the running of the General Meeting of Shareholders on the day, the Company will post notifications on the Company's website (https://corporate.kakaku.com/ir).

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Guide to Exercising Voting Rights

You may exercise your voting rights using one of the following three methods.

[By attending the general meeting of shareholders]

You are kindly requested to exercise your voting rights by submitting the voting form to the reception desk at the meeting.

[Exercise of voting rights via the Internet]

Please read the "Instructions for exercising voting rights via the Internet" on page 4 and exercise your voting rights no later than 7:00 p.m. on Monday, June 19, 2023 (JST).

[Exercise of voting rights in writing (by post)]

Please indicate your approval or disapproval to each proposal on the Exercise Voting Rights Form and return it so that it will be received by us no later than Monday, 7:00 p.m. on Monday, June 19, 2023 (JST).

  1. In the event that the voting rights have been exercised in writing (by post) with the Exercise Voting Rights Form and where no approval or disapproval a proposal has been indicated, the vote shall be treated as for the proposal.
  2. If you exercise your voting rights via the Internet, etc. multiple times, only the last vote exercised will be treated as valid.
  3. If you exercise your voting rights concurrently in writing (by post) and via the Internet, etc., the vote via the Internet, etc. will be treated as valid, regardless of the arrival date.

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Instructions for exercising voting rights via the Internet

You can simply login to the website for the exercise of voting rights without entering your voting rights exercise code and password.

  1. Please scan the QR code located on the bottom right of the Exercise Voting Rights Form. * "QR code" is a registered trademark of DENSO WAVE INCORPORATED.
  2. Indicate your approval or disapproval by following the instructions on the screen.

Note that you may exercise your voting rights only once by using "smart vote"

If you want to change your votes after exercising your voting rights, please access the PC site, log in with the voting rights exercise code and password on the Exercise Voting Rights Form, and exercise your voting rights again.

* It is possible to access the PC site by re-reading the QR code.

Website for the exercise of voting rights:

https://www.web54.net

(This website is available in Japanese only.)

  1. Please access the website for the exercise of voting rights
  2. Enter your voting rights exercise code printed on the Exercise Voting Rights Form.
  3. Enter your password printed on the Exercise Voting Rights Form.
  4. Indicate your approval or disapproval by following the instructions on the screen.

If you are unclear as to the operation of your PC, smart phone, and mobile phone regarding the exercise of voting rights via the Internet, please contact the following number.

Stock Transfer Agency Web Support (dedicated line), Sumitomo Mitsui Trust Bank, Limited

Telephone: 0120-652-031(Toll-free in Japan only)

Hours: 9:00 a.m. to 9:00 p.m.

Institutional investors may use the "Voting Rights Electronic Exercise Platform" operated by ICJ Co., Ltd.

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Reference Documents for General Meeting of Shareholders

Proposals and Reference Information

Proposal No. 1: Appropriation of Surplus

The Company proposes the appropriation of surplus as follows:

Year-end dividends

The Company has given consideration to the business performance of the fiscal year under review and future business development, and it proposes to pay year-end dividends for the 26th fiscal year as follows:

  1. Type of dividend property To be paid in cash.
  2. Allotment of dividend property and their aggregate amount

The Company proposes to pay a dividend of 20 yen per common share of the Company. In this event, the total dividends will be 4,022,078,260 yen.

As the Company paid an interim dividend of 20 yen per share, the annual dividend for the fiscal year under review will be 40 yen per share.

3. Effective date of dividends of surplus Wednesday, June 21, 2023

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Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Kakaku.com Inc. published this content on 26 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 May 2023 15:07:00 UTC.