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. The Company assumes no responsibility for this translation or for direct, indirect or any other forms of damages arising from the translation.
(Securities Code 5809) June 2, 2023 (Start date of electronic provision measures: May 31, 2023)
To Shareholders with Voting Rights:
Hiroya Yamada
President & Representative Director
TATSUTA Electric Wire & Cable Co., Ltd.
2-3-1Iwata-cho, Higashiosaka City
Osaka, Japan
NOTICE OF CONVOCATION OF
THE 99TH ANNUAL GENERAL MEETING OF SHAREHOLDERS
Dear Shareholders:
You are cordially notified that the 99th Annual General Meeting of Shareholders of TATSUTA Electric Wire
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Cable Co., Ltd. (the "Company") will be held for the purposes described below.
In convening the meeting, the Company has taken electronic provision measures. Electronic provision
measures matters are posted on the website presented below as "NOTICE OF CONVOCATION OF THE 99TH
ANNUAL GENERAL MEETING OF SHAREHOLDERS."
The Company's website: https://www.tatsuta.co.jp/ir_info/information/for_shareholders/
In addition to the above, the electronic provision measures matters are also posted on the website presented below.
Tokyo Stock Exchange's website: https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show
Please access the website presented above, enter the name or the securities code of the Company, press "Search," select "Basic information," and then select "Documents for public inspection/PR information" to see the document.
If you are unable to attend the meeting, you may exercise your voting rights either by mail or via the Internet. Please review the Reference Documents for the General Meeting of Shareholders provided in the electronic provision measures matters, and cast your vote by 5 p.m. Japan time on Thursday, June 22, 2023. A video of the Annual General Meeting of Shareholders will be made available via the Company's website.
1. Date and Time: Friday, June 23, 2023 at 10 a.m. Japan time (Reception starts at 9:00 a.m.)
2. Place: | Fourth floor main conference room of the Company's head office, located at |
2-3-1Iwata-cho, Higashiosaka City, Osaka, Japan |
3. Meeting Agenda:
Matters to be reported: The Business Report, Consolidated Financial Statements, Non-Consolidated
Financial Statements for the Company's 99th Fiscal Year (April 1, 2022 - March 31, 2023) and results of audits by the Accounting Auditor and the Audit and Supervisory Committee of the Consolidated Financial Statements
Proposals to be resolved:
Proposal No. 1: Election of Five (5) Directors who are not Audit and Supervisory Committee Members
Proposal No. 2: Election of Four (4) Directors who are Audit and Supervisory Committee Members
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- When attending the meeting, please submit the enclosed Voting Rights Exercise Form to the reception desk at the place of the meeting on the day of the meeting.
- The following matters are not included in the paper copy sent to the shareholders who had requested it pursuant to the provisions of laws and regulations and Article 14, Paragraph 2 of the Articles of Incorporation of the Company. These matters were also audited by the Audit and Supervisory Committee and the Accounting Auditor as part of the Business Report, Consolidated Financial Statements and Non-Consolidated Financial Statements when they prepared the Audit Report and the
Independent Auditor's Report, respectively.- Overview of Systems to Ensure Appropriate Execution of Duties and the Status of Their Operations;
- Consolidated Statements of Changes in Equity; (3) Notes to the Consolidated Financial Statements;
- Non-ConsolidatedStatements of Changes in Equity; and (5) Notes to the Non-Consolidated Financial Statements.
- Any updates to the electronic provision measures matters will be posted on the websites they are on.
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[Instructions for Exercise of Voting Rights via the Internet, etc.]
Please see below for the methods for exercising your voting rights. Please review the Reference Documents for the General Meeting of Shareholders provided in the electronic provision measures matters and exercise your voting rights.
Shareholders who are unable to attend the meeting in person
If you are unable to attend the meeting in person, you may exercise your voting rights via the Internet or by mail.
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Method for voting via the Internet
Please access the voting website (https://evote.tr.mufg.jp/) from a PC or a smartphone, use the "login ID" and the "temporary password" printed on the Voting Rights Exercise Form, and input your approval or disapproval to each proposal in accordance with the instructions on the screen. For details, please see Page 4.
Voting deadline: No later than 5:00 p.m. Japan time, Thursday, June 22, 2023 - Method for voting by mail
Please indicate your approval or disapproval to each proposal on the enclosed Voting Rights Exercise Form and return it to us. If there is no indication of your approval or disapproval to each proposal on the Voting Rights Exercise Form, we will take it as an indication of your approval.
Voting deadline: No later than 5:00 p.m. Japan time, Thursday, June 22, 2023
Handling of duplicate voting
- If you vote both via the Internet and by mail on the Voting Rights Exercise Form, only your vote placed via the Internet will be valid.
- If you submit your vote multiple times via the Internet, only the last vote will be valid. Also, if you submit your vote multiple times using a PC and a smartphone, only the last vote will be valid.
Shareholders who will attend the meeting in person
(3) Attendance to the General Meeting of Shareholders
Please submit the enclosed Voting Rights Exercise Form to the reception desk at the place of the meeting on the day of the meeting.
Date and time of the meeting Friday, June 23, 2023 at 10 a.m. Japan time
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Methods for voting via the Internet
To exercise your voting rights via the Internet, please access the voting website designated by the Company from a PC or a smartphone and cast your vote in accordance with the instructions on the screen.
Voting deadline: No later than 5:00 p.m. Japan time, Thursday, June 22, 2023 *The voting website is unavailable from 2:00 a.m. to 5:00 a.m. Japan time every day.
1. Method for voting by reading the QR code
- Method for voting via a smartphone
You do not need to input either the "login ID" or the "temporary password." You can exercise your voting rights by automatically accessing the voting website by reading the "QR Code for login" printed on the Voting Rights Exercise Form using your smartphone. After you got logged in, please input your approval or disapproval in accordance with the input instructions on the screen.
For Institutional Investors
You may exercise your voting rights on the voting platform operated by ICJ, Inc. if you have made prior application to use the platform.
2. Method for voting by inputting the login ID and the temporary password
- Method for voting via a PC
- Access the voting website (https://evote.tr.mufg.jp/).
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Input the "login ID" and the "temporary password" printed on the stub (on the right) of the Voting
Rights Exercise Form. - Fill in "Current password," then fill in both "New password" and "New password (confirmation)."
- After you got logged in, please input your approval or disapproval in accordance with the input instructions on the screen.
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Please note that, in order to prevent unauthorized access to the designated website by third party other than shareholders (persons impersonating shareholders) and to prevent the alteration of votes, if you wish to vote via the
Internet, we request that you change your "temporary password" to a permanent password on the designated voting website. - We will notify you of a new "login ID" and "temporary password" each time when we convene a General Meeting of
Shareholders. - All costs associated with accessing the voting website via a PC or a smartphone (including internet connection fees and communication fees) are to be borne by shareholders.
- You may not be able to use the voting website depending on the environment in which you use the Internet.
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Reference Documents for the General Meeting of Shareholders
Proposals and references
Proposal No. 1: Election of Five (5) Directors who are not Audit and Supervisory Committee Members
The terms of office of all five (5) Directors who are not Audit and Supervisory Committee Members will expire at the conclusion of this General Meeting of Shareholders. Accordingly, the Company proposes to elect five (5) Directors who are not Audit and Supervisory Committee Members.
The Company's Audit and Supervisory Committee has the opinion that it is appropriate to elect the candidates for Directors who are not Audit and Supervisory Committee Members in view of realizing the Company's sustainable growth and mid- and long-term improvement of its corporate value.
The candidates for Director are as follows.
Candidate | Current positions and responsibilities | Period | ||
Name | Candidate attribute | served as a | ||
No. | at the Company | |||
Director | ||||
1 | Hiroya Yamada | [Male] | Representative Director, Chief | 1 year |
[Reappointed] | Executive Officer | |||
Director, Senior Executive Officer | ||||
General Manager of Electronic | ||||
Materials & System Equipment | ||||
2 | Shohei Morimoto | [Male] | Group | 7 years |
[Reappointed] | General Manager of Functional | |||
Materials Division, Electronic | ||||
Materials & System Equipment | ||||
Group | ||||
Director, Senior Executive Officer | ||||
In charge of Administration and | ||||
3 | Hiroshi Maeyama | [Male] | Human Resources Department, | 7 years |
[Reappointed] | Environment & Safety | |||
Administration Department, and ISO | ||||
Office | ||||
Director, Senior Executive Officer | ||||
In charge of Auditing Department, | ||||
4 | Masafumi Imai | [Male] | Corporate Planning and Coordination | 2 years |
[Reappointed] | Department, Accounting and Finance | |||
Department, and Procurement | ||||
Department | ||||
[Male] | ||||
5 | Manabu Hyakuno | [Reappointed] | Outside Director | 2 years |
[Outside] | ||||
(Note) The number of years served as a Director is at the conclusion of this General Meeting of Shareholders.
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Disclaimer
TATSUTA Electric Wire and Cable Co. Ltd. published this content on 31 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 May 2023 04:09:27 UTC.