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General Meetings of Shareholders2768Sojitz CorporationTrading & Wholesale

Supplementary explanation regarding Proposal No. 2, “Election of 3 Directors Serving as Audit and Supervisory Committee Members,” at the 23rd Annual General Meeting of Shareholders

Following Glass Lewis’s recommendation to vote against Candidate 1, Yoshiki Manabe (真鍋佳樹), the company provided a supplementary explanation of its reasons for supporting the candidate’s election and appointment as a full-time Audit and Supervisory Committee member and chair of the committee.

Worth reading
26Immaterial
Scored from 2 of 4 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
3
People
Wording
Conditional
How definitive the wording is.

Resolutions for the General Meeting of Shareholders

23rd Annual
2026
Jun 30
Date and time(start time: Not disclosed)21 days from this disclosure to the meeting
Matters for resolution1 item
  1. Election of 3 directors serving as Audit & Supervisory Committee members

Shareholder Proposal

None (no shareholder proposals are mentioned in this document)

A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.
Director nominee3, of which new candidates: Not disclosed; outside director candidates: Not disclosed
Resolutions for the General Meeting of Shareholders
ItemDetails
Type of shareholders' meeting23rd Annual
Date and time30 June 2026 (start time: Not disclosed)
Matters for resolutionProposal No. 2: Election of 3 directors serving as Audit & Supervisory Committee members
Shareholder ProposalNone (no shareholder proposals are mentioned in this document)
Director nominee3, of which new candidates: Not disclosed; outside director candidates: Not disclosed
Items this document does not state (1)
Percentage voting in favor

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

Glass Lewis has recommended voting against the proposal on the grounds that the chair of the Audit and Supervisory Committee should be an outside director who meets its independence criteria. Taking into account the characteristics of the company’s business as a general trading company, the broad scope and complexity of matters subject to audit, and the actual structure and operation of the Audit and Supervisory Committee, the company has determined that having Manabe Yoshiki (真鍋佳樹) serve as a full-time Audit and Supervisory Committee member and chair is appropriate for achieving both independence and effectiveness in auditing.

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Supplementary explanation regarding Proposal No. 2, “Election of 3 Directors Serving as Audit and Supervisory Committee Members,” at the 23rd Annual General Meeting of Shareholders | Sojitz Corporation (2768) timely disclosure | Komori