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General Meetings of Shareholders4591RIBOMIC Inc.Pharmaceuticals

Notice of Convocation of the 23rd Annual General Meeting of Shareholders

Eight proposals were submitted to the 23rd Annual General Meeting of Shareholders, including amendments to the Articles of Incorporation, changes to the board structure, establishment of directors’ remuneration, and a change in the accounting auditor. The proposals include transitioning from a company with an Audit & Supervisory Board to a Company with an Audit and Supervisory Committee, with the board comprising 4 directors other than Audit and Supervisory Committee members and 3 Audit and Supervisory Committee members.

Worth reading
63In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
8
proposals
Wording
Conditional
How definitive the wording is.

Resolutions for the General Meeting of Shareholders

Annual (23rd)
2026
Jun 23
Date and time(Tuesday), 10:00 a.m. (reception opens at 9:30 a.m.)22 days from this disclosure to the meeting
Matters for resolution8 items
  1. Partial Amendments to the Articles of Incorporation (Change in the Total Number of Authorized Shares)

  2. Partial Amendments to the Articles of Incorporation (Transition to a Company with an Audit and Supervisory Committee)

  3. Election of 4 Directors Other Than Directors Who Are Audit and Supervisory Committee Members

  4. Election of 3 Directors Who Are Audit and Supervisory Committee Members

  5. Determination of the Remuneration of Directors Other Than Directors Who Are Audit and Supervisory Committee Members

  6. Determination of the Remuneration of Directors Who Are Audit and Supervisory Committee Members

  7. Election of an Accounting Auditor

  8. Reduction in Capital and Capital Reserve and Appropriation of Surplus

Shareholder Proposal

None (not specified)

A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.
Director nominee
7Nominees
3New
7Outside
Resolutions for the General Meeting of Shareholders
ItemDetails
Type of shareholders' meetingAnnual (23rd)
Date and time23 June 2026 (Tuesday), 10:00 a.m. (reception opens at 9:30 a.m.)
Matters for resolutionProposal No. 1: Partial Amendments to the Articles of Incorporation (Change in the Total Number of Authorized Shares), Proposal No. 2: Partial Amendments to the Articles of Incorporation (Transition to a Company with an Audit and Supervisory Committee), Proposal No. 3: Election of 4 Directors Other Than Directors Who Are Audit and Supervisory Committee Members, Proposal No. 4: Election of 3 Directors Who Are Audit and Supervisory Committee Members, Proposal No. 5: Determination of the Remuneration of Directors Other Than Directors Who Are Audit and Supervisory Committee Members, Proposal No. 6: Determination of the Remuneration of Directors Who Are Audit and Supervisory Committee Members, Proposal No. 7: Election of an Accounting Auditor, Proposal No. 8: Reduction in Capital and Capital Reserve and Appropriation of Surplus
Shareholder ProposalNone (not specified)
Director nominee7, including 3 new candidates and 7 outside directors
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 increase in the total number of authorized shares is intended to expand the Company’s options for raising funds and prepare for future business expansion. The transition to a Company with an Audit and Supervisory Committee is intended to strengthen the Board of Directors’ oversight functions, accelerate decision-making by delegating authority over execution, invigorate the Board of Directors, and enhance corporate value. The reduction of the number of directors by 2 is intended to streamline management and accelerate decision-making. The change in the accounting auditor follows the current audit firm’s expiration of its term and stated intention to end its contract, and reflects a comprehensive consideration of the need for a more flexible audit suited to the Company’s business activities and scale.

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Notice of Convocation of the 23rd Annual General Meeting of Shareholders | RIBOMIC Inc. (4591) timely disclosure | Komori