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General Meetings of Shareholders4043Tokuyama CorporationMaterials and Chemicals

Notice of Convocation of the 2026 Annual General Meeting of Shareholders and Shareholder Meeting Materials

The 162nd Annual General Meeting of Shareholders will be held on 26 June 2026, with proposals to be submitted regarding the disposition of surplus, the election of Directors and Directors who are Audit & Supervisory Committee Members, the election of an alternate Director who is an Audit & Supervisory Committee Member, and revisions to the performance-linked share compensation plan. The number of Directors is expected to change to 7, while the number of Directors who are Audit & Supervisory Committee Members is expected to change from 7 to 3.

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Resolutions for the General Meeting of Shareholders

Annual (162nd)
2026
Jun 26
Date and time(Friday), 10:00 a.m. (受付開始: 9:00 a.m.)24 days from this disclosure to the meeting
Matters for resolution5 items

  1. Appropriation of surplus

  2. Election of 7 directors, excluding directors serving as Audit & Supervisory Committee Members

  3. Election of 3 Directors who are Audit & Supervisory Committee Members

  4. Election of 1 alternate Director who is an Audit & Supervisory Committee Member

  5. Revisions to performance-linked share compensation and other compensation for Directors and other officers

Shareholder Proposal

Not disclosed

A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.
Director nominee
7Nominees
4New
3Outside
Resolutions for the General Meeting of Shareholders
ItemDetails
Type of shareholders' meetingAnnual (162nd)
Date and time26 June 2026 (Friday), 10:00 a.m. (受付開始: 9:00 a.m.)
Matters for resolutionProposal 1: Appropriation of surplus, Proposal No. 2: Election of 7 directors, excluding directors serving as Audit & Supervisory Committee Members, Proposal 3: Election of 3 Directors who are Audit & Supervisory Committee Members, Proposal No. 4: Election of 1 alternate Director who is an Audit & Supervisory Committee Member, Proposal No. 5: Revisions to performance-linked share compensation and other compensation for Directors and other officers
Shareholder ProposalNot disclosed
Director nominee7 candidates, including 4 new candidates and 3 outside candidates
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.

The reasons given for the Directors are to enhance corporate value and strengthen the governance structure, while the reasons given for the Directors who are Audit & Supervisory Committee Members are to enable more flexible auditing and adjust the overall composition of the Board of Directors. The share compensation plan will continue beyond the fiscal year ending March 2027, with the share compensation ratio and performance evaluation metrics to be reviewed.

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Notice of Convocation of the 2026 Annual General Meeting of Shareholders and Shareholder Meeting Materials | Tokuyama Corporation (4043) timely disclosure | Komori